REG - Bow Street Group PLC - Final Results
15/04/2026 07:00
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RNS Number : 5545A Bow Street Group PLC 15 April 2026
15(th) April 2026
Bow Street Group plc
("Bow Street Group", the "Group" or the "Company")
Final Results
Improved performance following launch of revised new growth strategy
Bow Street Group (AIM: BOW), the owner and operator of "Wildwood" and "dim t"
restaurants, announces its financial results for the year ended 28 December
2025 ("FY25").
Strategic Highlights
· Launch of new growth strategy and related fundraise of £10.1m in September
2025, enabling the Company to invest in its existing restaurants, improve
technology and operations, and acquire exciting and scalable restaurant
brands.
· David Page was appointed Executive Chairman and Nick Wong was appointed as
Chief Financial Officer with 52 and 21 years of restaurant experience
respectively.
· In-line with its new strategy, the Company is moving at pace to improve
trading across existing sites, with a wide range of operational initiatives
introduced and investments in selected sites.
· Since September 2025, trading started to stabilise across both restaurant
brands and the Company delivered a strong Christmas trading performance, with
some restaurants experiencing record trading.
Financial Highlights
· Revenue of £31.3m (2024: £36.6m), a decrease of 14.5% in line with
management expectations and in part driven by restructuring of the Group's
estate in the prior year, with 32 restaurants trading at the end of the year
(2024: 36 restaurants).
· Adjusted EBITDA(1) of £2.1m (2024: £3.6m).
· Impairment charge of £7.3m (2024: £1.9m) following a review across the
Group's right-of-use-assets and property, plant and equipment.
· Operating loss before highlighted items for the year of (£0.5m) (2024: profit
of £0.4m).
· Net cash balance at year end (excluding property lease liabilities) of £11.1m
(2024: £3.3m).
Current trading and outlook
· Trading has continued to improve since the start of the financial year, with
like-for-like sales increasing by 6.1% in March 2026.
· Sites where targeted capital investment has been deployed continue to deliver
strong uplifts in performance, while previously underperforming locations have
returned to like-for-like growth following refurbishments.
· The Group continues to invest across the estate and implement operational
initiatives to drive performance, alongside actively managing its portfolio
with the closure and disposal of two Wildwood and one dim t restaurants that
were loss making, reducing fixed costs within the business.
· Early trials of the new Wildwood menu have received positive customer feedback
and are expected to support performance as they are rolled out more widely
across the estate.
· Current net cash (excluding property lease liabilities) of £9.0m as at 13
April 2026
· The Group remains in active discussions with several potential exciting and
scalable restaurant brand acquisition targets.
· While macroeconomic pressures remain, the Group's improving trading
performance, cash resources and ongoing investment in the existing estate
position it well to deliver further progress during the year.
David Page, Executive Chairman of Bow Street Group, commented:
"2025 was an important year for the Group as we strengthened our balance sheet
and implemented a new strategy for long-term growth.
Since joining the Group in September, the management team has moved at pace to
implement a range of operational initiatives across the business. We are
pleased to have seen a clear improvement in trading in the final quarter of
2025 and into 2026, with like for like revenue up across the Group by over 5%
in the first 3 months and markedly increased at four refurbished sites by
18.3% in March 2026. Early performances at our refurbished sites have been
particularly positive, and our new menu designs have been well received.
We are in active discussions with several potential acquisition targets
spanning European and Asian cuisine. We are confident that Bow Street Group is
a highly attractive platform for exciting restaurant brands, offering
structural benefits of scale, operational synergies, and attractive
incentivisation plans for entrepreneurial management teams.
Looking forward, whilst the consumer environment remains challenging, we are
confident that 2026 will be an exciting year of rebuilding, refreshment and
transformation for Bow Street."
(1) Adjusted for depreciation, amortisation and highlighted items (full
definition can be found in note 5).
For further information, contact:
Bow Street Group plc Tel: 020 7637 1166
David Page - Executive Chairman
Jonny Plant - Chief Executive Officer
Nick Wong - Chief Financial Officer
Cavendish Capital Markets Limited Tel: 020 7220 0500
(Nominated Adviser and Joint Broker)
Matt Goode / George Lawson / Trisyia Jamaludin - Corporate Finance
Dale Bellis / Harriet Ward - Sales and Corporate Broking
Allenby Capital Limited Tel: 020 3328 5656
(Joint Broker)
Nick Naylor / James Reeve - Corporate Finance
Jos Pinnington - Sales and Corporate Broking
Hudson Sandler Tel: 020 7796 4133
(Financial PR) bowstreetgroup@hudsonsandler.com
Alex Brennan / Harry Griffiths / Jackson Redley
Chairman's statement
Introduction
I am pleased to report on the Group's annual results for the year ended 28
December 2025, a 52 week period, having joined the business as Executive
Chairman in September 2025 alongside Nick Wong, our new CFO.
2025 was an important year for the Group as we completed a £10.1m (gross)
fundraise that will enable the renamed Bow Street Group to execute a revised
strategy to create shareholder value. This strategy is based on improving the
performance of the Group's existing estate and undertaking acquisitions of
exciting and scalable restaurant businesses.
Trading Performance
Group revenue for the year ended 28 December 2025 was £31.3m (2024: £36.6m),
Adjusted EBITDA was £2.1m (2024: £3.6m and the Group made a loss after tax
of £9.3m (2024: profit after tax of £16.0m). Excluding highlighted items,
the Group reported an Adjusted Loss after tax of £1.7m (2024: £0.9m). The
reduction in turnover was driven by fewer restaurants operating as a result of
the Group's restructuring that began in June 2024 as well as challenging
trading conditions across the casual dining sector, which also accounted for
the increase in losses. Further details are contained in the Financial Review
below.
From September 2025, I am pleased to report that trading started to stabilise
following several years of post-Covid disruption and turmoil. As previously
indicated, the Group's restaurants had a successful run up to Christmas, with
some restaurants experiencing record trading.
The Group re-established its capital structure during the year. In September
2025, £10.1m (before expenses) of new funds were raised from new and existing
shareholders. The Group has no debt other than property lease liabilities.
Growth Strategy
The Group's revised growth strategy is focused on:
· investing in and improving the Group's existing restaurants;
· investing in the Group's technology and operations; and
· acquiring attractive and scalable restaurant brands.
Since joining Bow Street Group, I have visited every single restaurant in our
portfolio. I have eaten in each restaurant and spoken extensively with
customers and our team members. This exercise has been incredibly valuable and
has identified a wide range of operational areas for improvement. As a
management team we are moving at pace to improve all areas of the Group with
encouraging initial progress as outlined below in the Current Trading section.
In addition to delivering organic growth by investing in and improving our
existing restaurants, we believe Bow Street will be a highly attractive
platform for exciting restaurant brands, offering structural benefits of
scale, operational synergies, and attractive incentivisation plans for
entrepreneurial management teams. This is particularly the case as many
successful smaller restaurant businesses - typically with 2 to approximately
15 sites - who can find it difficult to raise financing. Our strategic
ambition is to deliver four to six acquisitions over the first three years
with a focus on high-quality, great value for money offerings with the
potential to scale across the UK.
The Group remains in active discussions with several potential acquisition
targets. The more advanced two projects concern Asian style menus and cuisine.
The Board will update shareholders on the progress of these negotiations as
and when it is appropriate.
In December 2025, we introduced new targeted incentive schemes for the Group's
employees and a share option scheme over approximately 200 million ordinary
shares for 105 team members (including the executive directors). The Board
believes this incentivisation is an important component to delivering our
growth strategy and ensuring long-term value creation.
Current Trading
Since the start of the new financial year in January the steady improvement in
revenues has continued. The Group's like for like revenue for the quarter
ended 29 March 2026 grew by over 5% with the five weeks ended 29 March 2026
delivering an improved 6.1%. This marks very encouraging progress and promises
an improving outlook for the rest of the year, notwithstanding any potential
further macro-economic headwinds.
Importantly the restaurants where we have started to spend capital on
improvements stand out across the estate in terms of performance. Billericay,
Ely, Epping and Lincoln where we have spent capital, have shown remarkable
increases in like for like revenues of 18.3% for the five weeks ended 29 March
2026.
Another group of our restaurants including Telford, Taunton and Peterborough
which were trading negatively pre-September 2025 and where small amounts of
money have been spent on remedial actions have are now generating like for
like growth. This bodes well for the rest of the estate which we will work on
throughout 2026 making improvements and creating new bar areas to increase
spend per head. Larger projects, including enhancements to the bars, will be
undertaken on either side of the busy summer period to improve Liverpool, Port
Solent and Rushden Lakes, amongst others.
Aside from property investment in the existing estate we are working our way
through more than 280 operational work streams to improve performance in all
areas of the business. The Company is set to realise the benefits of this
review in the current year and thereafter.
The Group's current estate comprises 29 locations, a reduction from 32 in
September 2025. The leases that have been exited were loss making. We will
continue to monitor the property portfolio and we will either exit or convert
restaurants that we do not believe we can turn into meaningful contributors.
A new Wildwood menu design and content has been trialled in a select number of
restaurants since February 2026 and has received positive customer feedback.
This trial will conclude by the middle of May 2026 and will then be launched
across the remainder of the estate.
The combination of investment in the fabric of the estate and new style menus
will help the Group adapt to the increases in National Minimum Wage, impact of
the new Employee Rights Act and Business Rates which occurred in April 2026.
Outlook
We expect consumer spending to be under pressure with increased cost of labour
and of supplies from the impact of war in the Middle East.
However, with our current strong revenue growth and forthcoming investment in
the team and the estate, Wildwood and dim t are well positioned and ready to
face these challenges.
The Group's growth prospects will be enhanced as we look to complete an
acquisition in the coming year.
David Page
Executive Chairman
14 April 2026
Financial review
For the year ended 28 December 2025, following the change in management in
September 2025, the Group's performance has updated its income statement
reporting and key performance indicators.
Bow Street Group's performance in the year ended 28 December 2025 is
summarised in the table below:
Year ended Year ended
28 December 29 December
Restated
2025 2024 Change
£m £m %
Revenue 31.3 36.6 (14.5%)
Gross Profit 9.3 12.0 (22.2%)
Adjusted EBITDA 2.1 3.6 (41.7%)
Adjusted Headline EBITDA (1.4) (0.3)
Adjusted Operating (loss)/profit (0.5) 0.4
(Loss)/profit for the year (9.3) 16.0
Adjusted (Loss)/profit for the year (1.7) (0.9)
Basic (loss)/earnings per share (1.11)p 9.57p
Diluted (loss)/earnings per share (1.11)p 9.57p
Adjusted basic (loss)/earnings per share (0.20)p (0.50)p
Adjusted diluted (loss)/earnings per share (0.20)p (0.50)p
Number of restaurants operated in the UK
- Wildwood 28 32
- dim t 4 4
32 36
The year ended 28 December 2025 comprised 52 weeks of trading (2024: 52
weeks).
