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On 21 January 2026, J.P. Morgan Securities Plc, acting as an exempt principal trader and financial advisor to American Axle & Manufacturing Holdings, Inc., reported dealings in 1p ordinary shares of Dowlais Group plc. The firm purchased a total of 54,441,739 shares at prices ranging from 0.9250 GBP to 0.9677 GBP and sold 236,793 shares between 0.9250 GBP and 0.9710 GBP. Additionally, J.P. Morgan Securities Plc engaged in various cash-settled equity swap transactions, including decreasing long, decreasing short, increasing short, and opening short positions, referencing a total of 54,215,720 shares.
| Date | 22 Jan 2026 |
| Time | 11:34:20 |
| Category | Holding(s) in company |
| ID | 9922P |
FORM 8.5 (EPT/RI)
PUBLIC DEALING DISCLOSURE BY AN EXEMPT PRINCIPAL TRADER WITH RECOGNISED INTERMEDIARY STATUS DEALING IN A CLIENT-SERVING CAPACITY
Rule 8.5 of the Takeover Code (the "Code")
1. KEY INFORMATION
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(a) Name of exempt principal trader: |
J.P. Morgan Securities Plc |
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(b) Name of offeror/offeree in relation to whose relevant securities this form relates: Use a separate form for each offeror/offeree |
Dowlais Group plc |
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(c) Name of the party to the offer with which exempt principal trader is connected: |
Financial advisor to American Axle & Manufacturing Holdings, Inc. |
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(d) Date dealing undertaken: |
21 January 2026 |
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(e) In addition to the company in 1(b) above, is the exempt principal trader making disclosures in respect of any other party to this offer? If it is a cash offer or possible cash offer, state "N/A" |
Yes, American Axle & Manufacturing Holdings, Inc. |
2. DEALINGS BY THE EXEMPT PRINCIPAL TRADER
Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(b), copy table 2(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 |
Purchases/ sales
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Total number of securities |
Highest price per unit paid/received |
Lowest price per unit paid/received |
|
1p ordinary |
Purchase |
54,441,739 |
0.9677 GBP |
0.9250 GBP |
Sale |
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|
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(b) Cash-settled derivative transactions
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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 |
Equity Swap |
Decrease Long
Decrease Short
Increase Short
Opening a short position |
52,907,750
68 9,808
103,747 3 13,132 305,105 455,390 36,968 300,000 80,249
3,500 |
0.9250 GBP
0.9503 GBP 0.9580 GBP
0.9406 GBP 0.9500 GBP 0.9506 GBP 0.9576 GBP 0.9590 GBP 0.9670 GBP 0.9672 GBP 1.2647 GBP
0.9416 GBP |
(c) Stock-settled derivative transactions (including options)
(i) Writing, selling, purchasing or varying
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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 |
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(ii) Exercise
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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)
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Class of relevant security |
Nature of dealing e.g. subscription, conversion |
Details |
Price per unit (if applicable) |
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3. OTHER INFORMATION
(a) Indemnity and other dealing arrangements
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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 exempt principal trader 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" |
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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 the exempt principal trader 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" |
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None
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Date of disclosure: |
22 January 2026 |
Contact name: |
Hetvi Shah |
Telephone number: |
44 2034 936359 |
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 dealing disclosure requirements on +44 (0)20 7638 0129.
The Code can be viewed on the Panel's website at www.thetakeoverpanel.org.uk.