Barclays Capital Securities Discloses 3.3% Stake in DCC Energy PLC Amid Potential Takeover by Energy Capital Partners and KKR

Barclays Capital Securities’ Aggregate Equity and Derivative Positions in DCC Energy

The 22 July 2026 disclosure shows Barclays Capital Securities held a significant portfolio of direct and derivative interests in DCC Energy PLC’s ordinary shares. As of 21 July 2026, the exempt principal trader owned and controlled 1,120,774 shares (1.31%). Additionally, Barclays held cash-settled derivatives referencing 290,104 shares (0.34%), bringing total long exposure to 1.65%.

Short positions included 569,847 directly controlled shares (0.67%) and 963,871 shares (1.13%) via cash-settled derivatives, totaling 1,533,718 shares or 1.80%. The combination of long and short equity and derivative positions suggests active market-making or portfolio management by Barclays ahead of the anticipated offer period. The filing confirms no stock-settled derivatives or options were held at the time.

Equity Transactions Executed on 21 July 2026

On 21 July 2026, Barclays Capital Securities conducted direct equity trades in DCC Energy shares, purchasing 90,420 shares at prices between 62.1616 GBP and 62.9044 GBP per share, and selling 94,520 shares priced from 62.4492 GBP to 62.9000 GBP. The narrow trading range of approximately 77 pence reflects typical intra-day activity by an exempt principal trader prior to a formal offer announcement.

The net sale of 4,100 shares indicates a slight reduction in Barclays’ direct holdings through spot trading. However, these transactions—totaling around 185,000 shares—represent only a fraction of Barclays’ overall position, with the majority of trading activity occurring via derivatives.

Significant Cash-Settled Derivative Activity in DCC Energy Shares

The disclosure highlights Barclays’ extensive use of cash-settled derivatives on 21 July 2026, including numerous swap transactions that adjusted both long and short positions, and multiple contract-for-difference (CFD) trades. Swap transactions involved increasing short positions, decreasing long positions, closing longs, and opening new shorts across many individual trades.

Swap transactions referenced between 1 and 17,327 securities each, priced from 62.1616 GBP to 62.9044 GBP per unit. Barclays executed at least 47 separate swaps that day, reflecting intensive derivative market activity. Additionally, five CFD transactions ranged from 239 to 7,817 reference securities, priced between 62.5550 GBP and 62.9000 GBP per unit. This detailed transaction data underscores Barclays’ active market-making role in DCC Energy securities during this period.

DCC Energy PLC’s Role in the Irish Takeover Panel Offer Process

DCC Energy PLC is the subject of the Form 38.5(b) disclosure, which relates to a potential offer governed by the Irish Takeover Panel Act, 1997 and the Takeover Rules 2022. The filing identifies Energy Capital Partners, LLC and Kohlberg Kravis Roberts & Co. L.P. (KKR) as the potential offer parties. Barclays Capital Securities clarified that its disclosure pertains solely to DCC Energy PLC and not to any other offer participants.

Disclosure obligations under Rule 38.5(b) apply to exempt principal traders without recognised intermediary status, or those with such status not dealing in a client-serving capacity, when holding or dealing in relevant securities during an offer period. Barclays’ filing confirms its operation in this capacity with respect to DCC Energy, with no intermediary status restrictions affecting the disclosure.

No Indemnity or Voting Rights Agreements with Offer Participants

The filing explicitly states that Barclays Capital Securities has no indemnity, option arrangements, or agreements related to relevant securities that might influence dealing behavior with Energy Capital Partners or KKR. Barclays declared "NONE" in response to these disclosure requirements.

Furthermore, Barclays confirmed no agreements exist concerning voting rights attached to the relevant securities or any derivative instruments disclosed. These declarations affirm that Barclays’ trading activities are conducted independently, without inducements or restrictions linked to the offer parties. No supplementary Form 38.5(b) was appended to the disclosure.

Pricing and Valuation Insights from Barclays’ Transactions

Barclays’ disclosed transactions provide market pricing data for DCC Energy PLC’s 0.25 ordinary shares immediately before formal offer announcements. On 21 July 2026, share prices ranged from 62.1616 GBP to 62.9044 GBP across all purchases, sales, and derivatives. Most transactions occurred within this tight band, indicating consistent valuation and pricing discipline across equity and derivative trades.

The 90,420 share purchases (62.1616 GBP to 62.9044 GBP) and 94,520 share sales (62.4492 GBP to 62.9000 GBP) reflect orderly market conditions and stable valuations during this timeframe. Although the filing does not specify whether these prices represent daily highs, lows, or closing prices, the data offers investors concrete pre-offer valuation benchmarks to compare against any subsequent offer prices announced by Energy Capital Partners or KKR.

Regulatory Context and Exempt Principal Trader Classification

Barclays Capital Securities Ltd’s disclosure obligations stem from its status as an exempt principal trader under the Irish Takeover Panel Act and Rules. This classification entails specific regulatory responsibilities and exemptions from certain takeover rules applicable to parties acting in concert or connected with offerors and offerees. Form 38.5(b) applies to exempt principal traders without recognised intermediary status or those not dealing in a client-serving role.

The regulatory framework ensures transparency of interests and trading by connected market participants during offer periods, enhancing market integrity and stakeholder awareness. By mandating disclosures of holdings and dealings, the Irish Takeover Panel creates a comprehensive record subject to regulatory and market scrutiny. Barclays’ 22 July 2026 filing, coordinated by its Large Holdings Regulatory Operations team (contact: 020 3134 7213), exemplifies compliance with these transparency requirements.

Derivative Exposure Surpasses Direct Equity Holdings

The filing reveals Barclays Capital Securities’ derivative exposure in DCC Energy shares significantly exceeds its directly held equity. Cash-settled derivatives account for 0.34% of long positions and 1.13% of short positions, compared to 1.31% and 0.67% respectively for direct holdings. This highlights the importance of swaps and CFDs in Barclays’ market-making and trading strategies.

The 47-plus swap and five CFD transactions on 21 July 2026 illustrate active portfolio rebalancing and risk management. Swap trades included decreasing longs, increasing shorts, closing longs, and opening shorts. The absence of stock-settled derivatives or options indicates a preference for swap and CFD instruments to manage directional exposure and hedge positions in DCC Energy shares during this period.

Disclosure Timing and Procedural Details

The Form 38.5(b) was filed on 22 July 2026, one day after the relevant trading activity on 21 July 2026, consistent with regulatory deadlines for exempt principal trader disclosures. The submission was handled by Barclays’ regulatory compliance division, as indicated by the contact information for Large Holdings Regulatory Operations (phone: 020 3134 7213).

The filing does not clarify whether formal offer announcements preceded or followed the 21 July trades, but the requirement to disclose suggests offer period conditions were in effect. Investors monitoring DCC Energy and the potential involvement of Energy Capital Partners and KKR should note that Form 38.5(b) disclosures can occur at various stages of an offer, including pre-announcement, during the offer, or post-completion. This Barclays disclosure provides valuable transaction data that may influence valuation assessments or dispute resolution if the offer proceeds.