29th Aug 2025 14:36
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: | Two Sigma Investments, LP, in its capacity as investment adviser and on behalf of its affiliate fund managers under common control that exercise independent investment discretion ("Two Sigma"). |
(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 | Dowlais Group plc |
(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 | 28/08/2025
*In addition, Two Sigma has dealt on previous dates during the offer period as attached at the end of this form
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(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 - American Axle & Manufacturing Holdings, Inc.
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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:
| 1p ordinary | |||
| Interests | Short positions | ||
| Number | % | Number | % |
(1) Relevant securities owned and/or controlled: |
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(2) Cash-settled derivatives: | 141500 | 0.01 | 122388 | 0.00 |
(3) Stock-settled derivatives (including options) and agreements to purchase/sell: |
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TOTAL: | 141500 | 0.01 | 122388 | 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: |
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Details, including nature of the rights concerned and relevant percentages: |
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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 |
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(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 |
1p ordinary | Security Based Swap | Increasing Long | 2300 | 0.7949 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 |
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(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) |
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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
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(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
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(c) Attachments
Is a Supplemental Form 8 (Open Positions) attached? | NO |
| Date of disclosure: | 29 August 2025
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| Contact name: | Danny Yo
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| Telephone number*: | +1 (212) 625 5700 |
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.
*Previous dates of dealing
Date of Dealing | 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 Securities | Price Per Unit |
15/07/2025 | 1p ordinary | Security Based Swap | Increasing Long | 4700 | 0.7186 GBP |
16/07/2025 | 1p ordinary | Security Based Swap | Reducing Long | 4700 | 0.7245 GBP |
17/07/2025 | 1p ordinary | Security Based Swap | Reducing Short | 10600 | 0.7256 GBP |
18/07/2025 | 1p ordinary | Security Based Swap | Reducing Short | 24900 | 0.7203 GBP |
22/07/2025 | 1p ordinary | Security Based Swap | Reducing Long | 6200 | 0.7157 GBP |
23/07/2025 | 1p ordinary | Security Based Swap | Reducing Long | 4600 | 0.7175 GBP |
24/07/2025 | 1p ordinary | Security Based Swap | Reducing Long | 18300 | 0.7206 GBP |
25/07/2025 | 1p ordinary | Security Based Swap | Reducing Long | 20500 | 0.7193 GBP |
28/07/2025 | 1p ordinary | Security Based Swap | Reducing Long | 5800 | 0.7294 GBP |
29/07/2025 | 1p ordinary | Security Based Swap | Reducing Long | 7200 | 0.7200 GBP |
30/07/2025 | 1p ordinary | Security Based Swap | Reducing Long | 34400 | 0.7050 GBP |
31/07/2025 | 1p ordinary | Security Based Swap | Increasing Short | 62969 | 0.6974 GBP |
31/07/2025 | 1p ordinary | Security Based Swap | Reducing Long | 25631 | 0.6953 GBP |
01/08/2025 | 1p ordinary | Security Based Swap | Increasing Short | 26000 | 0.6982 GBP |
04/08/2025 | 1p ordinary | Security Based Swap | Increasing Short | 9600 | 0.7020 GBP |
05/08/2025 | 1p ordinary | Security Based Swap | Increasing Short | 5400 | 0.7014 GBP |
06/08/2025 | 1p ordinary | Security Based Swap | Reducing Short | 5600 | 0.6987 GBP |
07/08/2025 | 1p ordinary | Security Based Swap | Increasing Short | 11800 | 0.7083 GBP |
08/08/2025 | 1p ordinary | Security Based Swap | Increasing Long | 5600 | 0.7143 GBP |
11/08/2025 | 1p ordinary | Security Based Swap | Increasing Long | 2200 | 0.7405 GBP |
12/08/2025 | 1p ordinary | Security Based Swap | Reducing Short | 3700 | 0.7644 GBP |
12/08/2025 | 1p ordinary | Security Based Swap | Increasing Long | 3100 | 0.7650 GBP |
13/08/2025 | 1p ordinary | Security Based Swap | Reducing Short | 10300 | 0.7779 GBP |
13/08/2025 | 1p ordinary | Security Based Swap | Increasing Long | 9500 | 0.7742 GBP |
13/08/2025 | 1p ordinary | Security Based Swap | Reducing Short | 19500 | 0.7788 GBP |
14/08/2025 | 1p ordinary | Security Based Swap | Increasing Long | 11500 | 0.7777 GBP |
14/08/2025 | 1p ordinary | Security Based Swap | Reducing Short | 19347 | 0.7736 GBP |
14/08/2025 | 1p ordinary | Security Based Swap | Reducing Short | 11500 | 0.7704 GBP |
15/08/2025 | 1p ordinary | Security Based Swap | Reducing Short | 22400 | 0.7740 GBP |
15/08/2025 | 1p ordinary | Security Based Swap | Reducing Short | 4753 | 0.7761 GBP |
15/08/2025 | 1p ordinary | Security Based Swap | Increasing Long | 2300 | 0.7801 GBP |
18/08/2025 | 1p ordinary | Security Based Swap | Reducing Short | 9900 | 0.7640 GBP |
18/08/2025 | 1p ordinary | Security Based Swap | Increasing Long | 3000 | 0.7612 GBP |
19/08/2025 | 1p ordinary | Security Based Swap | Increasing Long | 9900 | 0.7642 GBP |
19/08/2025 | 1p ordinary | Security Based Swap | Increasing Short | 4000 | 0.7671 GBP |
20/08/2025 | 1p ordinary | Security Based Swap | Increasing Long | 10900 | 0.7552 GBP |
21/08/2025 | 1p ordinary | Security Based Swap | Increasing Short | 9100 | 0.7626 GBP |
21/08/2025 | 1p ordinary | Security Based Swap | Increasing Long | 7000 | 0.7632 GBP |
22/08/2025 | 1p ordinary | Security Based Swap | Increasing Long | 2800 | 0.7720 GBP |
22/08/2025 | 1p ordinary | Security Based Swap | Increasing Short | 8000 | 0.7723 GBP |
26/08/2025 | 1p ordinary | Security Based Swap | Increasing Long | 4800 | 0.7762 GBP |
27/08/2025 | 1p ordinary | Security Based Swap | Increasing Long | 3000 | 0.7760 GBP |
27/08/2025 | 1p ordinary | Security Based Swap | Increasing Short | 8600 | 0.7899 GBP |
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