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Goldman Sachs & Co. LLC has submitted a Form 38.5(b) disclosure to the Irish Takeover Panel, detailing dealings in DCC Plc's EUR 0.25 ordinary shares on 15 July 2026. This activity relates to a takeover consortium formed by Energy Capital Partners, LLC and Kohlberg Kravis Roberts & Co. L.P. Published on 16 July 2026, the disclosure identifies Goldman Sachs as adviser to the offeree, DCC Plc, in connection with the consortium's bid. The filing complies with Rule 38.5(b) of the Irish Takeover Panel Act, 1997, Takeover Rules, 2013, which mandates reporting of dealings by connected exempt principal traders without recognised intermediary status or those not dealing in a client-serving capacity. For DCC Plc investors, this disclosure offers a detailed overview of Goldman Sachs's share positions and transactions around the dealing date, underscoring the formal takeover process involving the named consortium.
Key Points
- DCC Plc (ticker: -DCC) is targeted by a takeover offer from a consortium including Energy Capital Partners, LLC and Kohlberg Kravis Roberts & Co. L.P.
- Goldman Sachs & Co. LLC disclosed dealings in DCC Plc's EUR 0.25 ordinary shares on 15 July 2026, acting as adviser to the offeree (DCC Plc)
- Post-transactions, Goldman Sachs held a net long position of 74,780 shares (0.09%) and a net short position of 74,964 shares (0.09%) in the relevant share class; transactions consisted of a sale (borrow partial return) and a purchase (borrow new) of 3,000 shares each, both at N/A price per unit
- Investors should track further regulatory disclosures and official offer documents from the Energy Capital Partners and KKR consortium as the Irish Takeover Panel process advances
Goldman Sachs Submits Form 38.5(b) to Irish Takeover Panel Regarding DCC Plc Takeover Bid
On 16 July 2026, Goldman Sachs & Co. LLC filed Form 38.5(b) with the Irish Takeover Panel, covering dealings in DCC Plc's EUR 0.25 ordinary shares executed on 15 July 2026. This filing is required under Rule 38.5(b) of the Irish Takeover Panel Act, 1997, Takeover Rules, 2013, which obliges connected exempt principal traders to disclose transactions linked to takeover parties. Goldman Sachs is identified as adviser to the offeree, DCC Plc, in relation to the consortium bid.
The announcement confirms the offeror consortium comprises Energy Capital Partners, LLC and Kohlberg Kravis Roberts & Co. L.P., collectively referred to as "the Consortium." The filing does not reveal any financial terms, offer price, bid premium, or transaction value. Investors seeking details on the commercial terms of the potential bid should consult separate offer documentation or future regulatory announcements from the involved parties.
Goldman Sachs's Positions in DCC Plc EUR 0.25 Ordinary Shares After Dealings
Following the disclosed dealings on 15 July 2026, Goldman Sachs & Co. LLC reported a long position totaling 74,780 shares in DCC Plc's EUR 0.25 ordinary shares, representing 0.09% of that share class. The short position was 74,964 shares, also about 0.09%. The long holdings consist solely of relevant securities without derivatives other than options, and no options or purchase agreements are held. The short position includes 74,775 relevant securities plus 189 units in derivatives other than options, with no options or sale agreements recorded.
These nearly balanced long and short positions align with the activity of an exempt principal trader operating within Irish Takeover Rules during an offer period. The filing confirms Goldman Sachs holds no interests or short positions in other classes of DCC Plc securities beyond the EUR 0.25 ordinary shares. No agreements or arrangements related to voting rights, options, or derivatives are reported, with the filing explicitly stating "NONE" in that section.
Details of Borrow Transactions: 3,000-Share Sale and Purchase on 15 July 2026
The Form 38.5(b) records two transactions in DCC Plc's EUR 0.25 ordinary shares on 15 July 2026: a "Sale (Borrow Partial Return)" of 3,000 shares and a "Purchase (Borrow New)" of 3,000 shares. Both are noted with a price per unit of N/A, consistent with borrow-related transactions where no conventional market price applies.
Such borrow transactions typically relate to securities lending, facilitating hedging or market-making during an offer period. The filing does not elaborate on the commercial reasons for these specific borrow transactions, and no speculation beyond the filing is warranted. The gross volume involved in each transaction leg is 3,000 shares, with no additional purchases or sales disclosed for that date.
Supplemental Form 38.5(b) Discloses Open Swap Position in DCC Plc Shares
A Supplemental Form 38.5(b) attached to the main disclosure provides further details on Goldman Sachs & Co. LLC's open derivative positions related to DCC Plc's EUR 0.25 ordinary shares. It identifies a single open swap position sold, referencing 189 relevant securities. This swap has an exercise price of 0.0000, is not classified as an American or European option (listed as N/A), and expires on 28 September 2026.
