| FORM 8.5 (EPT/NON-RI) |
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| PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY AN |
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| EXEMPT PRINCIPAL TRADER WITHOUT RECOGNISED INTERMEDIARY ("RI") STATUS |
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| (OR WHERE RI STATUS IS NOT APPLICABLE) |
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| Rule 8.5 of the Takeover Code (the "Code") |
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| 1. |
KEY INFORMATION |
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| (a) |
Name of exempt principal trader: |
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BARCLAYS CAPITAL SECURITIES LTD |
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| (b) |
Name of offeror/offeree in relation to whose |
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DOWLAIS GROUP PLC |
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relevant securities this form relates: |
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| (c) |
Name of the party to the offer with which exempt |
DOWLAIS GROUP PLC |
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principal trader is connected |
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| (d) |
Date position held/dealing undertaken: |
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11 Dec 2025 |
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| (e) |
In addition to the company in 1(b) above, is the exempt principal |
YES: |
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trader making disclosures in respect of any other party to the offer? |
AMERICAN AXLE & MANUFACTURING HOLDINGS, INC. |
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| 2. |
POSITIONS OF THE EXEMPT PRINCIPAL TRADER |
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| (a) |
Interests and short positions in the relevant securities of the offeror or offeree |
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to which the disclosure relates following the dealing (if any) |
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| Class of relevant security: |
1p ordinary |
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Interests |
Short Positions |
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Number |
(%) |
Number |
(%) |
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| (1) |
Relevant securities owned |
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and/or controlled: |
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34,275,389 |
2.60% |
639,971 |
0.05% |
| (2) |
Cash-settled derivatives: |
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and/or controlled: |
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415,353 |
0.03% |
34,159,141 |
2.59% |
| (3) |
Stock-settled derivatives (including options) |
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and agreements to purchase/sell: |
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0 |
0.00% |
0 |
0.00% |
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TOTAL: |
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34,690,742 |
2.63% |
34,799,112 |
2.64% |
| (b) |
Rights to subscribe for new securities (including directors and other executive |
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options) |
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| Class of relevant security in relation to |
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| which subscription right exists |
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| Details, including nature of the rights |
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| concerned and relevant percentages: |
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| 3. |
DEALINGS (IF ANY) BY THE EXEMPT PRINCIPAL TRADER |
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| (a) |
Purchases and sales |
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| Class of relevant |
Purchase/sale |
Total number of |
Highest price per unit |
Lowest price per unit |
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| security |
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securities |
paid/received |
paid/received |
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| 1p ordinary |
Purchase |
123,874 |
0.8325 GBP |
0.8235 GBP |
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| 1p ordinary |
Sale |
156,587 |
0.8304 GBP |
0.8252 GBP |
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| (b) |
Cash-settled derivative transactions |
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| Class of |
Product |
Nature of dealing |
Number of |
Price per |
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| relevant |
description |
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reference |
unit |
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| security |
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securities |
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| 1p ordinary |
SWAP |
Decreasing Short |
7,944 |
0.8267 GBP |
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| 1p ordinary |
SWAP |
Decreasing Short |
4,570 |
0.8269 GBP |
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| 1p ordinary |
SWAP |
Decreasing Short |
7,301 |
0.8284 GBP |
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| 1p ordinary |
SWAP |
Decreasing Short |
36,869 |
0.8285 GBP |
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| 1p ordinary |
SWAP |
Decreasing Short |
23,172 |
0.8292 GBP |
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| 1p ordinary |
SWAP |
Decreasing Short |
1,922 |
0.8294 GBP |
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| 1p ordinary |
SWAP |
Decreasing Short |
222 |
0.8300 GBP |
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| 1p ordinary |
SWAP |
Decreasing Short |
1,657 |
0.8309 GBP |
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| 1p ordinary |
SWAP |
Increasing Short |
2,537 |
0.8250 GBP |
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| 1p ordinary |
SWAP |
Increasing Short |
16,610 |
0.8253 GBP |
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| 1p ordinary |
SWAP |
Increasing Short |
7,920 |
0.8278 GBP |
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| 1p ordinary |
SWAP |
Increasing Short |
11,841 |
0.8284 GBP |
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| 1p ordinary |
SWAP |
Increasing Short |
14,875 |
0.8285 GBP |
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| 1p ordinary |
CFD |
Decreasing Short |
3,000 |
0.8252 GBP |
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| 1p ordinary |
CFD |
Decreasing Short |
5,318 |
0.8285 GBP |
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| 1p ordinary |
CFD |
Decreasing Short |
2,406 |
0.8290 GBP |
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| 1p ordinary |
CFD |
Decreasing Short |
8,407 |
0.8304 GBP |
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| 1p ordinary |
CFD |
Increasing Short |
13,296 |
0.8242 GBP |
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| 1p ordinary |
CFD |
Increasing Short |
2,370 |
0.8245 GBP |
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| 1p ordinary |
CFD |
Increasing Short |
625 |
0.8249 GBP |
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| 1p ordinary |
CFD |
Increasing Short |
1 |
0.8300 GBP |
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| (c) |
Stock-settled derivative transactions (including options) |
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| (i) |
Writing, selling, purchasing or varying |
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| Class |
Product |
Writing, |
Number |
Exercise |
Type |
Expiry |
Option |
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description |
purchasing, |
of |
price |
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date |
money |
| relevant |
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selling, |
securities |
per unit |
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paid/ |
| security |
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varying etc |
to which |
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received |
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option |
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per unit |
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relates |
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| (ii) |
Exercising |
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| Class of relevant |
Product description |
Exercising/ exercised against |
Number of |
Exercise price per |
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securities |
unit |
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| (d) |
Other dealings (including subscribing for new securities) |
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| Class of relevant |
Nature of Dealings |
Details |
Price per unit (if |
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| security |
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applicable) |
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| 4. |
OTHER INFORMATION |
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| (a) |
Indemnity and other dealings arrangements |
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| Details of any indemnity or option arrangement, or any agreement or understanding, |
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| formal or informal, relating to relevant securities which may be an inducement to deal |
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| or refrain from dealing entered into by the exempt principal trader making the disclosure and any party |
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| to the offer or any person acting in concert with a party to the offer: |
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| NONE |
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| (b) |
Agreements, arrangements or understandings relating to options or derivatives |
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| Details of any agreement, arrangement or understanding, formal or informal, between |
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| the exempt principal trader making the disclosure and any other person relating to: |
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| (i) the voting rights of any relevant securities under any option; or |
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| (ii) the voting rights of future acquisition or disposal of any relevant securities to which |
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| any derivative is referenced: |
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| NONE |
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| (c) |
Attachments |
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| Is a Supplemental Form 8 (Open Positions) attached? |
NO |
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| Date of disclosure: |
12 Dec 2025 |
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| Contact name: |
Large Holdings Regulatory Operations |
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| Telephone number: |
020 3134 7213 |
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