Morgan Stanley Reports DCC Plc Share Transactions Amid Energy Capital Partners and KKR Takeover Bid Progress

Morgan Stanley Operates as Connected Exempt Principal Trader in DCC Plc Under Irish Takeover Panel Rule 38.5(a)

The disclosure was made pursuant to Rule 38.5(a) of the Irish Takeover Panel Act, 1997, Takeover Rules, 2022, mandating connected exempt principal traders with Recognised Intermediary status to publicly report dealings in securities of companies subject to takeover offers. Morgan Stanley & Co. International plc is identified as the exempt principal trader making this disclosure, connected to Energy Capital Partners, LLC and Kohlberg Kravis Roberts & Co. L.P, the offerors involved in the DCC Plc transaction. The trades were executed in a client-serving capacity, indicating Morgan Stanley acted on behalf of clients rather than as a proprietary investor.

This regulatory requirement promotes transparency during active offer periods. Financial intermediaries connected to offer parties must disclose transactions to enable the market and the Irish Takeover Panel to oversee whether dealings in the target’s securities comply with takeover regulations. The contact for the disclosure is Claire Gordon at +44 141 245-8893, with the announcement dated 14 July 2026, covering trades from 13 July 2026. The filing confirms no stock-settled derivatives, options, or other dealing arrangements accompanied the reported transactions.

DCC Plc Share Transactions by Morgan Stanley on 13 July 2026

On 13 July 2026, Morgan Stanley purchased 54,192 ordinary shares of DCC Plc (0.25p each) at prices ranging from 62.75p to 63.5544p. Concurrently, it sold 52,511 shares at prices between 62.75p and 63.5513p. The close similarity in buy and sell prices and the nearly equal volumes suggest market-making activity executed in a client-serving role during an active offer period, rather than significant proprietary positioning.

The share price fluctuated within a narrow band of 62.75p to approximately 63.55p on the transaction date. The disclosure does not specify the rationale behind the transaction volumes or client identities. Public information does not clarify the immediate share price impact, though the tight price spread indicates orderly market conditions during the trades.

Detailed CFD Transactions Reflect Multi-Directional Market-Making by Morgan Stanley

In addition to outright share purchases and sales, the disclosure reports numerous cash-settled derivative transactions—specifically contracts for difference (CFDs)—referencing DCC Plc’s 0.25p ordinary shares. These CFD trades spanned a price range from 62.80p to 63.5544p, mirroring the equity transaction prices. The CFD activity included both increases and decreases in short and long positions, illustrating the multi-directional nature of client-serving market-making.

Notable CFD transactions include an increase of a short position by 3,567 reference securities at 63.1649p, an increase of a long position by 5,605 reference securities at 63.5057p, and increases in short positions by 4,384 and 883 reference securities at 63.55p. Reductions included a short position decreased by 3,890 reference securities at 63.2223p and another by 3,000 reference securities at 63.2684p. The filing confirms the absence of stock-settled derivatives, written or purchased options, indemnity agreements, or arrangements related to voting rights, all marked as "none."

Energy Capital Partners and KKR Identified as Offerors Linked to Morgan Stanley in DCC Plc Deal

The Form 38.5(a) disclosure names Energy Capital Partners, LLC and Kohlberg Kravis Roberts & Co. L.P as the offeror parties connected to Morgan Stanley. Energy Capital Partners is a US-based private equity firm specializing in energy transition and infrastructure assets, while KKR is a leading global alternative asset manager with extensive private equity, infrastructure, real estate, and credit operations. The involvement of these major institutional investors highlights the significance of the proposed transaction for DCC Plc shareholders.

The disclosure indicates a cash or potential cash offer, as evidenced by the "N/A" response to whether Morgan Stanley is disclosing dealings for any other offer parties—a designation used exclusively for cash offers under Irish Takeover Panel rules. The announcement does not reveal specific offer terms, valuation, or timelines, focusing solely on the connected exempt principal trader’s disclosure obligations.

