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

Sep 23, 2019

National Storage Mechanism | Additional information

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RNS Number : 2914N

Citadel Group

23 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 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:	43,115	0.07	535,681	0.88
(2) Cash-settled derivatives:	48,169	0.08	42,599	0.07
(3) Stock-settled derivatives (including options) and agreements to purchase/sell:	6,500	0.01	26,900	0.04
TOTAL:	97,784	0.16	605,180	0.99
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	893	73.5  EUR
Common Stock	Purchase	148	73.55  EUR
Common Stock	Purchase	1,910	73.55  EUR
Common Stock	Purchase	3,171	73.6  EUR
Common Stock	Purchase	47	73.625  EUR
Common Stock	Purchase	118	73.65  EUR
Common Stock	Purchase	1,341	73.65  EUR
Common Stock	Purchase	25	73.7  EUR
Common Stock	Purchase	1,821	73.7  EUR
Common Stock	Purchase	1,285	73.75  EUR
Common Stock	Purchase	1,648	73.8  EUR
Common Stock	Purchase	6	73.85  EUR
Common Stock	Purchase	1,456	73.85  EUR
Common Stock	Purchase	66	73.875  EUR
Common Stock	Purchase	410	73.9  EUR
Common Stock	Purchase	5,306	73.9  EUR
Common Stock	Purchase	1,961	73.95  EUR
Common Stock	Purchase	87	74  EUR
Common Stock	Purchase	3,096	74  EUR
Common Stock	Purchase	320	74.05  EUR
Common Stock	Purchase	2,770	74.05  EUR
Common Stock	Purchase	2,255	74.1  EUR
Common Stock	Purchase	979	74.15  EUR
Common Stock	Purchase	237	74.2  EUR
Common Stock	Purchase	706	74.2  EUR
Common Stock	Purchase	34	74.25  EUR
Common Stock	Purchase	1,064	74.25  EUR
Common Stock	Purchase	159	74.3  EUR
Common Stock	Purchase	162	74.3  EUR
Common Stock	Purchase	161	74.35  EUR
Common Stock	Purchase	541	74.4  EUR
Common Stock	Purchase	50	74.45  EUR
Common Stock	Purchase	1,131	74.45  EUR
Common Stock	Purchase	157	74.5  EUR
Common Stock	Purchase	2	74.55  EUR
Common Stock	Sale	-129	73.45  EUR
Common Stock	Sale	-1,170	73.5  EUR
Common Stock	Sale	-59	73.525  EUR
Common Stock	Sale	-210	73.55  EUR
Common Stock	Sale	-227	73.6  EUR
Common Stock	Sale	-178	73.65  EUR
Common Stock	Sale	-32	73.65  EUR
Common Stock	Sale	-964	73.7  EUR
Common Stock	Sale	-505	73.75  EUR
Common Stock	Sale	-740	73.8  EUR
Common Stock	Sale	-580	73.8  EUR
Common Stock	Sale	-1,168	73.85  EUR
Common Stock	Sale	-310	73.875  EUR
Common Stock	Sale	-916	73.9  EUR
Common Stock	Sale	-56	73.9  EUR
Common Stock	Sale	-2,584	73.95  EUR
Common Stock	Sale	-1,466	73.95  EUR
Common Stock	Sale	-384	73.975  EUR
Common Stock	Sale	-17,146	74  EUR
Common Stock	Sale	-101	74  EUR
Common Stock	Sale	-108	74.025  EUR
Common Stock	Sale	-1,822	74.05  EUR
Common Stock	Sale	-2,633	74.1  EUR
Common Stock	Sale	-61	74.1  EUR
Common Stock	Sale	-1,881	74.15  EUR
Common Stock	Sale	-242	74.2  EUR
Common Stock	Sale	-1,156	74.25  EUR
Common Stock	Sale	-522	74.3  EUR
Common Stock	Sale	-80	74.35  EUR
Common Stock	Sale	-178	74.4  EUR
Common Stock	Sale	-352	74.45  EUR
Common Stock	Sale	-397	74.5  EUR
Common Stock	Sale	-2	74.55  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	Closing short position	4,892	73.969729  EUR
Common Stock	CFD	Increasing short position	-2,988	73.945984  EUR
Common Stock	CFD	Increasing short position	-1,400	73.95182143  EUR
Common Stock	CFD	Opening/Closing a position	268	73.969729  EUR
Common Stock	CFD	Opening/Closing a position	-116	73.977155  EUR
Common Stock	CFD	Opening/Closing a position	-152	74.376645  EUR
Common Stock	CFD	Reducing short position	907	73.851378  EUR
Common Stock	CFD	Reducing short position	214	73.969729  EUR
Common Stock	CFD	Reducing short position	18	74.05  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	-300	64 EUR	American	15/11/2019	0.65  EUR
Common	Put Option	Purchasing	-100	74 EUR	American	18/10/2019	2.95  EUR
Common	Put Option	Purchasing	-100	76 EUR	American	15/11/2019	4.7  EUR
Common	Put Option	Purchasing	-100	78 EUR	American	18/10/2019	5.15  EUR
Common	Put Option	Purchasing	-500	80 EUR	American	18/10/2019	6.65  EUR
Common	Call Option	Purchasing	200	64 EUR	American	15/11/2019	10.5  EUR
Common	Put Option	Writing	700	74 EUR	American	20/09/2019	0.2  EUR
Common	Put Option	Writing	300	74 EUR	American	20/09/2019	0.25  EUR
Common	Call Option	Writing	-200	80 EUR	American	18/10/2019	0.79  EUR
Common	Call Option	Writing	-100	78 EUR	American	18/10/2019	1.15  EUR
Common	Call Option	Writing	-100	76 EUR	American	18/10/2019	2.07  EUR
Common	Put Option	Writing	100	76 EUR	American	20/09/2019	2.1  EUR
Common	Call Option	Writing	-200	76 EUR	American	15/11/2019	2.75  EUR
Common	Call Option	Writing	-300	76 EUR	American	15/11/2019	2.8  EUR

