Intention to Deal

Roadside Real Estate PLC

13 August 2026

 

13 August 2026

Roadside Real Estate PLC

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

Intention to deal

Roadside (AIM: ROAD), the UK energy forecourt real estate business, announces that Tarncourt Investments LLP, an entity controlled by Charles Dickson (or “Mr Dickson”), Chief Executive Officer of Roadside, intends to purchase of an aggregate of 18,666,666 ordinary shares from Davina Dickson and James Dickson (the “Purchase”).  Each of Davina Dickson and James Dickson has signed an orderly market agreement with Cavendish Capital Markets Limited and Shore Capital Stockbrokers Limited in regard to the balance of Ordinary Shares each stands to hold following the Purchase.

Updates to Concert Party

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

On 16 April 2026, the Company announced an update to this group, and that it had agreed with the Panel Executive that Alan Halsall, Mark Lewis and Richard Burrell were no longer considered to be acting in concert as a result of changes in the nature of their relationships with the Dickson Family. As a result, the remaining persons acting in concert (the “Concert Party”) held, in aggregate, 95,082,019 Ordinary Shares, representing approximately 53.3 per cent. of the Company's issued share capital.

Following the Purchase, the members of the Concert Party would continue to 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 set out above, the resulting interests of members of the Concert Party would be as follows:

Director/PDMR		Number of Ordinary Shares	% of Issued Share Capital
Charles Dickson	Chief Executive Officer	41,977,766	23.6%
Tarncourt Capital Ltd	Company which is owned and controlled by Charles Dickson	29,500,000	16.6%
James Dickson	Member of the Concert Party	3,352,969	1.9%
Davina Dickson	Member of the Concert Party	8,500,001	4.8%
David Holdsworth	Member of the Concert Party	11,119,118	6.2%
Total		94,450,354	53.0%

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]

 

END