Sale of CSS Loan Note

Roadside (AIM: ROAD), the UK energy forecourt real estate business, announces that it has agreed to sell its outstanding loan note issued by Cambridge Sleep Sciences ("CSS") (the "CSS Loan Note") to CGV Ventures 1 Ltd ("CGV") for total cash consideration of £4.5 million (the "Agreement").

Under the terms of the Agreement, CGV has agreed to pay cash consideration of £4.5 million, comprising outstanding principal of £2.8 million, accrued interest of £1.2 million and a redemption premium of £0.5 million for future interest due to be received by Roadside under the terms of the original CSS Loan Note.

The consideration is expected to be received in full by the end of 2026, with the funds used to strengthen the Company's balance sheet and support its growth strategy. The Company retains an interest in CSS which can be sold in the period from 1 September 2027 to 30 September 2027 for consideration of £20 million following the exercise of the Put Option Agreement in relation to the Company's remaining shareholding in CSS.

This has been a year of significant change for Roadside. The Group has added 20 sites during the year through the acquisitions of Gardner Retail Ltd, Hoch Group Ltd, Ross Road service station and D.A. Roberts Fuels Ltd. Integration of the portfolio is progressing well, and trading across the acquired businesses since completion remains in line with management's expectations.

The timing of the D.A. Roberts completion, together with higher fuel prices, increased the value of working capital acquired with the business, which is expected to increase year-end net debt temporarily. The anticipated unwind of this working capital, alongside the receipt of the £4.5 million CSS Loan Note consideration is expected to increase free cash flow and significantly reduce net debt in the 2027 financial year.

The Company will publish a full trading update for the period to 26 September 2026 in November 2026.

Charles Dickson, CEO, commented:

"The sale of the CSS Loan Note turns a non-core asset carried at nil into £4.5 million of cash, further strengthening the balance sheet as we execute our buy-and-build strategy.

It has been a busy year for Roadside. We have completed a number of acquisitions and a successful equity fundraise, and we continue to deliver operational and commercial improvements across the acquired portfolio in line with our stated objectives.

Roadside is well positioned to keep growing, through both organic initiatives and further acquisitions, to deliver sustainable value for our shareholders."