As expected, revenue for the year decreased 14.5% to £31.3m (2024: £36.6m)
primarily due to the impact of the site closures during FY2024 and a
challenging trading environment during various months of the financial year.
The number of restaurants operated by the Group at the year end reduced by 4
to 32. Following the year end the Group closed and disposed of a further 3
restaurants taking the total operated today to 29 (being 26 Wildwood and 3 dim
t restaurants).
The Group continues to review menu offerings, including the various set menus
that enhance value for money for specific dayparts. Additionally, marketing
resources have been invested in utilising the Group's CRM systems to better
target offers and experiences.
The Group has changed the allocations to Cost of Sales, Gross Profit and
Operating Expenses as part of the year end process in order to give more
transparency and consistency to other measures in the income statement. Gross
Profit now represents Revenue less Cost of Sales which consists of food and
drink costs, packaging costs, restaurant labour costs and processing costs.
Other restaurant-based costs including restaurant depreciation charges which
were previously included in Cost of Sales are now in Operating Expenses. These
changes have resulted in a reclassification of prior year comparative figures,
shown in the income statement as restated.
Gross profits were down by 22.2% to £9.3m (2024: £12.0m). Other than the
impact of the decline in revenues, the Group has experienced significant food
inflation and, since April 2025, the widely reported National Minimum Wage
increase, 1.2% increase in employer's National Insurance Contribution
("ErNIC") and the reduction in the ErNIC threshold from £9,100 to £5,000
which affected all our employees. The Group managed these direct cost
pressures through various revised menu offerings and continued drive on labour
efficiency.
The business remains focused on fostering the right environment to attract and
retain top talent. Training and development for both our kitchen and
front-of-house teams are central to our people strategy.
The increases in the National Minimum Wage and implementation of the
Employment Rights Act in April 2026 will again lead to higher labour costs
that cannot be fully absorbed. The business will look to mitigate the cash
impact of these additional costs by menu price increases. The Group remains
committed to improving labour efficiency by optimising sales during different
trading dayparts and investing in technology to improve forecasting and
scheduling and, wherever possible, simplifying the menu.
The Group has reduced its fixed costs base (operating expenses before
highlighted items) by 18.7% to £10.0m (2024: £12.3m) through the reduction
of restaurants operated by the Group and trimming central costs of the
businesses.
Adjusted EBITDA before highlighted items was £2.1m (2024: £3.6m). The
Adjusted Headline EBITDA loss before highlighted items and IFRS 16 adjustments
was £1.4m (2024: £0.3m). Operating loss before highlighted items was £0.5m
(2024: profit of £0.4m).
During the financial year, the Board has reviewed the impairment provision
across the Right of Use assets and property, plant and equipment making a net
impairment of £7.3m (2024: £1.9m).
After considering all of the non-trade adjustments, the Group reports a loss
after tax for the period of £9.3m (2024: £16.0m profit after tax) which
includes £0.05m loss on lease modification (2024: £18.6m gain on lease
modification and disposal of lease liabilities due to the closure of
restaurants), impairment of £7.3m (2024: £1.9m). See Note 5 of the
financial statements for the breakdown of highlighted Items.
Cashflows
Net cash inflow for the period before financing was £1.4m (2024: £1.9m) and
is driven by a net cash inflow from operating activities of £1.5m (2024:
£1.9m).
On 4 September 2025, the Group successfully completed a placing and retail
offer raising £9.7m, net of expenses, providing funds to invest in the
current estate, technology improvements and acquire restaurant businesses.
During the year, the Group invested £0.3m (2024: £0.3m) in property, plant
and equipment. The Board expects to invest in various refurbishment projects
across the estate during FY2026.
The investment in technology and operations has commenced, initially led by
the EPOS upgrade project. This has been delayed as the original product chosen
in early 2025 did not meet the operational scope required. The Group expects
to upgrade its EPOS system during FY2026.
As at 28 December 2025, the Group had no outstanding bank loans (2024: £nil).
Net cash (excluding property lease liabilities) or cash at bank at the end of
the year was £11.1m (2024: £3.3m).
As at 13 April 2026 net cash (excluding property lease liabilities) was
£9.0m.
Restructuring Plan
During the year, the Group continued to experience disruption as a direct
consequence of the restructuring plan launched in April 2024 (the
"Restructuring Plan"). Three restaurants closed in the first quarter of the
financial year ended 28 December 2025 as part of the Restructuring Plan and a
further restaurant closed and was sold in the financial year to an independent
operator with all staff transferred. Payments due under the Restructuring Plan
in March 2025 and June 2025 were made in accordance with the plan sanctioned
by the High Court in 4 June 2024. The Restructuring Plan therefore completed
on 27 July 2025.
Principal risks and uncertainties
The Directors consider the following to be the principal risk faced by the
Group:
Risks and uncertainties Mitigation
Inflation The Group undertakes alternative supplier selection through tendering
processes, securing longer term contracts to fix pricing or purchasing
The impact of inflation on cost increases across food, drink and utilities can negotiations taking into account benefits of volume growth opportunities.
be significant.
Utilities contracts have been fixed for the majority of the Group's
restaurants until September 2026.
Competition Under the new plan instigated in September 2025, the Group is investing in and
renewing the Group's restaurants and strengthening the offering.
The Group operates in a competitive and fragmented market which regularly see
new concepts come to the market.
As part of the wider growth strategy, the Group is looking to acquire some of
the successful new entrants.
Economic Environment The Group is moving towards a more nimble menu management process in order to
adapt more quickly to cost fluctuations, consumer spending and the ability to
Economic downturn, that can arise from various factors including geo-political offer greater value for money.
impacts, can change consumer spending behaviours.
The Group has processes in place to monitor customer feedback and are
investing in additional software to allow improved analysis of customer
behaviours to better identify trends within the business.
Landlords The Group is negotiating with the landlords on the relevant sites.
The Group operates 3 restaurants that are either on very short-term leases or
tenancies at will. These restaurants may individually be at risk from closure
if negotiations are not successful
People The Group has continued to focus on selection, induction, training and
retention of our employees. The Group has made significant improvements in its
Loss of key staff and inability to hire the right people in a competitive selection process, onboarding training programmes and career development
labour market. plans. As a consequence staff retention (outside of the necessary redundancies
made as a result of the Restructuring Plan) is the highest since pre-Covid.
New share-based incentive plans were launched in December 2025 and issued to
over 100 key staff to incentivise them and align objectives with shareholders.
The Group is investing in its people team's resources and systems in the
coming year.
Supply Chain The Group has a robust supplier selection process in place and, where
possible, an appropriate back-up supplier.
A major failure of a key supplier or distributor could cause significant
business interruption.
The Group is working on simplifying its supply chain and reducing the number
of deliveries that the restaurants rely on.
Regulatory compliance The Group reviews regulatory changes on a regular basis. An action plan has
been produced to address any areas that may require processes to be
The UK Government has increased and continued to increase the number of areas strengthened or updated over the coming months.
requiring additional regulatory compliance including GDPR, ESOS and others.
This may increase the Group's expenditure to ensure compliance and the Group
may experience a failure to comply thus leading to significant fines.
The Group is in the process of appointing a third-party Data Protection
Officer.
Food standards and safety The Group engages in regular internal and external compliance audits to ensure
all sites are complying with regulations. Job-specific training that covers
Failing to meet safety standards, including allergens disclosure. relevant regulations is provided to all staff on induction and whenever else
necessary.
The Group regularly reviews the latest Government guidelines and best practice
regarding allergens. Each restaurant is provided with digital access to
detailed allergen information for all food and drink served and all staff
undertake allergen training across all businesses.
Cyber security The Group utilises robust supplier selection processes and third party reviews
and testing on a regular basis to identify weaknesses and improve existing
The Group has been operating an online "click and collect" service, gift card protection and processes.
service and various customer relationship management tools that rely on online
systems that may experience cyber security failure leading to loss of revenue
or reputation loss.
Risks are formally reviewed by the Board regularly and appropriate processes
are put in place to monitor and mitigate them.
Financial risk management
The Board regularly reviews the financial requirements of the Group and the
associated risks. The Group does not use complex financial instruments, and
where financial instruments had been used it was for reducing interest rate
risk. The Group does not trade in financial instruments. Group operations are
primarily financed from equity funds raised, bank borrowings and retained
earnings. In addition to the financial instruments described above, the Group
also has other financial instruments such as trade receivables, trade
payables, accruals that arise directly from the Group's operations and
property leases. Further information is provided in note 26 to the financial
statements.
Key performance indicators
The Board receives a range of management information delivered in a timely
fashion. The principal measures of process, both financial and non-financial,
that are reviewed on a regular basis to monitor the development of the Company
and the Group are shown in the table at the beginning of this section.
On behalf of the Board.
