Director Dealings and Changes to Concert Party

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 Alex Everett	[phone] [phone]
Cavendish Capital Markets Limited (Nomad & Joint Corporate Broker) Matt Goode / Seamus Fricker / Elysia Bough (Corporate Finance) Matt Lewis / Harriet Ward (ECM)	[phone]
Shore Capital (Joint Corporate Broker) Ben Canning (Corporate Broking) Stephane Auton / James Thomas / Harry Davies-Ball (Corporate Advisory)	[phone]

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 Identification code	Ordinary Shares of £0.00860675675675676 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) 1.   61 pence 2.   60 pence 3.   60 pence Volume(s) 1.   1,150,000 2.   1,766,665 3.   4,166,667
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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