(ii)        Exercise

Class of relevant security ISIN NL0012015705	Product description e.g. call option	Exercising/ exercised against	Number of securities	Exercise price per unit
Common	Put Option	Exercise	600	74  EUR
Common	Put Option	Exercise	1,500	76  EUR
Common	Put Option	Exercise	26,200	78  EUR
Common	Put Option	Exercise	300	80  EUR
Common	Put Option	Exercise	100	82  EUR
Common	Put Option	Exercise	2,100	84  EUR
Common	Put Option	Exercise	2,100	86  EUR
Common	Put Option	Exercised against	-400	88  EUR

(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:	23 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	Call Option	Written	-200	74 EUR	American	15/11/2019
Common	Put Option	Written	200	74 EUR	American	15/11/2019
Common	Call Option	Purchased	200	64 EUR	American	15/11/2019
Common	Put Option	Purchased	-300	64 EUR	American	15/11/2019
Common	Call Option	Purchased	100	78 EUR	American	15/11/2019
Common	Call Option	Written	-400	90 EUR	American	15/11/2019
Common	Call Option	Written	-400	86 EUR	American	15/11/2019
Common	Put Option	Purchased	-100	86 EUR	American	15/11/2019
Common	Call Option	Written	-100	82 EUR	American	15/11/2019
Common	Call Option	Written	-100	72 EUR	American	15/11/2019
Common	Put Option	Purchased	-100	88 EUR	American	15/11/2019
Common	Call Option	Written	-1200	76 EUR	American	15/11/2019
Common	Call Option	Purchased	100	92 EUR	American	15/11/2019
Common	Put Option	Purchased	-2300	84 EUR	American	15/11/2019
Common	Put Option	Purchased	-1600	68 EUR	American	15/11/2019
Common	Call Option	Purchased	2300	80 EUR	American	15/11/2019
Common	Put Option	Purchased	-1500	80 EUR	American	15/11/2019
Common	Put Option	Purchased	-600	72 EUR	American	15/11/2019
Common	Call Option	Written	-100	88 EUR	American	15/11/2019
Common	Put Option	Purchased	-100	82 EUR	American	15/11/2019
Common	Put Option	Purchased	-200	76 EUR	American	15/11/2019
Common	Call Option	Purchased	1100	96 EUR	American	15/11/2019
Common	Put Option	Purchased	-200	74 EUR	American	18/10/2019
Common	Call Option	Written	-500	90 EUR	American	18/10/2019
Common	Call Option	Written	-100	94 EUR	American	18/10/2019
Common	Put Option	Purchased	-100	100 EUR	American	18/10/2019
Common	Call Option	Purchased	1800	64 EUR	American	18/10/2019
Common	Call Option	Written	-2400	86 EUR	American	18/10/2019
Common	Put Option	Purchased	-2500	86 EUR	American	18/10/2019
Common	Call Option	Written	-200	96 EUR	American	18/10/2019
Common	Put Option	Written	600	76 EUR	American	18/10/2019
Common	Call Option	Written	-100	72 EUR	American	18/10/2019
Common	Call Option	Written	-100	76 EUR	American	18/10/2019
Common	Call Option	Written	-100	84 EUR	American	18/10/2019
Common	Put Option	Purchased	-1200	82 EUR	American	18/10/2019
Common	Call Option	Purchased	100	82 EUR	American	18/10/2019
Common	Call Option	Written	-200	92 EUR	American	18/10/2019
Common	Call Option	Written	-2600	80 EUR	American	18/10/2019
Common	Put Option	Purchased	-1200	68 EUR	American	18/10/2019
Common	Call Option	Written	-1400	88 EUR	American	18/10/2019
Common	Call Option	Written	-1300	78 EUR	American	18/10/2019
Common	Put Option	Purchased	-600	84 EUR	American	18/10/2019
Common	Put Option	Purchased	-1600	80 EUR	American	18/10/2019
Common	Put Option	Purchased	-1200	72 EUR	American	18/10/2019

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 rns@lseg.com or visit www.rns.com.

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