NCW Wong
Chief Financial Officer
14 April 2026
Consolidated statement of comprehensive income
for the year ended 28 December 2025
Note 52 weeks 52 weeks
ended ended
28 December 29 December
2025 2024
£'000 Restated
£'000
Revenue 3 31,338 36,615
Cost of sales (22,044) (24,655)
Gross profit 9,294 11,960
Other income 3 165 3,209
Operating expenses (17,585) 2,161
Operating (loss)/profit before highlighted items (518) 401
Highlighted items 5 (7,608) 16,929
Operating (loss)/profit 4 (8,126) 17,330
Finance income 6 121 122
Finance expense 6 (1,330) (1,405)
(Loss)/profit before income tax (9,335) 16,047
Income tax 9 - -
(Loss)/profit and total comprehensive (loss)/profit for the period
(9,335) 16,047
(Loss)/earnings per share for loss attributable to the ordinary equity holders of the Company
Basic earnings per share 10 (1.11)p 9.57p
Diluted earnings per share 10 (1.11)p 8.75p
Consolidated statement of changes in equity
for the year ended 28 December 2025
Share Share Merger Retained Total
capital premium reserve earnings
£'000 £'000 £'000 £'000 £'000
Balance at 31 December 2023 6,061 24,254 992 (47,817) (16,510)
Issue of ordinary shares 51 699 - - 750
Total comprehensive loss for the period - - - 16,047 16,047
Transactions with owners in their capacity as owners:
Share based payments - - - 25 25
Balance at 29 December 2024 6,112 24,953 992 (31,745) 312
Issue of ordinary shares 2,069 8,248 - - 10,317
Cost of placing of ordinary shares - (574) - - (574)
Total comprehensive profit for the period - - - (9,335) (9,335)
Transactions with owners in their capacity as owners:
Share based payments - - - (125) (125)
Balance at 28 December 2025 8,181 32,627 992 (41,205) 595
Company statement of changes in equity
for the year ended 28 December 2025
Share Share Retained Total
capital premium profit
£'000 £'000 £'000 £'000
Balance at 31 December 2023 6,061 24,254 (24,926) 5,389
Issue of ordinary shares 51 699 - 750
Total comprehensive loss for the period - - 466 466
Transactions with owners in their capacity as owners:
Share based payments - - 25 25
Balance at 29 December 2024 6,112 24,953 (24,435) 6,630
Issue of ordinary shares 2,069 8,248 - 10,317
Cost of placing of ordinary shares - (574) - (574)
Total comprehensive profit for the period - - (7,532) (7,532)
Transactions with owners in their capacity as owners:
Share based payments - - (125) (125)
Balance at 28 December 2025 8,181 32,627 (32,092) 8,716
Consolidated and Company balance sheets
At 28 December 2025
Group Company
28 December 29 December 28 December 29 December
2025 2024 2025 2024
Note £'000 £'000 £'000 £'000
Non-current assets
Intangible assets 12 27 28 2 -
Property, plant and equipment 13 7,173 10,643 - -
Right-of-use assets 13 14,196 20,715 - -
Investments 15 - - 200 3,428
Trade and other receivables 17 15 15 - 3,202
21,411 31,401 202 6,630
Current assets
Inventories 16 1,206 1,293 - -
Trade and other receivables 17 1,143 3,503 32 -
Cash and cash equivalents 11,055 3,301 8,555 -
13,404 8,097 8,587 -
Assets Held for sale 13 12 113 - -
Total assets 34,827 39,611 8,789 6,630
Current liabilities
Trade and other payables 18 (6,968) (9,978) (73) -
Lease liabilities 14 (1,626) (1,407) - -
(8,594) (11,385) (73) -
Non-current liabilities
Provisions 19 (292) (342) - -
Lease liabilities 14 (25,331) (27,500) - -
Other Payables 18 (15) (72) - -
(25,638) (27,914) - -
Total liabilities (34,232) (39,299) (73) -
Net assets 595 312 8,716 6,630
Equity
Share capital 22 8,181 6,112 8,181 6,112
Share premium 23 32,627 24,953 32,627 24,953
Merger reserve 23 992 992 - -
Retained deficit 23 (41,205) (31,745) (32,092) (24,435)
Total equity 595 312 8,716 6,630
As permitted by section 408(3) of the Companies Act 2006, the income statement
of the Company is not presented. The Company's loss after tax was £7,532,000
(2024: profit after tax £466,000) for the period. The Company has not
recognised leases under IFRS 16 in its balance sheet as management have
concluded that the substance of the leases is held by and recognised in the
subsidiary, Took Us A Long Time Ltd. The financial statements on pages 45 to
86 were approved by the Board of Directors of the Company and authorised for
issue on 14 April 2026 and signed on their behalf by
DJ Plaut
Chief Executive Officer
14 April 2026
Company registration number: 5826464
Consolidated and Company statement of cash flows
For the year ended 28 December 2025
Group Company
52 weeks ended 28 December 52 weeks ended 29 December 52 weeks ended 28 December 52 weeks ended 29 December
Note 2025 2024 2025 2024
£'000 £'000 £'000 £'000
Operating activities
Net cash inflow/(outflow) from 28
operating activities 1,527 1,935 (160) (750)
Investing activities
Proceeds from sale of property,
plant and equipment 119 161 - -
Purchase of intangible assets 12 (2) - (2) -
Purchase of property, plant and 13
equipment (334) (288) - -
Purchase of investments - - (200) -
Loans to subsidiary undertakings - - (826) -
Interest received 121 122 - -
Net cash outflow from investing activities (96) (5) (1,028) -
Net cash inflow/(outflow) before financing activities
1,431 1,930 (1,188) (750)
Financing activities
Net proceeds from issues of ordinary shares 9,743 750 9,743 750
Finance expense 6 - (29) - -
Finance expense on lease liabilities (1,330) (1,376) - -
Principal paid on lease liabilities 29 (2,090) (2,151) - -
Net cash used in financing activities 6,323 (2,806) 9,743 750
Net increase/ (decrease) in cash and cash equivalents 7,754 8,555
(876) -
Cash and cash equivalents brought forward 3,301 4,177 - -
Cash and cash equivalents as at 11,055 3,301 8,555 -
the end of the period
Notes to the Financial Statements
for the year ended 28 December 2025
1 Accounting policies
Bow Street Group plc (formerly Tasty plc) is a publicly listed company
incorporated and domiciled in England and Wales. The Company's ordinary shares
are quoted on AIM. The Company's registered address is 32 Charlotte Street,
London, WC1T 2NQ. The Group's principal activity is the operation of
restaurants.
(a) Statement of compliance
These financial statements of the Group and Company have been prepared in
accordance with International Financial Reporting Standards, International
Accounting Standards and Interpretations (collectively IFRS) issued by the
International Accounting Standards Board (IASB) as adopted by the United
Kingdom ("adopted IFRSs"). These financial statements have also been prepared
in accordance with those parts of the Companies Act 2006 that are relevant to
companies that prepare their financial statements in accordance with IFRS.
(b) Basis of preparation
The financial statements cover the 52-week period ended 28 December 2025, with
a comparative period of the 52-week period ended 29 December 2024. The
financial statements are presented in sterling, rounded to the nearest
thousand and are prepared on the historical cost basis. The accounting
policies of the Company are consistent with the policies adopted by the Group.
The parent company has not presented its own income statement, statement of
total comprehensive income and related notes as permitted by section 408 of
the Companies Act 2006.
The Group has changed its allocation of expenses between Cost of Sales and
Operating Expenses for the year ended 28 December 2025. This has necessitated
a corresponding restatement of prior year comparatives in the Consolidated
Statement of Comprehensive Income, with no net impact on reported profit for
the prior year.
(c) Going concern
The consolidated financial statements have been prepared on a going concern
basis. Given the risk analysis set out in the Strategic Report on pages 5 to
12 and after reviewing the Group's balance sheet position as at 28 December
2025, the forecasts for the next financial year, other longer term plans, the
September 2025 equity fund raise and Group's financial resources including the
availability of further equity issues and putting in place a moderate level of
long term bank facilities and operational cash flow where cash from revenues
are received within 3 days, the Board has a reasonable expectation that the
Group has adequate resources to continue in operational existence for the
foreseeable future. Therefore, the Board is satisfied that, at the time of
approving the financial statements, it is appropriate to adopt the going
concern basis in preparing the financial statements.
(d) Leases
The Group's accounting policies for leases are as follows:
Lessee accounting
IFRS 16 distinguishes between leases and service contracts on the basis of
whether the use of an identified asset is controlled by the customer. Control
is considered to exist if the customer has:
• The right to obtain substantially all of the economic benefits
from the use of an identified asset; and
• The right to direct the use of that asset in exchange for
consideration.
All leases are accounted for by recognising a right-of-use asset and a lease
liability except for:
• Leases of low value assets, and
• Leases with a duration of 12 months or less.
Subsequent to initial measurement lease liabilities increase as a result of
interest charged at a constant rate on the balance outstanding and are reduced
for lease payments made. Right-of-use assets are amortised on a straight-line
basis over the remaining term of the lease.
The Group's leases are held across Bow Street Group plc or Took Us Long Time
Ltd ("TUALTL"). In determining where the assets and liabilities should be
accounted for, we have reviewed which entity derives the benefit and rights to
use the asset. In assessing this we have reviewed where the trade occurs,
where staff are employed and where day to day activity is managed from. We
have concluded that the substance of the lease is that it is held by TUALTL
and accordingly recognised the lease liabilities within the TUALTL company
financial statements.
The lease liabilities recognised in TUALTL but in the name of Bow Street Group
plc totalled £22.5m at 28 December 2025 (29 December 2024: £24.0m).
Accordingly, this balance represents a contingent liability for the Company
only.
Lessor accounting
Under IFRS 16, a lessor continues to classify leases as either finance leases
or operating leases and account for those two types of leases differently.
Based on an analysis of the Group's operating leases as at 28 December 2025 on
the basis of the facts and circumstances that exist at that date, the
Directors of the Group have assessed that the impact of this change has not
had any impact on the amounts recognised in the Group's consolidated financial
statements.
Short-term leases and leases of low-value assets
The Group has elected not to recognise right-of-use assets and lease
liabilities for short-term leases that have a lease term of 12 months or less
and leases of low value assets. The Group recognises these payments as an
expense on a straight-line basis over the lease term. Currently the Group has
no low value assets or short-term leases.
Covid-19 related rent concessions
IFRS 16 defines a lease modification as a change in the scope of a lease, or
the consideration for a lease, that was not part of the original terms and
conditions of the lease. The Group has considered the Covid-19 related rent
concessions and applied the lease modifications accounting.
(e) Changes in accounting policies and disclosures
New standards, amendments to standards or interpretations adopted by the Group
Amendments to accounting standards applied in the 52 weeks ended 28 December
2025 were as follows:
• IAS 21: Lack of Exchangeability
The application of these did not have a material impact on the Group's
accounting treatment and has therefore not resulted in any material changes.
New standards, amendments to standards or interpretations not yet adopted by
the Group
The following new standards, amendments to standards or interpretations are
mandatory for the first time for the financial years beginning on or after 1
January 2026. No standards have been early adopted by the Group.
· IFRS 9 and IFRS 7 amendments - Classification and measurement of
financial instruments.
· Annual improvements to IFRS Accounting Standards - Volume 11
· IFRS 9 and IFRS 7 amendments - Contracts referencing nature dependent
electricity
The following new standards, amendments to standards or interpretations are
mandatory for the first time for the financial years beginning on or after 1
January 2027. No standards have been early adopted by the Group.
· IFRS 18 - Presentation and disclosure in financial statements
· IFRS 19 - Subsidiaries without public accountability: disclosures
We are currently assessing the impact of these new accounting standards and
amendments. The amendments are not expected to have any significant impact on
the Group.
