REG - Roadside Real Estate - Signing of £48 million put option agreement

Roadside Real EstateAnnouncement

26/06/2025 07:00

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RNS Number : 4567O  Roadside Real Estate PLC  26 June 2025

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.

 

26 June 2025

 

ROADSIDE REAL ESTATE PLC

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

 

Signing of £48 million put option agreement

 

Roadside, (AIM: ROAD) the roadside real estate business, announces that it has
signed a put-option agreement with CGV Ventures 1 Ltd that will enable 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").  This
follows the announcement on 18 February 2025 of the successful results of a
second clinical trial of CSS's SleepEngine technology, demonstrating its
effectiveness in helping to improve the quality of adult sleep.

 

Under the agreement, Roadside has the right to sell its remaining 48.2%
interest in CSS to CGV Ventures 1 Ltd ("CGV") in certain periods between 1
September 2026 and 30 September 2027 for consideration of not less than £48
million, subject to any Roadside shareholder approval required at the time of
exercise. Up to 50% of Roadside's current interest in CSS can be sold to CGV
in the period from 1 September 2026 to 30 September 2026, with the remaining
interest capable of being sold in the period from 1 September 2027 to 30
September 2027.  Roadside has paid CGV a nominal consideration of £1 for the
option. Cash will flow when each sale completes.

The Company retains flexibility to explore alternative exit routes and intends
to complete the divestment whilst aiming to maximise value for shareholders.
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.

Effect on Roadside

The Board currently anticipates that the majority of the proceeds from the
anticipated CSS exit will be used to fund Roadside's ongoing transition into a
high-growth operational real estate platform. This strategic milestone will
therefore significantly strengthen Roadside's balance sheet and support the
execution of our focused Roadside growth strategy.

Charles Dickson, Chief Executive Officer commented:

 

"Signing the option to realise a minimum of £48 million from our investment
in CSS marks a major milestone for Roadside. Following exercise, it will
provide us with increased financial strength and strategic flexibility to
accelerate our core focus of acquiring and developing high-quality operational
roadside real estate assets.

 

"We look forward to sharing further updates as we move ahead, as well as
updates on the anticipated exercise of the put option."

 

Enquiries:

For further information, please contact:

 

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

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

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

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

 Tim Redfern (ECM)

 Stifel Nicolaus Europe Limited (Financial Adviser and Joint Broker)
 Mark Young                                                           Tel: +44 (0)20 7710 7600

 Jonathan Wilkes-Green

 Catriona Neville

 

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