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Just Eat Takeaway.com N.V. Director's Dealing 2019

Sep 17, 2019

3856_rns_2019-09-17_b0722dfd-7521-4c9d-82be-596f753ebcc6.html

Director's Dealing

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RNS Number : 6331M

Citadel Group

17 September 2019

FORM 8.3

PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY

A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1%

OR MORE

Rule 8.3 of the Takeover Code (the "Code")

1.         KEY INFORMATION

(a) Full name of discloser: Citadel Group
(b) Owner or controller of interests and short positions        

     disclosed, if different from 1(a):

     The naming of nominee or vehicle companies is

     insufficient.  For a trust, the trustee(s), settlor and

     beneficiaries must be named.
(c) Name of offeror/offeree in relation to whose relevant

     securities this form relates:

     Use a separate form for each offeror/offeree
TAKEAWAY.COM HOLDING BV
(d) If an exempt fund manager connected with an

     offeror/offeree, state this and specify identity of

     offeror/offeree:
(e) Date position held/dealing undertaken:

For an opening position disclosure, state the latest

practicable date prior to the disclosure
20 August, 2019
(f)  In addition to the company in 1(c) above, is the

     discloser making disclosures in respect of any other

     party to the offer?

If it is a cash offer or possible cash offer, state "N/A"
JUST EAT PLC

2.         POSITIONS OF THE PERSON MAKING THE DISCLOSURE

If there are positions or rights to subscribe to disclose in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 2(a) or (b) (as appropriate) for each additional class of relevant security.

(a)        Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates following the dealing (if any)

Class of relevant security: Common Stock  ISIN  NL0012015705
Interests Short Positions
Number % Number %
(1) Relevant securities owned and/or controlled: 123,724 0.20 324,798 0.53
(2) Cash-settled derivatives: 55,739 0.09 10,237 0.02
(3) Stock-settled derivatives (including options) and agreements to purchase/sell: 10,900 0.02 47,500 0.08
TOTAL: 190,363 0.31 382,535 0.63
Class of relevant security: Convertible Bond  ISIN  XS1940192039
Interests Short Positions
Number % Number %
(1) Relevant securities owned and/or controlled: 53,100,000 21.24 0 0.00
(2) Cash-settled derivatives: 0 0.00 0 0.00
(3) Stock-settled derivatives (including options) and agreements to purchase/sell: 0 0.00 0 0.00
TOTAL: 53,100,000 21.24 0 0.00

All interests and all short positions should be disclosed.

Details of any open stock-settled derivative positions (including traded options), or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).

(b)        Rights to subscribe for new securities (including directors' and other employee options)

Class of relevant security in relation to which subscription right exists:
Details, including nature of the rights concerned and relevant percentages:

3.         DEALINGS (IF ANY) BY THE PERSON MAKING THE DISCLOSURE

Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 3(a), (b), (c) or (d) (as appropriate) for each additional class of relevant security dealt in.

The currency of all prices and other monetary amounts should be stated.

