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

Sep 17, 2019

3856_rns_2019-09-17_bd8c8367-501b-44cb-814e-11347592c394.html

Director's Dealing

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RNS Number : 6137M

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
04 September, 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: 122,397 0.20 464,918 0.76
(2) Cash-settled derivatives: 64,709 0.11 2 0.00
(3) Stock-settled derivatives (including options) and agreements to purchase/sell: 11,200 0.02 51,800 0.08
TOTAL: 198,306 0.32 516,720 0.84
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 19 81.7  EUR
Common Stock Purchase 125 81.75  EUR
Common Stock Purchase 739 81.8  EUR
Common Stock Purchase 730 81.85  EUR
Common Stock Purchase 1,212 81.9  EUR
Common Stock Purchase 837 81.95  EUR
Common Stock Purchase 1,732 82  EUR
Common Stock Purchase 2,510 82  EUR
Common Stock Purchase 248 82.05  EUR
Common Stock Purchase 2,401 82.05  EUR
Common Stock Purchase 195 82.1  EUR
Common Stock Purchase 2,500 82.1  EUR
Common Stock Purchase 94 82.15  EUR
Common Stock Purchase 1,115 82.15  EUR
Common Stock Purchase 63 82.2  EUR
Common Stock Purchase 1,911 82.2  EUR
Common Stock Purchase 90 82.25  EUR
Common Stock Purchase 73 82.3  EUR
Common Stock Purchase 173 82.35  EUR
Common Stock Purchase 1,544 82.4  EUR
Common Stock Purchase 439 82.45  EUR
Common Stock Purchase 92 82.5  EUR
Common Stock Purchase 289 82.55  EUR
Common Stock Purchase 694 82.6  EUR
Common Stock Purchase 426 82.65  EUR
Common Stock Purchase 116 82.7  EUR
Common Stock Purchase 229 82.8  EUR
Common Stock Sale -60 81.65  EUR
Common Stock Sale -109 81.7  EUR
Common Stock Sale -137 81.75  EUR
Common Stock Sale -263 81.8  EUR
Common Stock Sale -234 81.8  EUR
Common Stock Sale -894 81.85  EUR
Common Stock Sale -415 81.85  EUR
Common Stock Sale -2,408 81.9  EUR
Common Stock Sale -44 81.9  EUR
Common Stock Sale -2,828 81.95  EUR
Common Stock Sale -553 81.95  EUR
Common Stock Sale -226 81.975  EUR
Common Stock Sale -5,539 82  EUR
Common Stock Sale -1,257 82  EUR
Common Stock Sale -700 82.025  EUR
Common Stock Sale -3,685 82.05  EUR
Common Stock Sale -10,927 82.058326  EUR
Common Stock Sale -1,898 82.1  EUR
Common Stock Sale -7 82.1  EUR
Common Stock Sale -1,249 82.15  EUR
Common Stock Sale -500 82.15  EUR
Common Stock Sale -1,112 82.2  EUR
Common Stock Sale -711 82.25  EUR
Common Stock Sale -88 82.3  EUR
Common Stock Sale -89 82.35  EUR
Common Stock Sale -487 82.4  EUR
Common Stock Sale -229 82.45  EUR
Common Stock Sale -1,515 82.5  EUR
Common Stock Sale -487 82.55  EUR
Common Stock Sale -74 82.55  EUR
Common Stock Sale -453 82.6  EUR
Common Stock Sale -14 82.6  EUR
Common Stock Sale -78 82.65  EUR
Common Stock Sale -31 82.7  EUR
Common Stock Sale -75 82.75  EUR
Common Stock Sale -90 82.85  EUR
Common Stock Sale -107 82.95  EUR
Common Stock Sale -35 83  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 49 81.85  EUR
Common Stock CFD Increasing long position 5,342 82.103695  EUR
Common Stock CFD Reducing long position -1,724 81.997146  EUR
Common Stock CFD Reducing long position -1,641 82.044622  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 Put Option Purchasing -100 80 EUR American 20/09/2019 1.35  EUR
Common Put Option Purchasing -100 82 EUR American 20/09/2019 2.2  EUR
Common Put Option Purchasing -200 80 EUR American 18/10/2019 3  EUR
Common Call Option Purchasing 200 82 EUR American 18/10/2019 4  EUR
Common Put Option Purchasing -100 90 EUR American 20/09/2019 8.5  EUR
Common Call Option Writing -100 84 EUR American 20/09/2019 1.85  EUR
Common Call Option Writing -300 90 EUR American 15/11/2019 2.25  EUR
Common Put Option Writing 100 90 EUR American 20/09/2019 8.35  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: Katie Bonds
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 Call Option Written -300 90 USD American 15/11/2019
Common Call Option Purchased 100 86 USD American 15/11/2019
Common Call Option Purchased 100 92 USD American 15/11/2019
Common Put Option Purchased -700 84 USD American 15/11/2019
Common Put Option Purchased -100 80 USD American 15/11/2019
Common Put Option Purchased -200 72 USD American 15/11/2019
Common Put Option Purchased -100 74 USD American 20/09/2019
Common Call Option Written -500 90 USD American 18/10/2019
Common Call Option Written -100 94 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 200 90 USD American 20/09/2019
Common Call Option Written -300 86 USD American 18/10/2019
Common Put Option Purchased -2500 86 USD American 18/10/2019
Common Call Option Written -100 96 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 -1000 82 USD American 18/10/2019
Common Call Option Purchased 100 82 USD American 18/10/2019
Common Call Option Written -300 92 USD American 18/10/2019
Common Call Option Written -1100 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 Purchased -600 84 USD American 18/10/2019
Common Put Option Purchased -500 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 -2000 86 USD American 20/09/2019
Common Call Option Purchased 500 86 USD American 20/09/2019
Common Call Option Purchased 300 96 USD American 20/09/2019
Common Call Option Purchased 4000 82 USD American 20/09/2019
Common Put Option Purchased -600 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 1000 88 USD American 20/09/2019
Common Put Option Purchased -3500 84 USD American 20/09/2019
Common Call Option Written -4300 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 -2700 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 -1200 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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