Saray Value Fund SPC Raises Stake in Motorpoint Group to 23.02% in Major Shareholding Update

Saray Value Fund SPC Crosses New Threshold in Motorpoint Group PLC

The TR-1 filing, published via the Regulatory News Service (RNS) on 24 June 2026 and completed in Dubai, United Arab Emirates, confirms that Saray Value Fund SPC crossed a new major holding threshold in Motorpoint Group PLC on 23 June 2026. The acquisition of additional voting rights brought the fund's total stake to 23.02% of the company's voting rights, compared with 22.10% recorded in the previous notification. The step-up of approximately 0.92 percentage points represents a meaningful addition to what is already a very substantial position in the British used vehicle retailer.

Under the Financial Conduct Authority's Disclosure and Transparency Rules (DTR), UK-listed companies and their major shareholders are required to notify the market whenever a shareholder's holding crosses certain percentage thresholds. The filing of this TR-1 form indicates that Saray Value Fund SPC's cumulative purchases were sufficient to move its stake past the most recently applicable threshold, obliging notification. The announcement states that the reason for notification was an acquisition or disposal of voting rights, with the direction of travel confirmed as an acquisition.

Full Breakdown of Saray Value Fund's Direct Voting Rights in MOTR Shares

According to the disclosure, all 19,250,000 voting rights held by Saray Value Fund SPC are classified as direct voting rights under DTR5.1, meaning they are held in Saray Value Fund's own name rather than through intermediaries. The fund holds zero indirect voting rights under DTR5.2.1, and there are no financial instruments of any kind — whether convertible securities, options or instruments with similar economic effect — attached to the position. This straightforward, all-equity structure suggests the fund's exposure to Motorpoint Group is entirely through ordinary share ownership rather than derivative or synthetic instruments.

The subtotal for section 8A of the TR-1 form confirms 19,250,000 shares at 23.02% of voting rights. Sections 8B1 and 8B2, which relate to financial instruments, show no entries. This clean, unencumbered structure means the entirety of Saray Value Fund's economic and voting interest in Motorpoint Group PLC is represented by its directly held ordinary shares. The announcement does not provide details on the price at which additional shares were acquired, nor the number of shares purchased in this particular transaction to cross the threshold.

Who Is Saray Value Fund SPC and Where Is It Based?

The notification identifies the person subject to the notification obligation as Saray Value Fund SPC, with a registered office in Grand Cayman, Cayman Islands. The TR-1 form was completed in Dubai, United Arab Emirates, which may suggest that the fund's operational or administrative centre has links to the Middle East, although the announcement does not elaborate further on the fund's ownership structure or ultimate beneficiaries. SPC stands for Segregated Portfolio Company, a legal structure common in the Cayman Islands that allows a single legal entity to operate multiple ring-fenced investment portfolios.

Crucially, section 9 of the TR-1 form states that "the person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuer." This means that, as far as the notification is concerned, Saray Value Fund SPC is acting independently and is not part of a chain of controlled entities that might collectively hold a larger combined interest in Motorpoint Group PLC. There is no ultimate controlling person disclosed, and no additional controlled undertakings are listed in connection with this filing.

Motorpoint Group PLC: Context for UK Investors

Motorpoint Group PLC is a Leicester-headquartered company and one of the United Kingdom's largest independent retailers of nearly-new and used motor vehicles. The company operates a network of physical retail sites across England and Wales, supplemented by digital sales channels, and has been listed on the London Stock Exchange under the ticker MOTR since its IPO in 2016. The business model is centred on offering low-mileage, nearly-new vehicles sourced directly from manufacturers and fleet operators, typically at prices below those found at franchised dealerships.

The UK used car market has experienced considerable turbulence in recent years, shaped by supply chain disruptions, fluctuating consumer demand, elevated interest rates affecting affordability, and ongoing shifts in consumer preferences towards electric and hybrid vehicles. Motorpoint Group has navigated these headwinds as a listed entity, and its shares have been subject to varying levels of investor interest. The accumulation of a position now exceeding 23% by a single external fund is, in this context, a significant development for the company's shareholder register and may be closely observed by institutional investors and analysts alike.

Progression of Saray Value Fund's Stake Over Time in MOTR

The TR-1 disclosure provides a clear point of comparison with the fund's previous notification, which recorded a holding of 22.10% of voting rights. The increase to 23.02% represents a rise of 0.92 percentage points. While the announcement does not specify the exact number of shares previously held, simple arithmetic based on the disclosed percentages indicates that the fund has been steadily building its position in Motorpoint Group over time rather than arriving at this level in a single large transaction.

A holding that has now progressed to over 23% places Saray Value Fund SPC in a position of considerable influence over Motorpoint Group's shareholder register. Under the UK City Code on Takeovers and Mergers, a shareholder who acquires 30% or more of a company's voting rights is generally required to make a mandatory cash offer to all remaining shareholders. Saray Value Fund's current position of 23.02% means it remains some way below this threshold, but continued incremental purchases could, in principle, bring it closer to that level. The announcement does not provide any indication of the fund's intentions regarding further acquisitions.