(a)        Purchases and sales

Class of relevant security

ISIN  NL0012015705
Purchase/sale Number of securities Price per unit
Common Stock Purchase 138 83.75  EUR
Common Stock Purchase 165 83.75  EUR
Common Stock Purchase 464 83.8  EUR
Common Stock Purchase 57 83.85  EUR
Common Stock Purchase 528 83.85  EUR
Common Stock Purchase 118 83.9  EUR
Common Stock Purchase 431 83.9  EUR
Common Stock Purchase 189 83.95  EUR
Common Stock Purchase 434 83.95  EUR
Common Stock Purchase 292 84  EUR
Common Stock Purchase 1,002 84  EUR
Common Stock Purchase 203 84.05  EUR
Common Stock Purchase 616 84.05  EUR
Common Stock Purchase 74 84.1  EUR
Common Stock Purchase 479 84.1  EUR
Common Stock Purchase 569 84.15  EUR
Common Stock Purchase 1,295 84.15  EUR
Common Stock Purchase 797 84.2  EUR
Common Stock Purchase 35 84.25  EUR
Common Stock Purchase 398 84.25  EUR
Common Stock Purchase 260 84.3  EUR
Common Stock Purchase 53 84.35  EUR
Common Stock Purchase 323 84.35  EUR
Common Stock Purchase 395 84.4  EUR
Common Stock Purchase 72 84.45  EUR
Common Stock Purchase 24 84.5  EUR
Common Stock Purchase 47 84.5  EUR
Common Stock Purchase 72 84.55  EUR
Common Stock Purchase 160 84.7  EUR
Common Stock Purchase 53 84.75  EUR
Common Stock Purchase 10,068 84.75  EUR
Common Stock Purchase 153 84.8  EUR
Common Stock Purchase 159 84.85  EUR
Common Stock Purchase 2 84.9  EUR
Common Stock Purchase 25 84.95  EUR
Common Stock Purchase 9 85  EUR
Common Stock Sale -158 83.75  EUR
Common Stock Sale -359 83.8  EUR
Common Stock Sale -160 83.8  EUR
Common Stock Sale -855 83.85  EUR
Common Stock Sale -999 83.9  EUR
Common Stock Sale -136 83.9  EUR
Common Stock Sale -1,393 83.95  EUR
Common Stock Sale -80 83.95  EUR
Common Stock Sale -1,709 84  EUR
Common Stock Sale -70 84.025  EUR
Common Stock Sale -1,191 84.05  EUR
Common Stock Sale -1,095 84.1  EUR
Common Stock Sale -192 84.1  EUR
Common Stock Sale -430 84.13  EUR
Common Stock Sale -702 84.15  EUR
Common Stock Sale -56 84.175  EUR
Common Stock Sale -638 84.2  EUR
Common Stock Sale -206 84.2  EUR
Common Stock Sale -261 84.27  EUR
Common Stock Sale -79 84.3  EUR
Common Stock Sale -72 84.35  EUR
Common Stock Sale -27 84.4  EUR
Common Stock Sale -221 84.45  EUR
Common Stock Sale -282 84.5  EUR
Common Stock Sale -1,041 84.679683  EUR
Common Stock Sale -126 84.7  EUR
Common Stock Sale -313 84.75  EUR
Common Stock Sale -93 84.75  EUR
Common Stock Sale -310 84.8  EUR
Common Stock Sale -46 84.8  EUR
Common Stock Sale -128 84.85  EUR
Common Stock Sale -45 84.9  EUR
Common Stock Sale -100 85  EUR
Common Stock Sale -180 85.05  EUR
Common Stock Sale -21 85.1  EUR
Common Stock Sale -405 85.2  EUR
Common Stock Sale -139 85.25  EUR
Common Stock Sale -258 85.3  EUR
Common Stock Sale -15 85.3  EUR
Common Stock Sale -88 85.35  EUR
Common Stock Sale -6 85.4  EUR
Class of relevant security

ISIN  XS1940192039
Purchase/sale Number of securities Price per unit
Convertible Bond Sale -1,000,000 143.5  EUR

(b)        Cash-settled derivative transactions

Class of relevant security

ISIN  NL0012015705
Product description

e.g. CFD
Nature of dealing

e.g. opening/closing a long/short position, increasing/reducing a long/short position
Number of reference securities Price per unit
Common Stock CFD Increasing long position 900 84.11855556  EUR
Common Stock CFD Increasing short position -33 84.5  EUR
Common Stock CFD Opening/Closing a position 1,715 84.171108  EUR
Common Stock CFD Opening/Closing a position -14 84.5  EUR
Common Stock CFD Opening/Closing a position -1,701 84.747325  EUR

(c)        Stock-settled derivative transactions (including options)

(i)         Writing, selling, purchasing or varying

Class of relevant security

ISIN

NL0012015705
Product description e.g. call option Writing, purchasing, selling, varying etc. Number of securities to which option relates Exercise price per unit Type

e.g. American, European etc.
Expiry date Option money paid/ received per unit
Common Call Option Purchasing 100 92 EUR American 20/09/2019 0.9  EUR
Common Call Option Purchasing 200 88 EUR American 20/09/2019 1.6  EUR
Common Put Option Purchasing -100 86 EUR American 20/09/2019 4.05  EUR

(ii)        Exercise

Class of relevant security Product description

e.g. call option
Exercising/ exercised against Number of securities Exercise price per unit

(d)        Other dealings (including subscribing for new securities)

Class of relevant security Nature of dealing

e.g. subscription, conversion
Details Price per unit (if applicable)

4.         OTHER INFORMATION

(a)        Indemnity and other dealing arrangements

Details of any indemnity or option arrangement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an inducement to deal or refrain from dealing entered into by the person making the disclosure and any party to the offer or any person acting in concert with a party to the offer:

Irrevocable commitments and letters of intent should not be included.  If there are no such agreements, arrangements or understandings, state "none"
None

(b)        Agreements, arrangements or understandings relating to options or derivatives

Details of any agreement, arrangement or understanding, formal or informal, between the person making the disclosure and any other person relating to:

(i)  the voting rights of any relevant securities under any option; or

(ii) the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced:

If there are no such agreements, arrangements or understandings, state "none"
None

(c)        Attachments

Is a Supplemental Form 8 (Open Positions) attached? YES
Date of disclosure: 17 September, 2019
Contact name: Pauline Rogers
Telephone number*: 020 7645 9700

Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service.