(f) Basis of consolidation
The consolidated financial statements consolidate the results of the Company
and its subsidiary undertakings, Took Us A Long Time Limited and The Ventnor
Bay Company Limited. The accounting periods of the subsidiary undertakings are
coterminous with that of the Company.
The accounting policies of the subsidiary are consistent with those of the
Group. Inter-company transactions, balances and unrealised gains on
transactions between group companies are eliminated.
(g) Revenue
The Group's revenue is derived from goods and services provided to the
customers from dine-in, delivery and takeaway. Revenue is recognised at the
point in time when control of the goods has transferred or service provided to
the customer. Control passes to the customers at the point at which food and
drinks are provided and the Group has a present right for payment.
(h) Other income
Included in Other income is rental income from operating leases. Rental
income is recognised in the period to which it relates and rent-free periods
would be spread over the terms of the lease. The cost of these leases is
included within the cost of sales. The Group has recognised the insurance
settlement, Apprenticeship Government funding and lease compensation in Other
income.
(i) Retirement benefits: Defined contribution schemes
Contributions to defined contribution pension schemes are charged to the
consolidated income statement in the period to which they relate.
(j) Share based payments
Certain employees (including Directors and senior executives) of the Group
receive remuneration in the form of share-based payment transactions, whereby
employees render services as consideration for equity instruments (e.g.
options, shares etc).
The cost of this is measured by reference to the fair value at the date on
which they are granted. The fair value is determined by using an appropriate
pricing model (e.g. Black-Scholes, binomial or Monte Carlo model).
The cost of equity-settled transactions is recognised, together with a
corresponding increase in equity, over the period in which the performance
and/or service conditions are fulfilled, ending on the date on which the
relevant employees become fully entitled to the award (the vesting date). The
cumulative expense recognised for equity-settled transactions at each
reporting date until the vesting date reflects the extent to which the vesting
period has expired and the Group's best estimate of the number of equity
instruments that will ultimately vest. The profit or loss charge or credit for
a period represents the movement in cumulative expense recognised as at the
beginning and end of that period.
No expense is recognised for awards that do not ultimately vest, except for
awards where vesting is conditional upon a market condition, which are treated
as vesting irrespective of whether or not the market condition is satisfied,
provided that all other performance and/or service conditions are satisfied.
The dilutive effect of outstanding options is reflected as additional share
dilution in the computation of earnings per share.
(k) Borrowing costs
Borrowing costs, principally interest charges, are recognised in the income
statement in the period in which they are incurred. Borrowings are
recognised initially at fair value, net of transaction costs incurred.
Borrowings are subsequently carried at amortised cost; any difference between
the proceeds (net of transaction costs) and the redemption value is recognised
in the income statement over the period of the borrowings using the effective
interest method.
Fees paid on the establishment of loan facilities are recognised as
transaction costs of the loan to the extent that it is probable that some or
all of the facility will be drawn down. This is also applicable to fees for
amendments to the loan facilities. In this case, the fee is deferred until the
drawdown occurs. To the extent there is no evidence that it is probable that
some or all of the facility will be drawn down, the fee is capitalised as a
pre-payment for liquidity services and amortised over the period of the
facility to which it relates.
(l) Externally acquired intangible assets
Externally acquired intangible assets are initially recognised at cost and
subsequently amortised on a straight-line basis over their useful economic
lives. The amortisation expense is included within the cost of sales line in
the consolidated income statement.
The significant intangibles recognised by the Group and their useful economic
lives are as follows:
Intangible asset Useful economic life
Trademarks 10 years
(m) Property, plant and equipment
Items of property, plant and equipment are stated at cost less accumulated
depreciation (see below) and impairment losses.
Depreciation is provided to write off the cost or valuation, less estimated
residual values, of all fixed assets, evenly over their expected useful lives
and it is calculated at the following rates:
Leasehold improvements over the period of the lease
Fixtures, fittings and equipment 10% per annum straight line
Computers 20%-33% per annum straight line
Electric Vehicle 20% per annum straight line
Right-of-use assets over the period of the lease
Property, plant and equipment are reviewed for impairment in accordance with
IAS 36 Impairment of Assets, when there are indications that the carrying
value may not be recoverable. Impairment charges are recognised in the
statement of comprehensive income. See note 2(d) for further details.
(n) Non-current assets held for sale
Non-current assets are classified as held for sale when the Board plans to
sell the assets and no significant changes to this plan are expected. The
assets must be available for immediate sale, an active programme to find a
buyer must be underway and be expected to be concluded within 12 months with
the asset being marketed at a reasonable price in relation to the fair value
of the asset.
Non-current assets classified as held for sale are measured at the lower of
their carrying amount immediately prior to being classified as held for sale
and fair value less costs of disposal. Following their classification as held
for sale, non-current assets are not depreciated.
(o) Provisions
The Group has recognised provision for dilapidations for a number of sites,
where the need to carry out the work has been identified but a full survey and
commission has not been undertaken and therefore management has applied their
judgment in determining the provision.
(p) Loans and receivables
The Group's loans and receivables comprise trade and other receivables and
cash and cash equivalents in the balance sheet. The Company's loans and
receivables comprise only inter-Company receivables. Cash and cash equivalents
include cash in hand and deposits held with banks. They are initially
recognised at fair value plus transaction costs that are directly attributable
to their acquisition or issue and are subsequently carried at amortised cost
using the effective interest rate method, less provision for impairment.
Impairment provisions for trade receivables are recognised based on the
simplified approach within IFRS 9 using a provision matrix in the
determination of the lifetime expected credit losses. During this process the
probability of the non-payment of the trade receivables is assessed. This
probability is then multiplied by the amount of the expected loss arising from
default to determine the lifetime expected credit loss for the trade
receivables. For trade receivables, which are reported net, such provisions
are recorded in a separate provision account with the loss being recognised in
the consolidated statement of comprehensive income. On confirmation that the
trade receivable will not be collectable, the gross carrying value of the
asset is written off against the associated provision.
Impairment provisions for receivables from the company's subsidiary recognised
based on a forward-looking expected credit loss model which uses the forecast
results of the subsidiary as a key input. The methodology used to determine
the amount of the provision is based on whether there has been a significant
increase in credit risk since initial recognition of the financial asset. For
those where the credit risk has not increased significantly since initial
recognition of the financial asset, twelve month expected credit losses along
with gross interest income are recognised. For those for which credit risk has
increased significantly, lifetime expected credit losses along with the gross
interest income are recognised. For those that are determined to be credit
impaired, lifetime expected credit losses along with interest income on a net
basis are recognised.
(q) Apprenticeship funding and levy
The payments made under the levy represent a prepayment for training services
expected to be received and is recognised as an asset until the receipt of the
service. When the training service is received, an appropriate expense is
recognised. The apprenticeship grant income is deferred until apprentices
receive training under the rule of the scheme and we are satisfied that we
have fully complied with the scheme. In the period to 29 December 2024, the
Group has recognised the apprenticeship funding as Other Income. This is due
to the apprenticeship programme's conclusion in early 2024 and the expiration
of the inspection window.
(r) Financial liabilities
Financial liabilities include trade payables, and other short-term monetary
liabilities, which are initially recognised at fair value and subsequently
carried at amortised cost.
Bank borrowings were initially recognised at fair value and subsequently
measured at amortised cost using the effective interest method. Interest
expense includes initial transaction costs and any premium payable on
redemption as well as any interest payable while the liability is outstanding.
(s) Inventories
Raw materials and consumables
Inventories are stated at the lower of cost and net realisable value. Cost
comprises costs of purchase and other costs incurred in bringing the
inventories to their present location and condition. Net realisable value is
based on estimated selling price less costs incurred up to the point of sale.
Crockery and utensils (Smallwares)
Smallware inventories are held at cost which is determined by reference to the
quantity in issue to each restaurant. Smallware inventory relates to small
value items which have short life spans relating to kitchen and bar equipment.
These items are recorded under inventory as they are utilised in providing
food and beverage to customers.
(t) Taxation
Tax on the profit and loss for the year comprises current and deferred tax.
Tax is recognised in the profit and loss except to the extent that it relates
to items recognised directly in equity, in which case it is recognised in
equity. Current tax is the expected tax payable or receivable on the taxable
income or loss for the year, using tax rates enacted or substantively enacted
at the balance sheet date, and any adjustment to tax payable in respect of
previous years.
Deferred tax assets and liabilities are recognised where the carrying amount
of an asset or liability in the balance sheet differs from its tax base,
except for differences arising on:
· The initial recognition of goodwill
· The initial recognition of an asset or liability in a transaction
which is not a business combination and at the time of the transaction affects
neither accounting or taxable profit.
Recognition of deferred tax assets is restricted to those instances where it
is probable that taxable profit will be available against which the difference
can be utilised.
Deferred tax is provided using the balance sheet liability method, providing
for all temporary differences between the carrying amounts of assets and
liabilities recorded for reporting purposes and the amounts used for tax
purposes.
The amount of the asset or liability is determined using tax rates that have
been enacted or substantively enacted by the reporting date and are expected
to apply when the deferred tax liabilities or assets are settled or recovered.
Deferred tax balances are not discounted.
(u) Investments
Investments in subsidiaries are included in the Company's Statement of
Financial Position at cost less provision for impairment.
(v) Share capital
The Company's ordinary shares are classified as equity instruments.
(w) Operating profit
Operating profit is stated after all expenses, but before financial income or
expenses. Highlighted items are items of income or expense which because of
their nature and the events giving rise to them, are not directly related to
the delivery of the Group's restaurant service to its patrons and merit
separate presentation to allow shareholders to understand better the elements
of financial performance in the year, so as to facilitate comparison with
prior periods and to assess better trends in financial performance.
(x) Earnings per share
Basic earnings per share values are calculated by dividing net profit/(loss)
for the year attributable to ordinary equity holders of the parent by the
weighted average number of ordinary shares outstanding during the year.
2 Critical accounting estimates and judgements
The preparation of the Group's financial statements requires management to
make certain estimates, judgements and assumptions that affect the reported
amount of assets and liabilities, and the disclosure of contingent liabilities
at the statement of financial position date and amounts reported for revenues
and expenses during the year.
However, uncertainty about these assumptions and estimates could result in
outcomes that could require a material adjustment to the carrying amount of
the assets or liability affected in the future. Estimates and judgements are
continually evaluated based on historical experience and other factors,
including expectations of future events that are believed to be reasonable
under the circumstances. In the future, actual experience may differ from
these estimates and assumptions. The estimates and assumptions that have a
significant risk of causing a material adjustment to the carrying amounts of
assets and liabilities within the next financial period are discussed below.
