Investment into platform to acquire APC

18 July 2025

Logistics Development Group plc

 ("LDG" or the "Company")

Investment into platform to acquire The Alternative Parcels Company

LDG announces an investment of £15 million into Framtid TopCo Limited ("TopCo"), a private holding company of a group of companies (the "Group") formed by DBAY Advisors Limited ("DBAY"), the Company's investment manager. The Group has agreed to acquire a 78.32 per cent. interest in The Alternative Parcels Company Ltd ("APC"), the UK's largest independent parcel delivery network (the "Acquisition").

Transaction Summary and Strategy

LDG, through its wholly owned subsidiary, Fixtaia Limited, is subscribing £15 million (the "Investment") for a resultant 64.1 per cent. interest in the shares in TopCo, through a subscription for non-voting class B shares.

TopCo, through a wholly owned subsidiary, is acquiring a 78.32 per cent. interest in APC which will result in LDG having a 50.2 per cent. economic interest in APC on a look-through basis. DBAY will own all the voting shares in TopCo. Almost all of the existing APC shareholders and management team will retain a significant minority stake in the APC business.

TopCo, through a wholly owned subsidiary, has today entered into a share purchase agreement in relation to the Acquisition.  In addition, it has entered into a shareholders' agreement and a call option to acquire the minority stake in the APC business retained by existing APC shareholders and management.  The call option uses the same EBITDA valuation multiple as the Acquisition.   

A new senior debt facility of £30 million has been put in place by the Group to support the Acquisition.

The Acquisition was completed today.

LDG's initial economic interest in Topco is calculated immediately following the Acquisition and may be subject to dilution from subsequent acquisitions, if completed, under the DBAY strategy set out in more detail below.  Shareholdings may also change if additional equity is raised by Topco and there is no certainty that LDG will participate in subsequent acquisitions or fundraises.

In addition to DBAY and LDG, the other investors in Topco include WS Investco Limited ("WS Investco"), led by Mr William Stobart, which will hold a significant minority stake in the Group upon the closing of the Acquisition.

The Investment is in excess of the threshold for individual investments (10 per cent. of NAV) set out in the Company's investing policy, therefore DBAY has sought and obtained LDG Board approval for the Investment and the Acquisition.

APC

APC is the largest independent parcel delivery network in the UK. The network processed over 30 million parcels in the fiscal year ending 30 March 2025.

APC sets itself apart from competitors by the strength of its unique network structure. The first and last mile is operated by its 90+ locally concentrated depots owned by entrepreneurial network members, which allows them to provide quicker response times and more tailored customer service. APC is focused on overnight delivery with a particular strength in niche parcels including fragile, liquid and high-value parcels.

For the year ending 31 March 2024, APC reported operating profit (pre-exceptionals) of £7.1 million, an 8.9 per cent. increase on the prior year, on revenues of £126.1 million. APC's audited accounts for the year to 31 March 2024 show group net assets of £48.9 million.

DBAY's Group Investment Strategy

Following a series of successful investments in the logistics sector, DBAY is now pursuing the strategic vision to create a new national transport and logistics platform in the UK. The acquisition of APC, one of the leading next-day delivery parcel networks focused on specialised parcels, marks the initiation of this strategy. 

William Stobart will lead the Group as Chief Executive Officer. William brings over 40 years of experience in the UK transport and logistics industry. He has played a key role in some of DBAY's most successful logistics investments, including the carve-out of Eddie Stobart from Stobart Group plc in 2014 and the turnaround of Eddie Stobart Logistics in 2019, following the listing of the company in 2017. William was instrumental in transforming Eddie Stobart from a regional operator into a UK market leader in transportation and warehousing. Over the last 11 years, he has successfully built a group of logistics companies, that specialise in logistics for the construction industry and high & heavy haulage.  

DBAY is also in exclusive discussions to acquire William Stobart & Son Limited from WS Group, which specialises in general road haulage and warehousing for FMCG and consumer markets. David Pickering, former CEO of Eddie Stobart, has joined William Stobart & Son Limited as CEO. He brings operational expertise and a strong track record in managing large logistics networks.

LDG Concert Party

Mr William Stobart, who owns 3,889,844 ordinary shares of £0.01 each in LDG ("Ordinary Shares"), representing approximately 0.94% of the Company's issued share capital, is the controller of WS Investco and was historically a member of the DBAY concert party. Consequently, he is now deemed to have rejoined the DBAY Concert Party (as described in LDG's circular dated 28 March 2025). The aggregate Concert Party holding now comprises 145,507,226 Ordinary Shares representing 35.16% of the Company's issued share capital.

Related Party Transaction

TopCo is an associate of DBAY, which, as LDG's investment manager and 27.41% LDG shareholder, is a Related Party to LDG pursuant to the AIM Rules. Accordingly, the Investment is being treated as a Related Party Transaction pursuant to AIM Rule 13 and the independent directors (being the LDG directors excluding Colin Kingsnorth), having consulted with Strand Hanson as the Company's nominated adviser, consider the terms of the Investment to be fair and reasonable insofar as the shareholders are concerned.  

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This announcement contains inside information as defined in Article 7 of the EU Market Abuse Regulation No 596/2014, as it forms part of United Kingdom domestic law by virtue of the European Union (Withdrawal) Act 2018, as amended, and has been announced in accordance with the Company's obligations under Article 17 of that Regulation.