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Form 8.3 - Takeaway.com N.V.

5th Dec 2019 15:00

RNS Number : 8416V
Citadel Group
05 December 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 NV

(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 December, 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:

Convertible Bond ISIN XS1940192039

Interests

Short Positions

Number

%

Number

%

(1) Relevant securities owned and/or controlled:

48,000,000

19.20

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:

48,000,000

19.20

0

0.00

Class of relevant security:

Common Stock ISIN NL0012015705

Interests

Short Positions

Number

%

Number

%

(1) Relevant securities owned and/or controlled:

181,219

0.30

283,686

0.46

(2) Cash-settled derivatives:

21,679

0.04

995

0.00

(3) Stock-settled derivatives (including options) and agreements to purchase/sell:

14,800

0.02

90,600

0.15

TOTAL:

217,698

0.36

375,281

0.61

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

123

82.7 EUR

Common Stock

Purchase

165

82.75 EUR

Common Stock

Purchase

116

82.8 EUR

Common Stock

Purchase

406

82.8 EUR

Common Stock

Purchase

45

82.85 EUR

Common Stock

Purchase

376

82.85 EUR

Common Stock

Purchase

273

82.9 EUR

Common Stock

Purchase

577

82.9 EUR

Common Stock

Purchase

220

82.95 EUR

Common Stock

Purchase

898

82.95 EUR

Common Stock

Purchase

62

83 EUR

Common Stock

Purchase

390

83 EUR

Common Stock

Purchase

51

83.05 EUR

Common Stock

Purchase

997

83.05 EUR

Common Stock

Purchase

167

83.075 EUR

Common Stock

Purchase

369

83.1 EUR

Common Stock

Purchase

107

83.15 EUR

Common Stock

Purchase

385

83.15 EUR

Common Stock

Purchase

151

83.2 EUR

Common Stock

Purchase

168

83.2 EUR

Common Stock

Purchase

233

83.25 EUR

Common Stock

Purchase

44

83.35 EUR

Common Stock

Purchase

220

83.4 EUR

Common Stock

Purchase

246

83.4 EUR

Common Stock

Purchase

14

83.45 EUR

Common Stock

Purchase

360

83.45 EUR

Common Stock

Purchase

20

83.5 EUR

Common Stock

Purchase

509

83.5 EUR

Common Stock

Purchase

58

83.55 EUR

Common Stock

Purchase

180

83.6 EUR

Common Stock

Purchase

300

83.625 EUR

Common Stock

Purchase

267

83.65 EUR

Common Stock

Purchase

1,468

83.65 EUR

Common Stock

Purchase

52

83.7 EUR

Common Stock

Purchase

685

83.7 EUR

Common Stock

Purchase

59

83.75 EUR

Common Stock

Purchase

668

83.75 EUR

Common Stock

Purchase

332

83.8 EUR

Common Stock

Purchase

1,122

83.8 EUR

Common Stock

Purchase

99

83.85 EUR

Common Stock

Purchase

1,440

83.85 EUR

Common Stock

Purchase

216

83.9 EUR

Common Stock

Purchase

745

83.9 EUR

Common Stock

Purchase

23

83.95 EUR

Common Stock

Purchase

1,514

83.95 EUR

Common Stock

Purchase

2,300

84 EUR

Common Stock

Purchase

516

84.025 EUR

Common Stock

Purchase

1,168

84.05 EUR

Common Stock

Purchase

67

84.1 EUR

Common Stock

Purchase

995

84.1 EUR

Common Stock

Sale

-582

82.8 EUR

Common Stock

Sale

-68

82.825 EUR

Common Stock

Sale

-148

82.85 EUR

Common Stock

Sale

-156

82.95 EUR

Common Stock

Sale

-30

82.95 EUR

Common Stock