(a) Share based payments (Note 25)
The Group operates equity share-based remuneration schemes for employees.
Employee services received and the corresponding increase in equity are
measured by reference to the fair value of the equity instruments at the date
of grant, excluding the impact of any non-market vesting conditions. The fair
value of share options is estimated by using valuation models, such as
Black-Scholes, binomial or the Monte Carlo model on the date of grant based on
certain assumptions. Those judgements, estimates and assumptions are described
in Note 25 and include, among others, the dividend growth rate, expected
volatility, expected life of the options (for options with market conditions)
and number of options expected to vest.
(b) Accruals (Note 18)
In order to provide for all valid liabilities which exist at the balance sheet
date, the Group is required to accrue for certain costs or expenses which have
not been invoiced and therefore the amount of which cannot be known with
certainty. Such accruals are based on management's best estimate and past
experience. Delayed billing in some significant expense categories
such as utility costs can lead to sizeable levels of accruals. The total value
of accruals as at the balance sheet date is set out in note 18.
(c) Impairment reviews (Note 13)
In performing an impairment review in accordance with IAS 36 it has been
necessary to make estimates and judgements regarding the future performance
and cash flows generated by individual trading units which cannot be known
with certainty. The Group views each restaurant as a separate cash generating
unit ("CGU"). Where the circumstances surrounding a particular trading unit
have changed then forecasting future performance becomes extremely judgemental
and for these reasons the actual impairment required in the future may differ
from the charge made in the financial statements. When assessing a CGU
recoverable amount, the value in use calculation uses a discounted cash flow
model which is sensitive to the discount rate and the growth rate used after
taking into account potential sale value. The fair values were calculated
based on cash flows discounted using a current lending rate. They are
classified as level 3 fair values in the fair value hierarchy due to the
inclusion of unobservable inputs. The cashflow projections are influenced by
factors which are inherently uncertain to forecast such as footfall and
inflation and non-controllable costs such as rates and license costs.
All assets (ROU and fixed assets) are reviewed for impairment in accordance
with IAS 36 Impairment of Assets, when there are indications that the carrying
value may not be recoverable. Impairment charges are recognised in the
statement of comprehensive income.
All assets are subject to impairment tests whenever events or changes in
circumstances indicate that their carrying amount may not be recoverable.
Where the recoverable amount is higher than the carrying amount of the CGU, no
further assessment is required. Where the carrying value of an asset or a
CGU exceeds its recoverable amount (i.e. the higher of value in use and fair
value less costs to dispose of the asset), the asset is written down
accordingly. In the absence of any information about the fair value of a
CGU, the recoverable amount is deemed to be its value in use. Value in use is
calculated using cash flows over the remaining life of the lease for the CGU
discounted at 8.75% (2024: 9.25%), being the rate considered to reflect the
risks associated with the CGUs. The discount rate is based on the Group's
weighted average cost of capital ("WACC") and an allowance for risk which is
used across all CGUs due to their similar characteristics. The discount rate
in 2025 has decreased in line with the Bank of England base rate. The lease
length used in the value in use calculations is management's best estimate of
the expected life at the impairment review date.
The cost-of-living crisis has resulted in increased uncertainty in the
performance across CGUs over the short-term future and the cashflow over the
next 12 months may not always be indicative of the future cashflows.
Historically a combination of past performance and future trading forecast is
often used as a guide in estimating future cashflow, or comparison with
similar sites. In assessing the current impairment provision there has been
a greater reliance on longer term future forecasts as short-term forecasts are
impacted by the "cost of living crisis" and inflation. The cashflow of each
CGU has been determined based on management's judgement of performance, impact
of the utility costs and expected recovery in future years and therefore each
CGU's cashflow has been selected based on an individual criterion.
Management's judgement has been applied in selecting this criterion due to the
uncertainty arising from amongst other conditions, cost of living increases
and utility cost pressures and therefore a 0.5% growth rate (2024: 0.5%) has
been applied. Included within the cashflow is management's estimate of the
capital expenditure required to maintain performance of the sites in the
future years. The carrying amount of Fixed Assets and ROU assets and the
sensitivity of the carrying amounts to the assumptions and estimates are
outlined in Note 13.
(d) Intercompany provision (Note 17)
In carrying out a review of intercompany loan in accordance with IFRS 9 it has
been necessary to make estimates and judgements regarding the repayment of the
loan by its subsidiary to the Company. A sensitivity analysis has been
performed on the repayment of loan value.
(e) Crockery and utensils (Smallwares) inventory
The cost of replenishing smallwares is expensed directly through the income
statement. Smallwares is recognised at historic cost and tested for impairment
on an annual basis.
(f) Lease liabilities (Note 1(d))
The calculation of lease liabilities requires the Group to determine an
incremental borrowing rate ("IBR") to discount future minimum lease payments.
The IBR is the rate of interest that the Group would have to pay to borrow
over a similar term, and with a similar security, the funds necessary to
obtain an asset of a similar value to the right-of-use asset in a similar
economic environment. The IBR rate of 4.5% therefore reflects what the Group
'would have to pay', which requires estimation when no observable rates are
available or when they need to be adjusted to reflect the terms and conditions
of the lease. As at 28 December 2025, a sensitivity analysis has been
conducted on the lease liabilities which shows that increasing the IBR rate by
1% will decrease the lease liability by £1.3m and decrease the right-of-use
asset pre-impairment by £1.7m.
(g) Provision
A dilapidation provision is made for a number of sites, where the need to
carry out the work has been identified but a full survey and commission has
not been undertaken and therefore management has applied their judgment in
determining the provision. In arriving at the dilapidation provision for
these sites management have reviewed the leases and have used their judgement
and experience gained from years of working in hospitality and property
industry.
(h) Lease recognition
The Group's leases are held across the Company or TUALTL. In determining
where the assets and liabilities should be accounted for, we have reviewed
which entity derives the benefit and rights to use the asset. In assessing
this we have reviewed where the trade occurs, where staff are employed and
where day to day activity is managed from. We have adjudged that the
substance of the lease is that it is held by TUALTL and accordingly recognised
the lease liabilities within the TUALTL entity accounts.
3 Revenue, other income and segmental analysis
The Group's activities, comprehensive income, assets and liabilities are
wholly attributable to one operating segment (operating restaurants) and
arises solely in the one geographical segment (United Kingdom) that the Group
is located and operates in. All the Group's revenue is recognised at a point
in time being when control of the goods has transferred to the customer.
An analysis of the Group's total revenue is as follows:
52 weeks ended 28 December 2025 52 weeks ended 29 December
2024
£'000 £'000
Sale of goods and services: dine-in 28,089 33,241
Sale of goods and services: delivery and takeaway 3,249 3,374
31,338 36,615
An analysis of the Group's other income is as follows:
52 weeks ended 52 weeks ended
28 December 29 December
2025 2024
£'000 £'000
Sub-let site rental income 54 106
Insurance settlement - 2,500
Apprenticeship Government funding - 198
Lease compensation - 311
Other 111 94
165 3,209
4 Operating (loss)/profit
52 weeks 52 weeks
ended ended
28 December 29 December
2025 2024
£'000 £'000
Operating (loss)/profit is stated at after charging:
Staff costs 14,684 16,640
Share based payments (125) 25
Post closure costs 39 222
Amortisation of intangible assets 3 3
Depreciation of right-of-use assets 1,634 1,890
Depreciation property, plant and equipment 948 1,316
Dilapidations provision charge (50) -
Restructure and consultancy (133) 1,770
Impairment of property, plant and equipment 2,395 466
Impairment of right-of-use assets 4,969 1,450
Loss on disposal of property, plant and equipment
424 225
Auditor remuneration:
Audit fee - Parent Company 16 15
- Group 16 15
financial statements
- Subsidiary 65 65
undertaking
There were no non-audit services provided by the Group's auditor
5 Highlighted items and alternative measures
Highlighted items charged/(credited) to operating expenses/other income
52 weeks 52 weeks
ended ended /
28 December 29 December
2025 2024
£'000 £'000
Loss on disposal of property, plant and equipment (424) (225)
Insurance settlement - 2,500
Restructure and consultancy 133 (1,770)
Impairment of property, plant and equipment (2,395) (466)
Impairment of right-of-use assets (4,969) (1,450)
Share based payments 125 (25)
Post closure costs (39) (222)
(Loss)/gain on lease modifications/disposals (39) 18,587
(7,608) 16,929
The above items have been highlighted to give more detail on items that are
included in the consolidated statement of comprehensive income and which when
adjusted shows a profit or loss that reflects the ongoing trade of the
business.
Adjusted EBITDA and adjusted loss after tax
Adjusted EBITDA and Adjusted Headline EBITDA are key measures for the Group as
well as industry analysts as they are indicative of ongoing EBITDA generation
of the businesses. Adjusted EBITDA is defined as EBITDA before share based
payments and pre-opening costs, where EBITDA is defined as operating profit
before depreciation and amortisation, amortisation of brand, impairment of
property, plant and equipment, impairment of goodwill and intangible assets,
impairment and changes in fair value of investments, COVID19 related costs,
restructuring costs, costs of reverse acquisition, cost of acquisition and
loss on disposal of property, plant and equipment. Adjusted Headline EBITDA is
defined as Adjusted EBITDA less rent expense calculated on an accrual basis
which excludes the effect of IFRS16.
52 weeks 52 weeks
ended ended
28 December 29 December
2025 2024
£'000 £'000
(Loss)/profit for the year (9,335) 16,047
Highlighted items 7,608 (16,929)
Adjusted Loss after tax (1,727) (882)
Income tax - -
Finance expense 1,330 1,405
Finance income (121) (122)
Operating (loss)/profit before highlighted items (518) 401
Depreciation of PP&E and amortisation 951 1,319
Depreciation of right-of-use assets 1,634 1,890
Adjusted EBITDA 2,067 3,610
Adjustment for rent expenses (3,455) (3,903)
Adjusted Headline EBITDA (pre IFRS16) (1,388) (293)
Operating expenses
Reconciliation of Operating Expenses to Adjusted Operating Expenses (operating
expenses before highlighted items):
52 weeks 52 weeks
ended ended
28 December 29 December
Restated
2025 2024
£'000 £'000
Operating Expenses (17,585) 2,161
Highlighted items (excluding items in relation to other income) 7,608 (14,429)
Adjusted Operating Expenses (9,977) (12,268)
6 Finance income and expense
52 weeks ended 52 weeks ended
28 December 2025 29 December 2024
£'000 £'000
Interest receivable 121 122
Finance income 121 122
Interest payable - 29
Finance expense on lease liabilities 1,330 1,376
Finance expense 1,330 1,405
7 Employees
The average monthly number of persons (including Directors) employed by the
Group and the Company during the year was:
Group Company
52 weeks ended 28 December 2025 52 weeks ended 29 December 2024 52 weeks ended 28 December 2025 52 weeks ended 29 December 2024
No. No. No. No.