DCC Plc: Profile of the Irish-Based Diversified Distribution Group at the Center of the Offer

DCC Plc is an Irish-headquartered multinational sales, marketing, and distribution company operating across various segments. Its DCC Energy division supplies liquefied petroleum gas (LPG), oil, and an expanding range of low-carbon and renewable energy products throughout Britain, Ireland, and continental Europe. Historically, DCC has also operated in technology and healthcare distribution but has recently undergone strategic shifts. Listed on the London Stock Exchange, DCC falls under the Irish Takeover Panel’s jurisdiction for takeover regulation, explaining the Rule 38.5(a) filing.

The energy transition presents both opportunities and challenges for DCC’s core energy distribution operations, as it adapts its portfolio toward lower-carbon solutions while maintaining traditional hydrocarbon customer demand. DCC’s extensive European distribution network and its commercial and residential energy customer base make it an attractive target for infrastructure-focused investors like Energy Capital Partners. Market participants have closely followed the company’s strategic direction amid the current offeror interest.

Irish Takeover Panel Regulatory Framework Governing Form 38.5(a) Disclosures During Offer Periods

The Irish Takeover Panel Act, 1997, and the Takeover Rules, 2022, establish the legal framework requiring disclosure of securities dealings during takeover offers. Rule 38 mandates that connected exempt principal traders publicly report transactions in relevant securities during offer periods. Exempt principal traders are firms authorized by the Irish Takeover Panel to conduct market-making or similar activities, with Recognised Intermediary status confirming regulatory approval.

Rule 38.5(a) disclosure obligations arise when an exempt principal trader is connected to an offer party, as is the case with Morgan Stanley’s relationship to Energy Capital Partners and KKR. These disclosures ensure market integrity and transparency, enabling investors and regulators to monitor whether connected parties accumulate or dispose of shares in ways that could influence the bid or market perception. All Rule 38 disclosures must be submitted to a Regulatory Information Service, as noted at the announcement’s conclusion.

No Indemnity or Derivative Agreements Reported in Morgan Stanley’s DCC Plc Disclosure

A critical aspect of Rule 38.5(a) filings is the declaration of any indemnity, option, or other arrangements that might incentivize dealing or refraining from dealing in the securities concerned. Morgan Stanley’s filing for 13 July 2026 reports "none" for indemnity and other arrangements, indicating no such agreements exist between Morgan Stanley and any offer party or associated persons that could raise concerns about improper inducements or coordinated trading.

Likewise, the disclosure confirms no agreements or understandings related to voting rights or future acquisition or disposal of securities linked to options or derivatives. This absence aligns with the client-serving, market-making nature of the disclosed activity. It does not preclude other commercial relationships between Morgan Stanley and the offerors beyond the disclosed dealings.

CFD Transaction Details Offer In-Depth View of DCC Plc Market Activity on 13 July 2026

The detailed CFD disclosures provide insight into intraday derivative trading in DCC Plc securities on 13 July 2026. Transactions ranged from very small lots, such as short position reductions involving 2 and 3 reference securities at prices around 63.375p and 63.2333p, to larger blocks like a 5,605-reference long CFD position increase at 63.5057p and a 4,384-reference short CFD position increase at 63.55p. This variation reflects the diverse client order sizes typical in market-making.

Most CFD prices clustered between approximately 63.00p and 63.55p, with the lowest at 62.80p, consistent with the equity transaction price range. The disclosure includes over fifty individual CFD transaction lines, underscoring the active and continuous market-making role Morgan Stanley played in its client-serving capacity. The filing does not specify Morgan Stanley’s net CFD position in DCC Plc at the end of the trading day.

Investor Guidance Amid Ongoing DCC Plc Takeover Under Irish Regulatory Supervision

Investors holding or considering DCC Plc shares should view ongoing Rule 38 dealing disclosures as a standard feature of an active offer period, not as indicators of changes in offer terms or status. These regulatory filings serve transparency purposes and are not strategic announcements. Market participants should await formal communications from DCC Plc’s board, Energy Capital Partners, KKR, or the Irish Takeover Panel regarding offer timelines and conditions, which are not covered in this dealing disclosure.

Risks for investors include the possibility of the offer not proceeding, modifications to its terms, or competing bids emerging. DCC’s exposure to evolving energy markets, particularly LPG and heating oil distribution regulations in Europe, presents sector-specific risks requiring careful evaluation. Additionally, DCC’s operations across multiple European jurisdictions introduce regulatory and currency factors that may impact business value and transaction structure. No updated financial guidance or trading updates were provided in this announcement.