REG - Roadside Real Estate - Director Dealings and Changes to Concert Party

Roadside Real EstateAnnouncement

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RNS Number : 6568A  Roadside Real Estate PLC  16 April 2026

16 April 2026

 

Roadside Real Estate PLC

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

Director Dealings and Changes to Concert Party

Roadside (AIM: ROAD), the UK energy forecourt real estate business, was
notified on 13 April 2026 that Charles Dickson (or "Mr Dickson"), Chief
Executive Officer, has purchased a total of 1,150,000 ordinary shares of
£0.00860675675675676 pence each in the Company ("Ordinary Shares") at a price
of 61 pence per Ordinary Share (the "Purchase"). In addition, the Company was
notified that on 13 April 2026, James Dickson sold 1,172,029 Ordinary Shares
at a price of 60 pence (the "Sale").

Mr Dickson controls Tarncourt Investments LLP and has also notified the
Company of the transfer of 1,766,665 shares held by Tarncourt Investments LLP
into his own name by way of an off-market transfer at a price of 60 pence per
Ordinary Share on 13 April 2026. On the same day, the Company was also
notified that Tarncourt Properties Ltd, (which is also controlled by Mr
Dickson) transferred 4,166,667 Ordinary Shares to Tarncourt Capital Ltd (also
controlled by Mr Dickson) by way of an off-market transfer at a price of 60
pence per Ordinary Share (together, the "Transfers").

Updates to Concert Party

The Company also provides an update on changes to the shareholder concert
party established at the time of admission to the AIM on 7 January 2020
("Admission").

At the time of Admission, the Company confirmed, following consultation with
the Panel Executive, that several members of the Dickson Family and certain
early shareholders in the Company were presumed to be acting in concert (the
"Concert Party") by virtue of their long-standing business and/or personal
relationships with members of the Dickson family. On Admission, the Concert
Party was interested in 67.1 per cent. of the Company's issued share capital.

Following recent consultation with the Panel, the Company has now agreed with
the Panel that Alan Halsall, Mark Lewis and Richard Burrell are no longer
considered to be members of the Concert Party as a result of changes in the
nature of the relationships with the Dickson Family. The remaining members of
the Concert Party hold, in aggregate, 95,082,019 Ordinary Shares, representing
approximately 53.3 per cent. of the Company's issued share capital.

Following this change, the members of the Concert Party hold shares carrying
more than 50% of the voting rights of the Company and (for so long as they
continue to be acting in concert) no obligation to make an offer under Rule 9
will normally arise from acquisitions of interests in shares carrying voting
rights by any member of the concert party.

Accordingly, following the Purchase, Transfers and Sale set out above,
together with the changes to the composition of the Concert Party set out
above, the resulting interests of members of the Concert Party are as follows:

 Director/PDMR                                                                      Number of Ordinary Shares  % of Issued Share Capital
 Charles Dickson          Chief Executive Officer                                   41,442,766                 23.3%
 Tarncourt Group          Company which is owned and controlled by Charles Dickson  10,833,334                 6.1%
 James Dickson            Member of the Concert Party                               8,952,969                  5.0%
 Davina Dickson           Member of the Concert Party                               21,567,167                 12.1%
 David Holdsworth         Member of the Concert Party                               11,119,118                 6.2%
 Apache Capital Partners  Member of the Concert Party                               1,166,665                  0.7%
 Total                                                                              95,082,019                 53.3%

 

The notification below, made in accordance with the requirements of the EU
Market Abuse Regulation, provides further details.

 

 Enquiries

 Roadside Real Estate PLC

 Steve Carson, Chairman

 Charles Dickson, Chief Executive Officer

 Douglas Benzie, Chief Financial Officer

 c/o Montfort
 Montfort

 Ann-marie Wilkinson                                                      +44 (0)7730 623815

 Alex Everett                                                             +44 (0)7780 431533
 Cavendish Capital Markets Limited (Nomad & Joint Corporate Broker)

 Matt Goode / Seamus Fricker / Elysia Bough (Corporate Finance)

 Matt Lewis / Harriet Ward (ECM)                                          +44 (0) 20 7220 0500
 Shore Capital (Joint Corporate Broker)

 Ben Canning (Corporate Broking)                                          +44 (0)20 7408 4050

 Stephane Auton / James Thomas / Harry Davies-Ball (Corporate Advisory)

 

The Company makes the following disclosures in accordance with article 19(3)
of the Market Abuse Regulation:

 

 1   Details of the person discharging managerial responsibilities/person closely
     associated
 a)  Name                                                         1.   Charles Dickson

                                                                  2.   Tarncourt Investments LLP

                                                                  3.   Tarncourt Properties Ltd
 2   Reason for the notification
 a)  Position/status                                              1.   Chief Executive Officer

                                                                  2.   Part of the Tarncourt Group of companies which is owned and controlled
                                                                  by Charles Dickson

                                                                  3.   Part of the Tarncourt Group of companies which is owned and controlled
                                                                  by Charles Dickson
 b)  Initial notification/ Amendment                              Initial notification
 3   Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                                         Roadside Real Estate plc
 b)  LEI                                                          213800X57YXZVILB9E84

 4   Details of the transaction(s): section to be repeated for (i) each type of
     instrument; (ii) each type of transaction; (iii) each date; and (iv) each
     place where transactions have been conducted
 a)  Description of the financial instrument, type of instrument  Ordinary Shares of £0.00860675675675676

     Identification code

                                                                  GB00BL6TZZ70
 b)  Nature of the transaction                                    1.   Purchase of shares

                                                                  2.   Transfer of shares from Tarncourt Investments LLP to Charles Dickson

                                                                  3.   Transfer of shares from Tarncourt Properties Ltd to Tarncourt Capital
                                                                  Ltd
 c)  Price(s) and volume(s)                                       Price(s)          Volume(s)

                                                                  1.   61 pence     1.   1,150,000

                                                                  2.   60 pence     2.   1,766,665

                                                                  3.   60 pence     3.   4,166,667
 d)  Aggregated information

     -     Aggregated volume                                      7,083,332

     -     Price                                                  60.2 pence

 e)  Date of the transaction                                      1.   13 April 2026

                                                                  2.   13 April 2026

                                                                  3.   13 April 2026
 f)  Place of the transaction                                     1.   London Stock Exchange

                                                                  2.   Outside a trading venue

                                                                  3.   Outside a trading venue

d)

Aggregated information

-     Aggregated volume

-     Price

 

7,083,332

60.2 pence

 

e)

Date of the transaction

1.   13 April 2026

2.   13 April 2026

3.   13 April 2026

f)

Place of the transaction

1.   London Stock Exchange

2.   Outside a trading venue

3.   Outside a trading venue

 

 

 

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