Administration and Management 23 24 4 3
Restaurants 640 783 - -
663 807 4 3
The staff costs of persons employed by the Group during the year were:
Group Company
52 weeks ended 28 December 2025 52 weeks ended 29 December 2024 52 weeks ended 28 December 2025 52 weeks ended 29 December 2024
Staff costs (including Directors) consist of: £'000 £'000 £'000 £'000
Wages and salaries 13,146 15,147 89 -
Social security costs 1,349 1,232 14 -
Other pension costs 189 261 2 -
Equity settled share-based payment expense (125) 25 8 -
14,559 16,665 113 -
Of the total staff costs £13,279,000 (2024: £14,921,000) was classified as
cost of sales and £1,280,000 (2024: £1,397,000) as operating expenses (2024:
£1,744,000). Redundancy costs of £57,000 (2024: £246,000) have been
included as a cost of Restructure and Consultancy in Note 4.
8 Directors' remuneration
The remuneration of Directors, who are the key management personnel of the
Group and Company, is set out in aggregate and on a paid basis below. Further
details of directors' remuneration can be found in the tables of directors'
remuneration report on pages 34 to 36.
Group Company
52 weeks ended 28 December 2025 52 weeks ended 29 December 2024 52 weeks ended 28 December 2025 52 weeks ended 29 December 2024
£'000 £'000 £'000 £'000
Salaries, fees and other short term benefits 395 277 89 -
Social security costs 59 32 14 -
Defined contribution pension costs 2 - 2 -
Equity settled share-based payment expense 9 15 8 -
465 324 113 -
Benefits in kind includes private medical insurance for all executive
directors and a company car for one executive director.
The highest paid director during the year received £226,000 (2021: £172,000)
9 Income tax expense
52 weeks ended 52 weeks ended
28 December 2025 29 December 2024
£'000 £'000
UK Corporation tax
Adjustment in respect to previous years - -
Total current tax - -
Deferred tax
Origination and reversal of temporary differences - -
Total deferred tax - -
Total income tax credit - -
The tax charge for the period is lower than the standard rate of (2024: lower
than) corporation tax in the UK. The differences are explained below:
52 weeks ended 28 December 2025 52 weeks ended 29 December 2024
£'000 £'000
(Loss)/profit before tax (9,335) 16,047
Tax on (loss)/profit at the ordinary rate of corporation
tax in UK of 25% (2024 - 25%) (2,333) 4,011
Effects of
Fixed assets differences 620 141
Expenses not deductible for tax 8 276
Income not taxable for tax purposes (33) -
Movement in deferred tax not recognised 1,738 (4,428)
Total tax charge - -
Factors affecting future tax charges
There should be no factors affecting future tax charges as the corporation tax
rate has remained static at 25% (i.e. has not increased or decreased).
10 Earnings per share
52 weeks ended 52 weeks ended
28 December 2025 29 December 2024
£'000 £'000
(Loss)/profit for the purposes of basic and diluted earnings per share (9,335) 16,047
Adjusted Loss after tax for the purposes of Adjusted basic and diluted
earnings per share
(1,727) (882)
52 weeks ended 52 weeks ended
28 December 2025 29 December 2024
Number '000 Number '000
Weighted average number of shares for the calculation of basic earnings per 843,973 167,766
share
Effect of dilutive potential ordinary shares:
Ordinary B shares - 10,451
Share options - 5,105
Weighted average number of shares for the calculation of diluted earnings per 843,973 183,323
share
52 weeks ended 52 weeks ended
28 December 2025 29 December 2024
Pence Pence
Basic (loss)/earnings per ordinary share (1.11)p 9.57p
Diluted (loss)/earnings per ordinary share (1.11)p 8.75p
Adjusted Basic (loss)/earnings per ordinary share (0.20)p (0.50)p
Adjusted Diluted (loss)/earnings per ordinary share (0.20)p (0.50)p
The basic and diluted (loss)/profit per ordinary share figures are calculated
by dividing the net (loss)/profit for the period attributable to shareholders
by the weighted average number of ordinary shares in issue during the period.
The diluted earnings per share figure allows for the dilutive effect of the
conversion into ordinary shares of the weighted average number of options
outstanding during the period. During a period where the Group makes a loss,
accounting standards require that dilutive shares for the Group be excluded in
earnings per share calculation because they will reduce the reported loss per
share; consequently diluted earnings per share are the same as basic earnings
per share for the year ended 28 December 2025.
11 Dividend
No final dividend has been proposed by the Directors (2024: £nil).
12 Intangible assets
Group
Trademarks Total
£'000 £'000
Cost
As at 31 December 2023 and 29 December 2024 78 78
Additions 2 2
As at 28 December 2025 80 80
Accumulated amortisation
As at 31 December 2023 47 47
Amortisation for the period 3 3
As at 29 December 2024 50 50
Amortisation for the period 3 3
As at 28 December 2025 53 53
Net book value
At 28 December 2025 27 27
At 29 December 2024 28 28
Company
Trademarks Total
Cost and net book value £'000 £'000
As at 31 December 2023 and 29 December 2024
- -
Additions 2 2
As at 28 December 2025 27 27
13 Property, plant and equipment and right-of-use assets
Group Leasehold improvements Furniture and fixtures computer equipment & vehicle Total fixed assets Total
Right-of-use assets
£'000 £'000 £'000 £'000 £'000
Cost
At 31 December 2023 37,314 10,964 48,278 55,919 104,197
Additions 60 228 288 764 1,052
Lease modifications - - - 24 24
Disposals (11,272) (2,700) (13,972) (17,606) (31,578)
Reclassified as held for sale (663) (81) (744) (471) (1,215)
At 29 December 2024 25,439 8,411 33,850 72,480
38,630
Additions 67 267 334 - 334
Lease modifications - - - 90 90
Disposals (2,674) (1,000) (3,674) (2,707) (6,381)
Reclassified as held for sale (919) (396) (1,315) (1,761) (3,076)
At 28 December 2025 21,913 7,282 29,195 63,447
34,252
Accumulated depreciation
At 31 December 2023 27,058 8,972 36,030 32,630 68,660
Provided for the period 770 546 1,316 1,890 3,206
Impairment 253 213 466 1,450 1,916
Disposals (11,204) (2,749) (13,953) (17,605) (31,558)
Reclassified as held for sale (613) (39) (652) (450) (1,102)
At 29 December 2024 16,264 6,943 23,207 41,122
17,915
Provided for the period 578 370 948 1,634 2,582
Impairment 2,208 187 2,395 4,969 7,364
Disposals (2,289) (930) (3,219) (2,707) (5,926)
Reclassified as held for sale (919) (390) (1,309) (1,755) (3,064)
15,842 6,180 22,022 42,078
At 28 December 2025 20,056
Net book value
At 28 December 2025 6,071 1,102 7,173 14,196 21,369
At 29 December 2024 9,175 1,468 10,643 20,715 31,358
During the 52 weeks ended 28 December 2025, the Group recognised an impairment
charge of £7,365,000 (2024: £1,916,000) due to impairment of ROU assets
£4,969,000 (2024: £1,450,000) and impairment of fixed assets £2,395,000
(2024: £466,000). The impairment movement is due to the reassessment by each
individual CGU following a change in performance and/or change in assets.
The impairment calculation is sensitive to changes in the assumptions and
estimates used in the underlying forecasts of future performance and cash
flows.
A 1% decrease in the discount rate would reduce the net impairment charge by
£615,000, an increase of 1% would increase the impairment charge by £640,000
and a 1% increase in the growth rate would reduce the impairment charge by
£539,000.
The total carrying value of the CGUs that have been impaired in the period is
£17,858,000 (2024: £19,319,000). These have been impaired to their value in
use of £9,984,000 (2024: £16,312,000). The total carrying value of the CGUs
that have been released in the period is £3,197,000 (2024: £14,493,000).
Assets held for sale accounted for a carrying value of £1,005,000 (2024:
£241,000) and impaired to value in use of £12,000 (2024: £113,000).
The key judgements and estimates in the inputs in calculating the impairments
are outlined in note 2(c).
Company
The Company holds no property, plant and equipment.
14 Lease Liabilities
Group 28 December 2025 29 December 2024
£'000 £'000
Current
Lease liabilities 1,626 1,407
1,626 1,407
Non-current
Lease liabilities 25,331 27,500
25,331 27,500
26,957 28,907
Due within one year 1,626 1,407
Due two to five years 8,790 11,646
Due over five years 16,541 15,854
Total 26,957 28,907
Lease liabilities are measured at the present value of the remaining lease
payments, discounted using the Group's incremental borrowing rate of 4.5% and
the Bank of England ("BoE") base rate at the time of any lease modification or
a new lease. The average rate used for modification in 2025 was 4.96% (2024:
4.89%). The lease liabilities as at 28 December 2025 were £26,957,000 (2024:
£28,907,000).
The right-of-use assets all relate to property leases. The right-of-use assets
as at 28 December 2025 were £14,196,000 (2024: £20,715,000). During the
period ended 28 December 2025 the Group made a provision for impairment of the
right-of-use assets against a number of sites totalling £4,969,000 (2024:
impairment of £1,450,000).
Included in profit and loss for the period is £1,634,000 (2024: £1,890,000)
depreciation of right-of-use assets and £1,330,000 (2024: £1,376,000)
financial expenses on lease liabilities.
15 Investments
£'000
Company
At 31 December 2023 3,403
Share based payment in respect of subsidiary 25
At 29 December 2024 3,428
Share based payment in respect of subsidiary (132)
Investment in Ventnor Bay Company Limited 200
Impairment of investment in Took Us A Long Time Limited (3,296)
At 28 December 2025 200
As at 28 December 2025, the Company had the following subsidiary undertakings
which are all registered in England and Wales with registered offices at 32
Charlotte Street, London W1T 2NQ.
