Morgan Stanley Reports Share Transactions in DCC Energy plc Under Irish Takeover Regulations

Overview of DCC Energy plc and Takeover Panel Disclosure Requirements

DCC Energy plc is currently engaged in a transaction involving Energy Capital Partners, LLC and Kohlberg Kravis Roberts & Co. L.P., both prominent private equity firms with extensive global investment portfolios. Under Irish Takeover Panel rules, any dealings in securities of a company subject to an offer must be disclosed by connected parties acting in a principal trading capacity. Morgan Stanley & Co. LLC, a leading global investment bank and securities trader, filed this disclosure as a connected exempt principal trader with recognised intermediary status, representing the aforementioned firms in a client-serving role.

This disclosure, mandated by Rule 38.5(a) of the Irish Takeover Panel Act, 1997 and the Takeover Rules, 2022, enhances transparency for investors and market participants regarding trading in shares of companies undergoing takeover offers. Filed on 20 July 2026 and published via the Regulatory Information Service, it provides essential market insight into dealings of DCC Energy plc ordinary shares.

Morgan Stanley’s Transactions on 17 July 2026

On 17 July 2026, Morgan Stanley executed two transactions involving DCC Energy plc 0.25 ordinary shares. The firm purchased 19,161 shares at a uniform price of 63.4651 GBP per share, indicative of a block trade or a series of trades at a consistent price. This purchase reflects the buying interest of the connected parties amid the takeover process.

On the same day, Morgan Stanley sold 19,161 shares at 62.8367 GBP each, matching the purchase quantity but at a lower price, resulting in a spread of approximately 0.83 GBP per share. This price difference illustrates prevailing market conditions and execution timing. The disclosure confirms these were the sole derivative and non-derivative transactions by Morgan Stanley in its connected capacity on that date.

No Derivative Transactions or Conditional Agreements Involved

The filing explicitly states that no cash-settled derivatives, such as contracts for difference or futures, were transacted by Morgan Stanley on 17 July 2026 concerning DCC Energy plc securities. The cash-settled derivatives section is marked "N/A," confirming the absence of such instruments.

Similarly, no stock-settled derivatives or options—including calls, puts, or American and European style options—were written, sold, purchased, varied, or exercised on that date, as indicated by "N/A" in the relevant tables. The disclosure also confirms "NONE" regarding indemnity arrangements, option agreements, or other contracts related to voting rights or future securities transactions, affirming no conditional or contingent agreements were connected to these dealings.

Role of Energy Capital Partners and KKR in the Transaction

Energy Capital Partners, LLC and Kohlberg Kravis Roberts & Co. L.P. (KKR) are the offer parties linked to Morgan Stanley's disclosed dealings. Energy Capital Partners specializes in energy infrastructure investments worldwide, while KKR is a leading global private equity firm with a diverse portfolio spanning energy, infrastructure, technology, and healthcare sectors. Both firms bring significant expertise in large-scale transactions impacting the energy industry.

Their involvement signifies a major transaction affecting DCC Energy plc. Morgan Stanley’s role as a connected exempt principal trader indicates it is facilitating market-making or trading services supporting the transaction on behalf of these firms. The disclosure ensures that all trading activity by such intermediaries remains transparent and compliant with Irish Takeover Panel regulations.

Price Details and Market Execution of DCC Energy Shares

The purchase price of 63.4651 GBP per share and sale price of 62.8367 GBP per share reflect market conditions for DCC Energy plc shares on 17 July 2026. The 1.3% spread between these prices aligns with typical intraday trading costs and price fluctuations.

Both transactions were executed at uniform price points, suggesting block trades or fixed price agreements rather than continuous market trading. The disclosure does not specify volume-weighted average prices or execution times, but the reported prices represent agreed deal prices on the transaction date.

Regulatory Compliance and Transparency Measures

The Form 38.5(a) disclosure is mandatory under Irish Takeover Panel rules for connected exempt principal traders with recognised intermediary status dealing in securities of companies subject to takeover offers. This regulatory framework promotes market integrity and investor protection by ensuring timely public access to trading activity information by parties with potential inside knowledge.

Morgan Stanley filed the disclosure on 20 July 2026, three days after the transactions on 17 July 2026. Claire Gordon is the contact person for inquiries. The filing includes detailed data on security class, transaction nature, quantities, and prices, enabling investors and analysts to evaluate trading activities by connected parties and incorporate this information into their market assessments.

DCC Energy plc Ordinary Share Details

The disclosed securities are DCC Energy plc 0.25 ordinary shares, where "0.25" denotes the nominal or par value, common in UK and Irish companies. DCC Energy plc is publicly listed with shares traded in British pounds sterling. These ordinary shares confer equity ownership, voting rights, and dividend participation subject to company performance and capital allocation.

The purchase and sale of 19,161 shares represent a significant equity transaction valued around a31.2 million based on disclosed prices. Such transactions are typical for major investment banks during takeover processes, facilitating client orders or providing liquidity support.

Confirmation of No Advanced Derivative or Conditional Structures

The disclosure confirms no use of complex or conditional trading instruments on 17 July 2026. No cash-settled derivatives such as contracts for difference or equity swaps were employed, nor were any stock-settled derivatives or options utilized. This indicates straightforward share purchases and sales at agreed prices.

The explicit "NONE" response regarding indemnity, option arrangements, and other agreements further clarifies that no side deals or conditional understandings influenced the transactions. These appear to be isolated commercial trades without additional contingencies.

Context Within Takeover Timeline and Market Activity

The disclosed transactions occurred within the broader takeover timeline involving Energy Capital Partners and KKR concerning DCC Energy plc. Filing the disclosure on 20 July 2026 ensured prompt market notification. Morgan Stanley operated as a connected exempt principal trader with recognised intermediary status, allowing specific trading activities during takeover periods subject to disclosure and regulatory compliance.

Active takeover processes typically generate increased trading volumes as market participants react to deal developments and regulatory updates. Morgan Stanley’s matching purchase and sale of shares suggests these trades may have been related to client orders, market-making, or hedging activities linked to the transaction.