Director Dealings and Changes to the Concert Party

Roadside Real Estate PLC

14 August 2026

 

14 August 2026

Roadside Real Estate PLC

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

Director Dealing and Changes to Concert Party

Further to the announcement made on 13 August 2026, Roadside (AIM: ROAD), the UK energy forecourt real estate business, announces that Tarncourt Capital Ltd (or “Tarncourt”), an entity controlled by Charles Dickson (or “Mr Dickson”), Chief Executive Officer of Roadside, has notified the Company of its purchase yesterday of an aggregate 18,666,666 Ordinary Shares at a price of 57.5 pence per Ordinary Share, comprising 13,066,666 Ordinary Shares purchased from Davina Dickson and 5,600,000 from James Dickson.

In addition, the Company was also notified that yesterday Tarncourt made a further purchase of 1,100,000 Ordinary Shares at a price of 57.5 pence per Ordinary Share (together with the above, the “Purchases”).

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 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.

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”) then held, in aggregate, 95,082,019 Ordinary Shares, representing approximately 53.3 per cent. of the Company's issued share capital. In addition, as announced on 20 July 2026, Apache Capital Partners sold its remaining holding of 1,166,665 Ordinary Shares, and is therefore no longer considered to be part of the Concert Party.

Following the Purchases, the members of the Concert Party continue to hold shares carrying more than 50 per cent. 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 Purchases 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	41,977,766	23.55%
Tarncourt Capital Ltd	Company which is owned and controlled by Charles Dickson	30,600,000	17.17%
James Dickson	Member of the Concert Party	3,352,969	1.88%
Davina Dickson	Member of the Concert Party	8,500,501	4.77%
David Holdsworth	Member of the Concert Party	11,119,118	6.24%
Total		95,550,354	54.56%

Unless otherwise defined herein, capitalised terms used in this announcement have the meanings given to them in the Company's announcement made on 13 August 2026.

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	Tarncourt Capital Ltd
2	Reason for the notification
a)	Position/status	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	Purchase of shares
c)	Price(s) and volume(s)	Price(s) 57.5 pence 57.5 pence Volume(s) 13,066,666 5,600,000
d)	Aggregated information -     Aggregated volume -     Price	18,666,666 57.5 pence
e)	Date of the transaction	13 August 2026
f)	Place of the transaction	London Stock Exchange

1	Details of the person discharging managerial responsibilities/person closely associated
a)	Name	Tarncourt  Capital Ltd
2	Reason for the notification
a)	Position/status	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	Purchase of shares
c)	Price(s) and volume(s)	Price(s) 57.5 pence Volume(s) 1,100,000
d)	Aggregated information -     Aggregated volume -     Price	1,100,000 57.5 pence
e)	Date of the transaction	13 August 2026
f)	Place of the transaction	London Stock Exchange

 

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