This swap corresponds to the 189 units recorded under derivatives other than options on the short side in the main table. The modest size and near-term expiry indicate it is a minor part of Goldman Sachs's overall exposure to DCC Plc securities in its advisory role. The filing does not disclose the economic terms or counterparties involved, nor further swap structure details.
Energy Capital Partners and KKR Confirmed as Joint Consortium Offerors in DCC Plc Takeover
The Form 38.5(b) filing officially names Energy Capital Partners, LLC and Kohlberg Kravis Roberts & Co. L.P. as the consortium jointly making the takeover approach for DCC Plc. These firms are identified as the offeror parties to which Goldman Sachs is connected as adviser to the offeree. The Irish Takeover Panel's disclosure rules require such connections to be clearly stated, ensuring transparency during the offer period.
Both Energy Capital Partners and KKR are prominent investment firms active in major corporate deals, though the filing does not provide background on their strategies or previous transactions. No offer price, indicative valuation, or strategic rationale is included. Investors should follow further announcements from the consortium, DCC Plc, and the Irish Takeover Panel for updates on the offer's status, terms, and timeline.
Regulatory Context: Irish Takeover Panel Rule 38.5(b) Governing the Disclosure
The filing is made under Rule 38.5(b) of the Irish Takeover Panel Act, 1997, Takeover Rules, 2013. This rule mandates disclosures by connected exempt principal traders who either lack recognised intermediary status or hold such status but were not dealing in a client-serving capacity at the relevant time. These traders face enhanced disclosure obligations during takeover offer periods, with Form 38.5(b) serving as the prescribed reporting mechanism.
The Irish Takeover Panel enforces compliance and may require supplemental disclosures when open derivative or option positions exist, as reflected by the attached Supplemental Form 38.5(b). The filing lists Papa Lette (+33(1) 4212 1459) and Andrzej Szyszka (+48(22) 317 4817) as responsible contacts. The disclosure date is 16 July 2026, one day after the dealing date of 15 July 2026, consistent with standard reporting timelines.
Implications for DCC Plc Shareholders and Market Observers
The filing of Form 38.5(b) by Goldman Sachs as adviser to the offeree confirms that DCC Plc is formally engaged in a regulated takeover process under Irish law. The identification of Energy Capital Partners and KKR as the offeror consortium, along with ongoing regulatory disclosures, indicates the transaction has advanced to a stage requiring Irish Takeover Panel oversight and transparency.
Market participants should understand that Form 38.5(b) disclosures reflect the positions and activities of connected advisers, not the principal commercial parties. The filing does not constitute an offer, intention, or formal transaction announcement. Investors should await further communications from DCC Plc's board, the consortium, or the Irish Takeover Panel for clarity on offer terms and timing.
DCC Plc EUR 0.25 Ordinary Shares: Central Focus of the Disclosure
All disclosed positions and transactions relate exclusively to DCC Plc's EUR 0.25 ordinary shares, the relevant security class under the Irish Takeover Rules for this transaction. Goldman Sachs holds no positions in other classes of DCC Plc securities. The combined long and short positions of approximately 0.09% each are modest but subject to mandatory disclosure due to the firm's connected status. The total number of shares outstanding is not disclosed here; investors should consult DCC Plc's regulatory filings for that data.
No Voting or Derivative Agreements Beyond the Open Swap
The filing explicitly states there are no agreements, arrangements, or understandings related to voting rights or future acquisition or disposal of relevant securities tied to options or derivatives, marked as "NONE." Apart from the open swap position of 189 securities sold expiring on 28 September 2026 with an exercise price of 0.0000, no other derivatives are disclosed. This indicates Goldman Sachs's exposure consists of the disclosed long and short positions plus the swap, consistent with its advisory role under Irish Takeover Rules.
Contact Information and Filing Details for Goldman Sachs's Form 38.5(b)
The Form 38.5(b) was submitted on behalf of Goldman Sachs & Co. LLC by Papa Lette (+33(1) 4212 1459) and Andrzej Szyszka (+48(22) 317 4817), based in Paris and Warsaw respectively. The filing date is 16 July 2026, covering dealings on 15 July 2026, meeting the standard next-business-day disclosure requirement.
A Supplemental Form 38.5(b) accompanies the main filing due to open derivative positions. All disclosures are directed to the Irish Takeover Panel, the regulatory authority administering the Takeover Rules under the Irish Takeover Panel Act, 1997. Market participants are advised to consult Rules 8 and 38.5 of the Takeover Rules or contact the Panel for guidance if needed.
This article is for informational purposes only and does not constitute investment advice, solicitation, or recommendation to buy or sell securities. The information is based solely on the referenced public regulatory announcement and has not been independently verified. Past performance does not guarantee future results. Readers should seek independent financial advice before making investment decisions. The immediate market impact of this announcement is not evident from available information.