Name of subsidiary Class of Holding Holding % Nature of business
Took Us a Long Time Ltd Ordinary 100% Operation of restaurants
The Ventnor Bay Company Ltd Ordinary 100% Dormant
Ait Group Ltd Ordinary 100% Dormant
Project Verona Ltd* Ordinary 100% Dormant
*held direct and indirectly
The Company has guaranteed the liabilities of The Ventnor Bay Company Limited
(company number: 15865892) in order that they qualify for the exemption from
audit under Section 479A of the Companies Act 2006 in respect of the period
ended 28 December 2025.
16 Inventories
Group Company
28 December 2025 29 December 2024 28 December 2025 29 December 2024
£'000 £'000 £'000 £'000
Raw materials and consumables 523 517 - -
Smallware inventories 683 776 - -
1,206 1,293 - -
In the Directors' opinion there is no material difference between the
replacement cost of inventories and the amounts stated above. Raw material and
consumable inventory purchased and recognised as an expense in the period was
£8.3m (2024: £9.2m).
17 Trade and other receivables
Group Company
28 December 2025 29 December 2024 28 December 2025 29 December 2024
£'000 £'000 £'000 £'000
Included within non-current assets
Other receivables 15 15 - -
Amounts owed by subsidiary undertakings - - - 3,202
15 15 - 3,202
Included within current assets
Trade receivables 37 26 - -
Prepayments and other receivables 1,106 3,477 32 -
1,143 3,503 32 -
Total trade and other receivables 1,158 3,518 32 3,202
There has been an increase in the credit risk of this loan since it was
advanced due to the deterioration in the market and the resulting impact on
the performance of the trading company. The Company has previously made loans
to the trading subsidiary of £29.6m (2024: £28.7m).
The Directors of the Company consider this loan to be classed as Level 2 under
the General Approach set out in IFRS 9. The Company has made provisions of
£29.6m (2024: £25.5m) which represents the lifetime expected credit losses.
In assessing the lifetime expected credit losses consideration has been given
to a number of factors including internal forecasts of EBITDA, cashflow and
the consolidated net asset value of the Group at the balance sheet date.
18 Trade and other payables
Group Company
28 December 2025 29 December 2024 28 December 2025 29 December 2024
£'000 £'000 £'000 £'000
Included within current liabilities
Trade payables 2,694 3,233 64 -
Taxations and social security 1,283 2,239 - -
Accruals and deferred income 2,730 4,125 9 -
Other payables 261 381 - -
6,968 9,978 73 -
Included within non-current liabilities
Other payables 15 72 - -
15 72 - -
6,983 10,050 73 -
Included within group trade payables are £0.2m (2024: £0.2m) due to related
parties (note 27).
19 Provisions
Group Company
28 December 2025 29 December 2024 28 December 2025 29 December 2024
£'000 £'000 £'000 £'000
At the beginning of the period 342 342 - -
Dilapidations provision utilised in the period (50) - - -
At the end of the period 292 342 - -
The Group has historically recognised a provision of £0.3m for dilapidations
for a number of sites, where the need to carry out restoration work has been
identified but a full survey and commission has not been undertaken and
therefore management has applied their judgment in determining the provision.
20 Deferred tax
Group Company
28 December 2025 29 December 2024 28 December 2025 29 December 2024
£'000 £'000 £'000 £'000
At the beginning of the period - - - -
Profit and loss credit/(charge) - - - -
- - - -
Accelerated capital allowances - - - -
Tax losses carried forward - - - -
At the end of the period - - - -
The Group has losses of £23,902,000 (2024: £16,962,000) which, subject to
agreement with HM Revenue & Customs, are available to offset against the
respective Group company's future profits. A deferred taxation asset in
respect of these losses of £5,944,000 (2024: £4,238,000) has not been
recognised in the financial statements. Although the Directors are confident
that the Group will achieve future profitability in line with current
expectations the timing of such profits is uncertain and therefore the
directors have not recognised the deferred tax asset.
The Company has losses of £ 699,000 (2024: £499,000) which, subject to
agreement with HM Revenue & Customs, are available to offset against the
respective Company's future profits. A deferred taxation asset in respect of
these losses of £175,000 (2024: £125,000) has not been recognised in the
financial statements. Although the Directors are confident that the Group will
achieve future profitability in line with current expectations the timing of
such profits is uncertain and therefore the directors have not recognised the
deferred tax asset.
21 Share capital
Number Number Number £'000
Ordinary Ordinary B Deferred
Called up and fully paid:
Ordinary shares of 0.1 pence 146,315,304 - - 141
Ordinary B shares of 0.00001 pence - 10,451,094 - -
Deferred shares of 9.9 pence - - 59,795,496 5,920
At 31 December 2023 146,315,304 10,451,094 59,795,496 6,061
Ordinary Shares issued on conversion of loan 51,369,863 - 51
-
At 29 December 2024 197,685,167 10,451,094 59,795,496 6,112
Ordinary Shares Issued 2,063,587,240 - - 2,069
At 29 December 2025 2,261,272,407 10,451,094 59,795,496 8,181
Share capital represents the nominal value of ordinary shares issued.
On April 2024, the Group entered a loan agreement with a secured creditor for
£750,000 to fund the implementation of the Restructuring Plan and provide
additional working capital. On 26 July 2024, the full principal amount of the
loan was converted to 51,369,863 ordinary shares of 0.1p each ("Ordinary
Shares").
On 4 September 2025, the Company raised £10.1m, before expenses, from the
issue of 2,023,587,240 new Ordinary Shares at 0.5p per share. On the same day,
the Company issued a further 40,000,000 Ordinary Shares at the same issue
price to acquire the entire issued share capital of The Ventnor Bay Company
Limited.
22 Reserves
Share premium represents the amounts subscribed for share capital in excess of
nominal value less the related costs of share issue.
Retained deficit reserves represent the cumulative profit and loss net of
distributions.
The merger reserve arose in 2006 on the acquisition of Took Us A Long Time
Limited. In accordance with Companies Act 2006 S.612 'Merger Relief, the
company issuing shares as consideration for a business combination, accounted
at fair value, is obliged, once the necessary conditions are satisfied, record
the excess of the consideration received over the nominal value of the shares
issued to the merger reserve.
23 Leases
Operating leases where the Group is the lessor
The total future values of minimum operating lease receipts are shown below.
The receipts are from sub-tenants on contractual sub-leases.
28 December 2025 29 December
2024
£'000 £'000
Within one year: receipts 24 18
Within two to five years: receipts 97 96
Over five years: receipts 90 114
211 228
24 Pensions
The Group made contributions of £2,000 (2024: £nil) to the personal pension
plan of the Directors. During the year the Group made contributions to
employee pensions of £0.2m (2024: £0.3m). As at 28 December 2025,
contributions of £50,000 due in respect of the current reporting period had
not yet been paid over to the schemes (2024: £119,000).
25 Share based payments
The Group currently operates a number of equity settled share plans to
incentivise its Directors and employees.
The Group operated three share plans during the year:
- Bow Street Group Company Share Option Plan ("CSOP");
- Bow Street Group Unapproved Share Option Plan ("Unapproved Plan");
and
- Bow Street Group B Shares Plan ("B Shares Plan").
The charge recognised in the financial statements of the Group for the year
ended 28 December 2025 in respect of share-based payments for these share
plans was a credit of £125,000 (2024: charge of £25,000). The reason for the
credit in the year was due to the cancellation of all historic share options
during the year.
Bow Street Group CSOP and Unapproved Plan
The outstanding share options issued under the Bow Street Group CSOP and
Unapproved Plan to acquire ordinary shares of 0.1 pence each as at 28 December
2025 are as follows:
Weighted average exercise price Number of share options
(pence) '000
At 31 December 2023 1.23 16,536
Exercised - -
Lapsed 1.22 (980)
Cancelled - -
Issued - -
At 29 December 2024 1.23 15,556
Exercised - -
Lapsed 0.2 (10,916)
Cancelled 3.2 (4,640)
Issued 0.445 200,160
At 28 December 2025 0.445 200,160
The exercise price of options outstanding at the end of the year was 0.445p
(2024: between 0p and 4p) and their weighted average remaining contractual
life was 9.9 years (2024: 0.5 years).
Of the total number of options outstanding at the end of the year none have
vested and are exercisable (2024: nil). The earliest exercise date is 35
months from 28 December 2025.
The market price of the Company's ordinary shares as at 28 December 2025 was
0.42p (2024: 0.95p) and the range during the financial year was from 0.42p to
1.00p (2024: 0.95p to 2.05p).
During the year ended 28 December 2025, the Company cancelled 4,640,000
existing options over Ordinary Shares.
The fair value of the share options is estimated at the date of grant using a
Black Scholes valuation model. The inputs to the Black Scholes model for the
200,160,430 share options granted on 8 December 2025 were as follows:
Inputs
Weighted average expected life 3 years
Weighted average exercise price 0.445p
Risk free rate 4.53%
Expected volatility 0.906%
Expected dividends -
Expected life of share options used in the model is assumed to be 3 years, the
same as the vesting period, is based on management's best estimate for the
effects of non-transferability, exercise restrictions and behavioural
considerations.
Expected volatility was determined by calculating the historical 90 days
volatility of the Group's share price over the previous 180 days.
Bow Street Group B Shares Plan
The outstanding B Shares issued under the Bow Street Group B Shares Plan to
acquire ordinary shares of 0.1 pence each as at 28 December 2025 are as
follows:
Weighted average exercise price Number
(pence) '000
At 31 December 2023 and 29 December 2024 0.0 10,451
Exercised - -
Lapsed 0.0 (10,451)
Cancelled - -
Issued - -
At 28 December 2025 0.445 -
In January 2021 DJ Plaut was awarded 15,676,640 B Shares in Bow Street Group
plc (formerly Tasty plc) which could be converted to Ordinary Shares subject
to achievement of certain hurdle rates. These B Shares were issued at nominal
value of 0.00001 pence. Following achievement of the first hurdle on 27 June
2022, 5,225,546 'B' shares converted to 5,225,546 Ordinary Shares. Following
the final hurdle test date, the remaining B Shares lapsed during the year and
will be converted to Deferred Shares after the long stop date of January 2026.
26 Financial instruments
In common with all other businesses, the Group is exposed to risks that arise
from its use of financial instruments. This note describes the Group's
objectives, policies and processes for managing those risks and the methods
used to measure them. Further quantitative information in respect of these
risks is presented throughout these financial statements.
The Group is exposed through its operations to the following financial risks:
· Credit risk
· Interest rate risk
· Liquidity risk
The Group does not have any material exposure to currency risk or other market
price risk.
There have been no substantive changes in the Group's exposure to financial
instrument risks, its objectives, policies and processes for managing those
risks or the methods used to measure them from previous periods unless
otherwise stated in this note.