Regulatory Framework Governing This Major Shareholding Disclosure

The TR-1 notification is a regulatory requirement under the FCA's Disclosure and Transparency Rules, specifically DTR5. These rules require shareholders to notify both the issuer and the FCA whenever their holding of voting rights in a UK-listed company crosses above or below certain percentage thresholds — typically at 5%, 10%, 15%, 20%, 25%, 30%, and subsequent levels up to 100%. The notification must be made no later than four trading days after the date on which the threshold was crossed. In this instance, the threshold was crossed on 23 June 2026 and the issuer was notified on 24 June 2026, indicating that the notification was made promptly and within the required timeframe.

The completion of the form in Dubai and the registration of the fund in the Cayman Islands do not affect the legal obligations of the major shareholder under UK disclosure rules, which apply on the basis of the issuer being a UK-incorporated company with shares admitted to trading on a UK regulated market. Motorpoint Group PLC, as the issuer, is in turn required to publish this information to the market via a Regulatory News Service announcement, which it has done through the RNS channel. This ensures that all investors in MOTR shares have access to the same material information regarding significant changes in the company's ownership structure.

Implications of a 23% Stake for Motorpoint Group's Corporate Governance

A single shareholder holding more than 20% of a company's voting rights occupies a position of considerable influence in UK corporate governance terms. While it falls short of the 25% stake that would give a shareholder the ability to block special resolutions — which require a 75% majority — a 23% holding nonetheless gives Saray Value Fund SPC substantial weight in ordinary resolutions and significant influence over the composition of the board. Any resolutions put to shareholders at Annual General Meetings or Extraordinary General Meetings would need to take account of the fund's position.

Investors may be watching whether Saray Value Fund SPC seeks board representation or otherwise seeks to exert influence over Motorpoint Group's strategic direction. The announcement is silent on any such intentions, and the filing is a passive regulatory disclosure rather than a public statement of strategic purpose. Neither Motorpoint Group's management nor Saray Value Fund SPC has made any public statement in connection with this notification regarding intentions, plans, or proposed corporate actions. The disclosure suggests only that a threshold has been crossed; the motivations behind the stake-building remain undisclosed.

What the Absence of Financial Instruments Reveals About the Fund's Strategy

The fact that Saray Value Fund SPC holds its entire Motorpoint Group interest through directly held ordinary shares — with no derivative overlay, no convertible instruments, and no options disclosed — is itself informative for market observers. Investors who build stakes through physical share ownership rather than financial instruments are generally regarded as taking a straightforward long-equity position, as opposed to those who might use derivatives for hedging, arbitrage, or leveraged exposure. A clean, fully paid-up equity stake of this magnitude typically indicates a long-term investment thesis rather than a short-term speculative trade.

The absence of any financial instruments with voting rights, combined with the progressive increase in the fund's direct holdings over successive notifications, may suggest a buy-and-hold approach to Motorpoint Group equity. However, investors should be cautious about drawing firm conclusions from a purely regulatory filing. The announcement does not disclose the fund's investment strategy, its target price, its time horizon, or any discussions it may or may not have had with the company's board or management. All such interpretations remain speculative unless and until further information is made public.

Share Price and Market Reaction to the MOTR Shareholding Disclosure

The immediate share price impact was not clear from available public information at the time of writing. Major shareholding notifications of this type can, in some circumstances, be received positively by the market — particularly if investors interpret continued accumulation as a signal of confidence in a company's future prospects. Conversely, a very large concentrated holding can sometimes raise concerns about overhang risk, or about the potential for the stake to be sold at a discount if the fund were ever to exit its position.

Motorpoint Group PLC's shares have historically been sensitive to news flow relating to the broader UK automotive retail sector, consumer confidence data, interest rate expectations, and used vehicle pricing trends. The company did not disclose any operational update, trading statement, or guidance revision in connection with this announcement, meaning the TR-1 filing stands alone as a piece of market-relevant information. Investors seeking to understand the company's current trading performance or financial position would need to refer to Motorpoint Group's own published financial results and regulatory announcements for that context.

Next Steps Investors May Monitor Regarding Saray Value Fund's Position in Motorpoint

The trajectory of Saray Value Fund SPC's shareholding in Motorpoint Group PLC is likely to remain a point of focus for market participants. Should the fund continue to acquire shares and approach the 25% threshold, it would gain the ability to block special resolutions, which would represent a meaningful escalation of its governance influence. Any movement towards the 30% mandatory offer threshold would, under UK Takeover Code rules, represent a significant regulatory moment requiring either a formal offer to all shareholders or an application for a waiver from the Takeover Panel.

Equally, any reduction in the fund's stake below the current 23% level would itself trigger a new TR-1 notification, providing further insight into the fund's investment intentions. Investors may also wish to monitor whether Motorpoint Group PLC's board makes any public comment regarding its relationship with Saray Value Fund SPC, or whether the fund seeks engagement with management. At present, the announcement provides no indication of any such dialogue or corporate action. The regulatory disclosure process ensures that further movements across notifiable thresholds will be made public in due course.