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. |
N/A |
(c) Name of offeror/offeree in relation to whose relevant securities this form relates: Use a separate form for each offeror/offeree |
DIRECT LINE INSURANCE GROUP PLC |
(d) If an exempt fund manager connected with an offeror/offeree, state this and specify identity of offeror/offeree: |
N/A |
(e) Date position held/dealing undertaken: For an opening position disclosure, state the latest practicable date prior to the disclosure |
11 March 2024 |
(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" |
YES AGEAS SA/NV |
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 GB00BY9D0Y18 |
|||
|
Interests |
Short positions |
||
|
Number |
% |
Number |
% |
(1) Relevant securities owned and/or controlled: |
3,160 |
0.00 |
213,263 |
0.01 |
(2) Cash-settled derivatives:
|
23,699,258 |
1.80 |
80,803 |
0.00 |
(3) Stock-settled derivatives (including options) and agreements to purchase/sell: |
0 |
0.00 |
0 |
0.00 |
TOTAL: |
23,702,418 |
1.80 |
294,066 |
0.02 |
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: |
N/A |
Details, including nature of the rights concerned and relevant percentages: |
N/A |
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 |
Purchase/sale
|
Number of securities |
Price per unit |
Common |
Buy Transaction |
19,318 |
2.2080 GBP |
Common |
Buy Transaction |
4,642 |
2.2090 GBP |
Common |
Buy Transaction |
2,429 |
2.2095 GBP |
Common |
Buy Transaction |
25,378 |
2.2100 GBP |
Common |
Buy Transaction |
2,370 |
2.2105 GBP |
Common |
Buy Transaction |
12,638 |
2.2110 GBP |
Common |
Buy Transaction |
9,104 |
2.2120 GBP |
Common |
Buy Transaction |
1,041 |
2.2130 GBP |
Common |
Buy Transaction |
1,368 |
2.2140 GBP |
Common |
Buy Transaction |
962 |
2.2160 GBP |
Common |
Buy Transaction |
1,969 |
2.2165 GBP |
Common |
Buy Transaction |
7,323 |
2.2170 GBP |
Common |
Buy Transaction |
11,967 |
2.2180 GBP |
Common |
Buy Transaction |
1,356 |
2.2190 GBP |
Common |
Buy Transaction |
3,488 |
2.2200 GBP |
Common |
Buy Transaction |
16 |
2.2210 GBP |
Common |
Buy Transaction |
1,767 |
2.2220 GBP |
Common |
Buy Transaction |
3,134 |
2.2230 GBP |
Common |
Buy Transaction |
10,493 |
2.2240 GBP |
Common |
Buy Transaction |
4,648 |
2.2250 GBP |
Common |
Buy Transaction |
10,052 |
2.2260 GBP |
Common |
Buy Transaction |
6,676 |
2.2270 GBP |
Common |
Buy Transaction |
6,017 |
2.2280 GBP |
Common |
Buy Transaction |
1,932 |
2.2290 GBP |
Common |
Buy Transaction |
419 |
2.2300 GBP |
Common |
Buy Transaction |
904 |
2.2460 GBP |
Common |
Buy Transaction |
366 |
2.7300 USD |
Common |
Buy Transaction |
1 |
11.2200 USD |
Common |
Sell Transaction |
24,470 |
2.2060 GBP |
Common |
Sell Transaction |
4,874 |
2.2070 GBP |
Common |
Sell Transaction |
10,739 |
2.2080 GBP |
Common |
Sell Transaction |
3,627 |
2.2090 GBP |
Common |
Sell Transaction |
7,820 |
2.2100 GBP |
Common |
Sell Transaction |
2,182 |
2.2110 GBP |
Common |
Sell Transaction |
4,972 |
2.2120 GBP |
Common |
Sell Transaction |
9,051 |
2.2130 GBP |
Common |
Sell Transaction |
3,872 |
2.2140 GBP |
Common |
Sell Transaction |
69,947 |
2.2150 GBP |
Common |
Sell Transaction |
6,243 |
2.2160 GBP |
Common |
Sell Transaction |
6,412 |
2.2170 GBP |
Common |
Sell Transaction |
738 |
2.2180 GBP |
Common |
Sell Transaction |
9,644 |
2.2190 GBP |
Common |
Sell Transaction |
2,200 |
2.2195 GBP |
Common |
Sell Transaction |
17,486 |
2.2200 GBP |
Common |
Sell Transaction |
1,155 |
2.2210 GBP |
Common |
Sell Transaction |
8,922 |
2.2220 GBP |
Common |
Sell Transaction |
1,580 |
2.2225 GBP |
Common |
Sell Transaction |
3,120 |
2.2230 GBP |
Common |
Sell Transaction |
8,096 |
2.2240 GBP |
Common |
Sell Transaction |
8,193 |
2.2250 GBP |
Common |
Sell Transaction |
6,915 |
2.2260 GBP |
Common |
Sell Transaction |
1,381 |
2.2270 GBP |
Common |
Sell Transaction |
610 |
2.2275 GBP |
Common |
Sell Transaction |
1,843 |
2.2280 GBP |
Common |
Sell Transaction |
1,600 |
2.2290 GBP |
Common |
Sell Transaction |
1,000 |
2.2370 GBP |
Common |
Sell Transaction |
123 |
2.2500 GBP |
(b) Cash-settled derivative transactions
Class of relevant security |
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 |
CFD |
Reducing long position |
40,079 |
2.2100 GBP |
Common |
CFD |
Increasing long position |
2,323 |
2.2103 GBP |
Common |
CFD |
Increasing long position |
200 |
2.2111 GBP |
Common |
CFD |
Reducing long position |
37,510 |
2.2161 GBP |
Common |
CFD |
Increasing long position |
22,921 |
2.2163 GBP |
Common |
CFD |
Reducing long position |
88,890 |
2.2163 GBP |
Common |
CFD |
Reducing long position |
37 |
2.2183 GBP |
Common |
CFD |
Reducing long position |
264 |
2.2235 GBP |
Common |
CFD |
Increasing long position |
42,995 |
2.2250 GBP |
Common |
CFD |
Reducing long position |
2,053 |
2.2260 GBP |
Common |
CFD |
Increasing long position |
33,492 |
2.2261 GBP |
Common |
CFD |
Increasing long position |
2,658 |
2.2265 GBP |
Common |
CFD |
Reducing long position |
3,404 |
2.2295 GBP |
Common |
CFD |
Increasing long position |
555 |
2.2348 GBP |
(c) Stock-settled derivative transactions (including options)
(i) Writing, selling, purchasing or varying
Class of relevant security |
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 |
(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? |
NO |
Date of disclosure: |
12 March 2024 |
Contact name: |
Paula Santos |
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.