Sale

-3,665

83 EUR

Common Stock

Sale

-185

83.05 EUR

Common Stock

Sale

-135

83.1 EUR

Common Stock

Sale

-185

83.15 EUR

Common Stock

Sale

-125

83.2 EUR

Common Stock

Sale

-170

83.25 EUR

Common Stock

Sale

-213

83.3 EUR

Common Stock

Sale

-340

83.35 EUR

Common Stock

Sale

-330

83.4 EUR

Common Stock

Sale

-1

83.4 EUR

Common Stock

Sale

-517

83.45 EUR

Common Stock

Sale

-91

83.5 EUR

Common Stock

Sale

-257

83.55 EUR

Common Stock

Sale

-171

83.55 EUR

Common Stock

Sale

-363

83.6 EUR

Common Stock

Sale

-304

83.65 EUR

Common Stock

Sale

-1,591

83.7 EUR

Common Stock

Sale

-64

83.7 EUR

Common Stock

Sale

-130

83.725 EUR

Common Stock

Sale

-779

83.75 EUR

Common Stock

Sale

-184

83.75 EUR

Common Stock

Sale

-139

83.775 EUR

Common Stock

Sale

-1,530

83.8 EUR

Common Stock

Sale

-151

83.825 EUR

Common Stock

Sale

-260

83.85 EUR

Common Stock

Sale

-259

83.85 EUR

Common Stock

Sale

-1,068

83.9 EUR

Common Stock

Sale

-40

83.9 EUR

Common Stock

Sale

-2,580

83.95 EUR

Common Stock

Sale

-338

83.95 EUR

Common Stock

Sale

-1,123

84 EUR

Common Stock

Sale

-138

84 EUR

Common Stock

Sale

-970

84.1 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 long position

-2,123

83.460684 EUR

Common Stock

CFD

Closing long position

-963

83.460684 EUR

Common Stock

CFD

Closing long position

-919

83.572111 EUR

Common Stock

CFD

Closing long position

-671

83.637519 EUR

Common Stock

CFD

Closing long position

-465

83.736693 EUR

Common Stock

CFD

Closing long position

-197

83.736693 EUR

Common Stock

CFD

Increasing long position

137

83.231022 EUR

Common Stock

CFD

Increasing long position

826

84.00681 EUR

Common Stock

CFD

Opening short position

-995

83.736693 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

Writing

1,000

60 EUR

American

17/01/2020

0.19 EUR

Common

Call Option

Writing

-1,500

96 EUR

American

17/01/2020

0.45 EUR

Common

Call Option

Writing

-100

96 EUR

American

17/01/2020

0.48 EUR

Common

Call Option

Writing

-100

88 EUR

American

20/12/2019

0.6 EUR

Common

Call Option

Writing

-1,000

92 EUR

American

17/01/2020

0.75 EUR

Common

Call Option

Writing

-100

86 EUR

American

20/12/2019

0.85 EUR

Common

Call Option

Writing

-400

86 EUR

American

20/12/2019

1.05 EUR

Common

Put Option

Writing

100

78 EUR

American

17/01/2020

1.4 EUR

Common

Put Option

Writing

100

80 EUR

American

17/01/2020

1.9 EUR

Common

Call Option

Writing

-100

92 EUR

American

21/02/2020

1.95 EUR

Common

Put Option

Writing

100

82 EUR

American

17/01/2020

2.55 EUR

Common

Call Option

Writing

-500

84 EUR

American

17/01/2020

2.95 EUR

Common

Call Option

Writing

-200

82 EUR

American

20/12/2019

3.15 EUR

Common

Call Option

Writing

-100

84 EUR

American

17/01/2020

3.25 EUR

Common

Put Option

Writing

100

84 EUR

American

17/01/2020

3.45 EUR

Common

Call Option

Writing

-200

80 EUR

American

21/02/2020

6.95 EUR

Common

Call Option

Writing

-500

80 EUR

American

21/02/2020

7 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:

05 December, 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 NV

2. STOCK-SETTLED DERIVATIVES (INCLUDING OPTIONS)

Class of relevant security

ISINNL0012015705

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

-100

78 EUR

American

21/02/2020

Common

Call Option

Written

-1000

88 EUR

American

21/02/2020

Common

Call Option

Written

-100

72 EUR

American

21/02/2020

Common

Call Option

Written

-600

82 EUR

American

21/02/2020

Common

Put Option

Written

100

82 EUR

American

21/02/2020

Common

Call Option

Written

-200

92 EUR

American

21/02/2020

Common

Call Option

Written

-1600

80 EUR

American

21/02/2020

Common

Call Option

Written

-500

86 EUR

American

17/01/2020

Common

Call Option

Written

-1700

96 EUR

American

17/01/2020

Common

Call Option

Written

-900

86 EUR

American

20/12/2019

Common

Call Option

Written

-4000

82 EUR

American

17/01/2020

Common

Put Option

Written

100

82 EUR

American

17/01/2020

Common

Put Option

Purchased

-1800

82 EUR

American

20/12/2019

Common

Call Option

Purchased

500

82 EUR

American

20/12/2019

Common

Call Option

Written

-2100

92 EUR

American

17/01/2020

Common

Put Option

Purchased

-100

92 EUR

American

17/01/2020

Common

Call Option

Purchased

400

92 EUR

American

20/12/2019

Common

Put Option

Purchased

-6100

78 EUR

American

20/12/2019

Common

Call Option

Purchased

1000

78 EUR

American

20/12/2019

Common

Put Option

Purchased

-100

78 EUR

American

17/01/2020

Common

Call Option

Written

-3200

78 EUR

American

17/01/2020

Common

Call Option

Purchased

3900

88 EUR

American

17/01/2020

Common

Call Option

Purchased

200

68 EUR

American

17/01/2020

Common

Put Option

Written

200

74 EUR

American

20/12/2019

Common

Call Option

Purchased

1500

74 EUR

American

20/12/2019

Common

Put Option

Purchased

-12900

68 EUR

American

20/12/2019

Common

Call Option

Written

-400

74 EUR

American

17/01/2020

Common

Put Option

Purchased

-400

76 EUR

American

20/12/2019

Common

Put Option

Purchased

-2700

80 EUR

American

20/12/2019

Common

Put Option

Purchased

-800

72 EUR

American

20/12/2019

Common

Call Option

Written

-600

84 EUR

American

17/01/2020

Common

Call Option

Written

-6700

80 EUR

American

17/01/2020

Common

Put Option

Written

100

80 EUR

American

17/01/2020

Common

Put Option

Purchased

-1500

70 EUR

American

20/12/2019

Common

Put Option

Purchased

-3900

74 EUR

American

17/01/2020

Common

Put Option

Purchased

-2200

84 EUR

American

17/01/2020

Common

Put Option

Purchased

-19200

64 EUR

American

20/12/2019

Common

Put Option

Purchased

-5900

64 EUR

American

17/01/2020

Common

Call Option

Purchased

500

70 EUR

American

20/12/2019

Common

Call Option

Purchased

200

70 EUR

American

17/01/2020

Common

Call Option

Purchased

4700

84 EUR

American

20/12/2019

Common

Call Option

Purchased

100

72 EUR

American

20/12/2019

Common

Put Option

Purchased

-3900

68 EUR

American

17/01/2020

Common

Call Option

Written

-300

76 EUR

American

20/12/2019

Common

Put Option

Purchased

-900

84 EUR

American

20/12/2019

Common

Put Option

Purchased

-1600

72 EUR

American

17/01/2020

Common

Put Option

Purchased

-400

76 EUR

American

17/01/2020

Common

Call Option

Purchased

100

72 EUR

American

17/01/2020

Common

Put Option

Purchased

-1200

70 EUR

American

17/01/2020

Common

Call Option

Purchased

1200

80 EUR

American

20/12/2019

Common

Call Option

Written

-1000

76 EUR

American

17/01/2020

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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