Principal financial instruments
The principal financial instruments used by the Group, from which financial
instrument risk arises, are as follows:
· loans and borrowings
· trade receivables
· cash and cash equivalents
· trade and other payables
The Group's financial instruments apart from cash and cash equivalents are
measured on an amortised cost basis. Due to the short-term nature of trade
receivables and trade/ other payables, the carrying value approximates their
fair value.
Group Company
Financial assets 28 December 2025 29 December 28 December 2025 29 December
2024 2024
£'000 £'000 £'000 £'000
Cash and cash equivalents 11,055 3,301 - -
Trade and other receivables 61 41 - -
Loan to subsidiary undertaking - - - 3,202
Total financial assets 11,116 3,342 - 3,202
Financial liabilities (amortised cost)
Trade and other payables 2,969 3,686 - -
Finance leases 26,957 28,907 - -
Total financial liabilities 29,926 32,593 - -
General objectives, policies and processes
The Board has overall responsibility for the determination of the Group's risk
management objectives and policies.
The overall objective of the Board is to set policies that seek to reduce risk
as far as possible without unduly affecting the Group's competitiveness and
flexibility. Further details regarding these policies are set out below:
Credit risk
The Group's assets and liabilities are wholly attributable to one operating
segment (operating restaurants) and arises solely in one geographical segment
(United Kingdom).
Credit risk is the risk of the financial loss to the Group if a customer or a
counterparty to a financial instrument fails to meet its contractual
obligations. The Group is mainly exposed to credit risk from rebates from
suppliers, sub-letting income and trade receivables.
Trade and other receivables are disclosed in note 17 and represent the maximum
credit exposure for the Group.
The following table sets out the ageing of trade receivables:
28 December 2025 29 December
2024
Ageing of receivables £'000 £'000
<30 days 26 20
31-60 days 20 -
61-120 days - -
>120 days 1 5
Provision for doubtful debt - -
47 25
The Group's principal financial assets are cash and trade receivables. There
is minimal credit risk associated with the Group's cash balances. Cash
balances are all held with recognised financial institutions. Trade
receivables arise in respect of rebates from a major supplier and therefore
they are largely offset by trade payables. As such the net amounts receivable
form an insignificant part of the Group's business model and therefore the
credit risk associated with them is also insignificant to the Group as a
whole. Accordingly, the Company does not consider there to be any risk
arising from concentration of receivables due from any counterparty.
The Company's principal financial assets are intercompany receivables. These
balances arise due to the funds flow from the listed Company to the trading
subsidiary and are repayable on demand. The credit risk arising from these
assets are linked to the underlying trading performance of the trading
subsidiary. See note 17 for further details on intercompany debt.
Liquidity risk
Liquidity risk arises from the Group's management of working capital. It is
the risk that the Group will encounter difficulty in meeting its financial
obligations as they fall due. The Group's policy is to ensure that it will
always have sufficient cash to allow it to meet its liabilities when they
become due. To achieve this aim, the Group seeks to maintain cash balances to
meet its expected cash requirements as determined by regular cash flow
forecasts prepared by management.
The following table sets out the contractual maturities (representing
undiscounted contractual cash-flows) of financial liabilities:
Up to 3 months Between 3 and 12 months Between 1 and 2 years Between 2 and 5 years Over 5 years
£'000 £'000 £'000 £'000 £'000
Trade & other payables 2,954 - - - 15
Finance leases 545 1,073 2,345 7,123 15,871
As at 28 December 2025 3,499 1,073 2,345 7,123 15,886
Up to 3 months Between 3 and 12 months Between 1 and 2 years Between 2 and 5 years Over 5 years
£'000 £'000 £'000 £'000 £'000
Trade & other payables 3,671 - - - 15
Finance leases 499 892 2,240 7,094 18,182
As at 29 December 2024 4,170 892 2,240 7,094 18,197
Non-current other payables are sub-let site rent deposits.
Interest rate risk
The Group seeks to minimise interest costs by regularly reviewing cash
balances.
Interest rate risk arises from the Group's use of interest-bearing loans
linked to LIBOR. The Group is exposed to cash flow interest rate risk from
long term borrowings at variable rate. The Board considers the exposure to the
interest rate risk to be acceptable.
Surplus funds are invested in interest bearing, instant access bank accounts.
Loans and borrowings
The Group had no outstanding bank loan during the period.
Capital disclosures
The Group's capital is made up of ordinary share capital, deferred share
capital, share premium, merger reserve and retained earnings totalling
£595,000 (2024: £312,000).
The Group's objective when maintaining capital is to safeguard the entity's
ability to continue as a going concern, so that it can continue to provide
returns for shareholders and benefits for other stakeholders. The Group is not
subject to any externally imposed capital requirements. There have been no
changes in the Group's objectives for maintaining capital nor what it manages
in its capital structure.
The Group manages its capital structure and makes adjustments to it in the
light of strategic plans. In order to maintain or adjust the capital
structure, the Group may adjust the amount of dividends paid to shareholders,
return capital to shareholders or issue new shares.
27 Related party transactions
Remuneration of key management personnel
The Directors are considered to be the key management personnel. Details of
directors' remuneration are shown in Note 8.
Other related party transactions
During the year, the Group was invoiced £73,000 (2024: £8,000) for legal
services by Howard Kennedy LLP, a business in which K Lassman is a partner.
The amount owed by the Group as at 28 December 2025 was £Nil (2024: £Nil).
The Group pays rent and insurance and associated property costs to a number of
companies considered related parties by virtue of their director(s) and/or
shareholder(s) being part of the Kaye family, who are/were significant
shareholders of the Company in the prior 12 months under the Aim rules:
52 weeks ended 28 December 2025 52 weeks ended 29 December 2024
£'000 £'000
Rent, service charges and insurance charged to the Group by:
- Kropifko Properties Ltd - 32
- KLP Partnership 126 125
- ECH Properties Ltd - 27
- Proper Proper T Ltd 106 107
- Super Hero Properties 144 145
- Benja Properties Ltd 154 154
530 590
Rent and insurance balance due to related parties:
- KLP Partnership 39 38
- ECH Properties Ltd 6 29
- Proper Proper T Ltd 37 37
- Super Hero Properties 48 48
- Benja Properties Ltd 45 45
175 197
Lease liabilities balance due to related parties:
- KLP Partnership 1,078 1,152
- Proper Proper T Ltd 871 930
- Super Hero Properties 1,214 1,296
- Benja Properties Ltd 963 1,067
4,126 4,445
The rent paid to related parties is considered to be a reasonable reflection
of the market rate for the properties at the time the leases were entered
into.
Transactions between the Company and its subsidiaries
Transactions between the Company and its subsidiaries, which are related
parties, have been eliminated on consolidation. During the year, the Company
loaned amounts to the following subsidiaries:
52 weeks ended 28 December 2025 52 weeks ended 29 December 2024
£'000 £'000
- Took Us A Long Time Limited 826 655
-
The amounts outstanding for these intercompany loans at year end were:
As at 28 December 2025 As at 29 December 2024
£'000 £'000
- Took Us A Long Time Limited 29,569 28,743
- Provisions (29,569) (25,541)
- - 3,202
28 Reconciliation of (loss)/profit before tax to net cash inflow from
operating activities
Group Company
52 weeks 52 weeks 52 weeks 52 weeks
ended 28 ended 29 ended 28 ended 29
December December December December
2025 2024 2025 2024
£'000 £'000 £'000 £'000
(Loss)/profit before tax (9,335) 16,047 (7,532) 466
Finance income (121) (122) - -
Finance expense - 29 - -
Finance expense (IFRS 16) 1,330 1,376 - -
Share based payment charge (125) 25 7 -
Depreciation of right-of-use assets (IFRS 16) 1,634 1,890 - -
Depreciation of property plant and equipment 948 1,316 - -
Impairment of property, plant and equipment 2,395 466 - -
Impairment of right-of-use assets 4,969 1,450 - -
Impairment of goodwill/investment - - 3,296 -
Impairment of loans to subsidiary undertakings - - 4,028 -
Loss on disposal of property plant and equipment
455 20 - -
Amortisation of intangible assets 3 3 - -
Dilapidations provision utilisation (50) - - -
Recognition of apprenticeship income - (198) - -
Disposal of lease liabilities (IFRS 16) 37 (18,587) - -
Other 8 (38) - -
Decrease in inventories 87 628 - -
Decrease/(increase) in trade and other receivables
2,360 (1,912) (32) (1,216)
(Decrease)/increase in trade and other payables
(3,068) (458) 73 -
Net cash inflow/(outflow) from operating activities
1,527 1,935 (160) (750)
29 Changes in net debt from financing activity
Lease Lease
Total liabilities liabilities
Cash and before due due
cash Short term lease within after
equivalents borrowings liabilities 1 year 1 year Total
£'000 £'000 £'000 £'000 £'000 £'000
Net debt at 31 December 2023 4,177 - 4,177 (2,186) (46,745) (44,754)
Cashflow (876) - (876) 2,151 - 1,275
Addition/(decrease) to lease liability
- - - (1,372) 19,245 17,873
Net debt at 29 December 2024 (1,407) (27,500) (25,606)
3,301 - 3,301
Cashflow 7,754 - 7,754 2,090 - 9,844
Addition/(decrease) to lease liability (2,309) 2,169 (140)
- - -
Net debt at 28 December 2025 (1,626) (25,331) (15,902)
11,055 - 11,055
30 Contingent Liabilities
The Company is included in a group registration for VAT purposes. All members
of the VAT group are jointly and severally liable for the total amount of VAT
that was due at 28 December 2025. The contingent liability in respect of the
group registration at the year end date was £633,000.
31 Acquisition
In September 2025, the Company acquired the entire issued share capital of The
Ventnor Bay Company Limited ("VBC") at net cash value for a consideration of
£200,000 by the issue of 40,000,000 ordinary shares in the Company at
0.5pence each.
The fair values allocated to the assets and liabilities acquired as at the
date of the acquisition are as follows:
4 September
2025
£'000
Cash and cash equivalents 200
Total identifiable net assets 200
Goodwill on acquisition -
Total consideration 200
The results of VBC has been included in the consolidated statement of
comprehensive income since the acquisition date and has generated a loss of
£Nil. If VBC had been a member of the Group from the beginning of the period,
it would have realised a loss for the period of £54,000.
32 Post Balance Sheet Events
Two Wildwood and one Dim t restaurants were closed and disposed during the
first quarter of the new financial year to December 2026.
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