REG - Roadside Real Estate - Amendment to Put Option Agreement

Roadside Real EstateAnnouncement

09/02/2026 07:00

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RNS Number : 2143S  Roadside Real Estate PLC  09 February 2026

This announcement contains inside information for the purposes of Article 7 of
the Market Abuse Regulation (EU) 596/2014 as it forms part of UK domestic law
by virtue of the European Union (Withdrawal) Act 2018 ("MAR"), and is
disclosed in accordance with the company's obligations under Article 17 of
MAR.

 

9 February 2026

 

ROADSIDE REAL ESTATE PLC

("Roadside," the "Company" or the "Group)

Amendment to Put Option Agreement

 

Roadside (AIM: ROAD) announces that it has agreed certain amendments to the
terms of the put option agreement ("Amended Agreement") with CGV Ventures 1
Ltd ("CGV") which was originally entered into on 26 June 2025.

As previously announced, the put option agreement enables the Company to
realise a minimum of £48 million from the future sale of its remaining 48.2%
interest in Cambridge Sleep Sciences Ltd ("CSS").

Pursuant to the Amended Agreement, the exercise periods of the put option have
been accelerated, resulting in the disposal of Roadside's interest in CSS
being restructured into three tranches, rather than the two initially
proposed.

Under the revised timetable, up to approximately 29.0% of Roadside's current
interest in CSS can be sold to CGV in the period 1 March 2026 to 31 March 2026
for consideration of up to £14m.  A further 29.0% of Roadside's current
interest in CSS can be sold to CGV in the period from 1 June 2026 to 30 June
2026 for consideration of up to £14m. The balance of Roadside's interest is
capable of being sold in the period from 1 September 2027 to 30 September 2027
for consideration of up to £20m.  The consideration will only be less than
the stated amount at exercise window if Roadside chooses, at its discretion,
to sell a lower number of shares than the maximum permitted.

All other terms remain unchanged from those disclosed in the Company's
announcement of 26 June 2025.

Assuming the option agreement is exercised for the minimum consideration of
£48 million, Roadside would recognise a profit on disposal of its remaining
interest in CSS that exceeds £7 million in aggregate across the financial
periods ending 30 September 2026 and 30 September 2027. Cash will be received
upon the completion of each sale.

The Board anticipates that the majority of the proceeds from the CSS exit will
be used to fund Roadside's ongoing transition as it builds a scalable, petrol
forecourt and convenience retail business. This will significantly strengthen
Roadside's balance sheet and support the execution of its focused growth
strategy.

 

 Enquiries:

For further information, please contact:

 

 Roadside Real Estate Plc
 Steve Carson, Chairman
 Charles Dickson, Chief Executive Officer
 Douglas Benzie, Chief Financial Officer

 c/o Montfort

 Montfort
 Ann-marie Wilkinson                                             Tel: +44 (0)77 3062 3815

 Isabella Leathley                                               Tel: +44 (0)74 7168 7266

 Cavendish Capital Markets Limited (Nomad and Sole Broker)
 Matt Goode / Seamus Fricker / Elysia Bough (Corporate Finance)  Tel: +44 (0)20 7220 0500

 Matt Lewis / Harriet Ward (ECM)

 

 

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