The Panel's Market Surveillance Unit is available for consultation in relation to the Code's disclosure requirements on +44 (0)20 7638 0129.

*If the discloser is a natural person, a telephone number does not need to be included, provided contact information has been provided to the Panel's Market Surveillance Unit.

The Code can be viewed on the Panel's website at www.thetakeoverpanel.org.uk.

SUPPLEMENTAL FORM 8 (OPEN POSITIONS)

DETAILS OF OPEN STOCK-SETTLED DERIVATIVE (INCLUDING OPTION) POSITIONS, AGREEMENTS TO PURCHASE OR SELL ETC.

Note 5(i) on Rule 8 of the Takeover Code (the "Code")

1.         KEY INFORMATION

Full name of person making disclosure: Citadel Group
Name of offeror/offeree in relation to whose relevant securities the disclosure relates: TAKEAWAY.COM HOLDING BV

2.       STOCK-SETTLED DERIVATIVES (INCLUDING OPTIONS)

Class of relevant security

ISIN

NL0012015705
Product description e.g. call option Written or purchased Number of securities to which option or derivative relates Exercise price per unit Type

e.g. American, European etc.
Expiry date
Common Put Option Purchased -100 74 USD American 20/09/2019
Common Call Option Purchased 400 90 USD American 18/10/2019
Common Call Option Purchased 100 94 USD American 20/09/2019
Common Put Option Purchased -100 100 USD American 18/10/2019
Common Call Option Written -200 64 USD American 18/10/2019
Common Call Option Purchased 100 90 USD American 20/09/2019
Common Call Option Written -200 86 USD American 18/10/2019
Common Put Option Purchased -2600 86 USD American 18/10/2019
Common Put Option Written 800 76 USD American 18/10/2019
Common Call Option Written -100 72 USD American 18/10/2019
Common Put Option Written 400 78 USD American 18/10/2019
Common Put Option Purchased -1200 82 USD American 18/10/2019
Common Call Option Written -100 82 USD American 18/10/2019
Common Call Option Written -100 92 USD American 18/10/2019
Common Call Option Written -800 80 USD American 18/10/2019
Common Call Option Written -1000 88 USD American 18/10/2019
Common Call Option Written -900 78 USD American 18/10/2019
Common Put Option Written 400 84 USD American 18/10/2019
Common Put Option Purchased -300 80 USD American 18/10/2019
Common Put Option Written 900 72 USD American 18/10/2019
Common Call Option Written -400 100 USD American 20/09/2019
Common Put Option Purchased -800 86 USD American 20/09/2019
Common Call Option Written -100 86 USD American 20/09/2019
Common Call Option Purchased 100 96 USD American 20/09/2019
Common Call Option Purchased 4100 82 USD American 20/09/2019
Common Put Option Purchased -100 82 USD American 20/09/2019
Common Put Option Purchased -25900 78 USD American 20/09/2019
Common Call Option Purchased 400 78 USD American 20/09/2019
Common Call Option Purchased 900 88 USD American 20/09/2019
Common Put Option Purchased -2500 84 USD American 20/09/2019
Common Call Option Written -7100 92 USD American 20/09/2019
Common Put Option Purchased -300 80 USD American 20/09/2019
Common Put Option Written 1900 72 USD American 20/09/2019
Common Call Option Written -1400 84 USD American 20/09/2019
Common Call Option Written -200 80 USD American 20/09/2019
Common Put Option Written 400 88 USD American 20/09/2019
Common Put Option Purchased -1000 76 USD American 20/09/2019

3.         AGREEMENTS TO PURCHASE OR SELL ETC.

Full details should be given so that the nature of the interest or position can be fully understood:

It is not necessary to provide details on a Supplemental Form (Open Positions) with regard to cash-settled derivatives.

The currency of all prices and other monetary amounts should be stated.

The Panel's Market Surveillance Unit is available for consultation in relation to the Code's disclosure requirements on +44 (0)20 7638 0129.

The Code can be viewed on the Panel's website at www.thetakeoverpanel.org.uk.

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact [email protected] or visit www.rns.com.

END

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