Redesignation of B Shares & Director shareholding
Bow Street Group plc has redesignated its B Shares into Deferred Shares to simplify its capital structure, with 10,451,094 B Shares being redesignated into 1,055 Deferred Shares at a ratio of 9,900:1. Following this and the allotment of 3,306 B Shares to CEO Jonny Plant for £0.00001 each, he now holds 22,317,448 Ordinary Shares representing 0.99% of the company's ordinary share capital and 4,155,635 Deferred Shares. The Deferred Shares have limited rights, de minimis value, and are not traded on AIM.
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Bow Street Group (AIM: BOW), the owner and operator of "Wildwood" and "dim t" restaurants, announces the redesignation of its B Shares into Deferred Shares (the "Redesignation") and a consequential change in the shareholding of Jonny Plant, the Group's Chief Executive Officer. The Company has undertaken the Redesignation in order to enable the repurchase and/or cancellation of all of its Deferred Shares and therefore to enable the simplification of the Company's capital structure.
Redesignation of B Shares into Deferred Shares
In accordance with the Company's Articles of Association (the "Articles") and the rules of the Growth Share Scheme adopted on 15 January 2021, all outstanding unvested B Ordinary Shares of £0.00001 each in the Company (the "B Shares") have automatically been redesignated into Deferred Shares of £0.099 each in the Company (the "Deferred Shares") following the expiry of Growth Share Scheme on its fifth anniversary. The Redesignation is at a ratio of 9,900 B Shares into 1 Deferred Share.
To facilitate this process and bring the Growth Share Scheme to an end, on 22 April 2026 the Company undertook the following actions in accordance with the Articles:
- noted the automatic redesignation of all of the 10,451,094 issued B Shares (save for 6,594 issued B Shares) into 1,055 Deferred Shares at a ratio of 9,900:1 on 16 January 2026;
- the issue and allotment of 3,306 B Shares to Jonny Plant for consideration of £0.00001 per B Share (being their nominal value) by way of capitalisation of the aggregate sum of £0.03306 standing to the credit of the Company's share premium account (the "Topped‑Up Shares"); and
- noted the redesignation of all of the then remaining 9,900 issued B Shares (as increased by the issue and allotment of the Topped‑Up Shares) into 1 Deferred Share at a ratio of 9,900:1.
The Deferred Shares carry limited rights, are not admitted to trading on AIM or any other stock market and have de minimis value. Any proposal to buy back and/or cancel the Deferred Shares would be subject to shareholder approval and any buy back proposal would be for de-minimis value. The Company will make a further announcement if and when appropriate.
Director/PDMR shareholding
Following the actions set out above on 22 April 2026, Jonny Plant, the Group's Chief Executive Officer and the only registered holder of B Shares, was allotted 3,306 B Shares at a price of £0.00001 each which amounted to a total consideration of £0.03306. As noted above, on 16 January 2026 the 10,444,500 unvested B Shares held by Jonny Plant were redesignated as 1,055 Deferred Shares and on 22 April 2026 the Topped-Up Shares together with the remaining 6,594 unvested B Shares that he already held were redesignated as 1 Deferred Share.
Following these allotments and redesignation, Jonny Plant now holds the following total beneficial interests in the Company's issued share capital:
| Share Class | Number of each share class held | % of the Company's ordinary share capital |
|---|---|---|
| Ordinary Shares of £0.001 each | 22,317,448 | 0.99% |
| B Shares of £0.00001 each | Nil | N/A |
| Deferred Shares of £0.099 each | 4,155,635 | N/A |
| Allenby Capital Limited (Joint Broker) | Tel: 020 3328 5656 |
Nick Naylor / James Reeve - Corporate Finance Jos Pinnington - Sales and Corporate Broking
| Hudson Sandler (Financial PR) | Tel: 020 7796 4133 bowstreetgroup@hudsonsandler.com | ||
| Alex Brennan / Harry Griffiths / Jackson Redley | |||
| 1 | Details of the person discharging managerial responsibilities / person closely associated | ||
| a) | Name | Daniel Jonathan Plaut also known as Jonny Plant | |
| 2 | Reason for the notification | ||
| a) | Position/status | Chief Executive Officer | |
| b) | Initial notification/Amendment | Initial Notification | |
| a) | Name | Bow Street Group plc | |
| b) | LEI | 213800SGH7OLTZURQM14 | |
| a) | Description of the financial instrument, type of instrument | B Shares of 0.001 pence each | |
| Identification code | GB00B17MN067 | ||
| b) | Nature of the transaction | Allotment of B Shares | |
| c) | Price(s) and volumes(s) | Price(s) | Volume(s) |
| £0.00001 | 3,306 | ||
| d) | Aggregated information | N/A single transaction | |
| Aggregated volume | N/A single transaction | ||
| Price | N/A single transaction | ||
| e) | Date of the transaction | 22 April 2026 | |
| f) | Place of the transaction | XOFF | |
| 1 | Details of the person discharging managerial responsibilities / person closely associated | ||
| a) | Name | Daniel Jonathan Plaut also known as Jonny Plant | |
| 2 | Reason for the notification | ||
| a) | Position/status | Chief Executive Officer | |
| b) | Initial notification/Amendment | Initial Notification | |
| a) | Name | Bow Street Group plc | |
| b) | LEI | 213800SGH7OLTZURQM14 | |
| a) | Description of the financial instrument, type of instrument | Deferred Shares of 9.9 pence each | |
| Identification code | GB00B17MN067 | ||
| b) | Nature of the transaction | Redesignation of B Shares into Deferred Shares | |
| c) | Price(s) and volumes(s) | Price(s) | Volume(s) |
| £0.099 | 1,055 | ||
| d) | Aggregated information | N/A single transaction | |
| Aggregated volume | N/A single transaction | ||
| Price | N/A single transaction | ||
| e) | Date of the transaction | 16 January 2026 | |
| f) | Place of the transaction | XOFF | |
| 1 | Details of the person discharging managerial responsibilities / person closely associated | ||
| a) | Name | Daniel Jonathan Plaut also known as Jonny Plant | |
| 2 | Reason for the notification | ||
| a) | Position/status | Chief Executive Officer | |
| b) | Initial notification/Amendment | Initial Notification | |
| a) | Name | Bow Street Group plc | |
| b) | LEI | 213800SGH7OLTZURQM14 | |
| a) | Description of the financial instrument, type of instrument | Deferred Shares of 9.9 pence each | |
| Identification code | GB00B17MN067 | ||
| b) | Nature of the transaction | Redesignation of B Shares into Deferred Shares | |
| c) | Price(s) and volumes(s) | Price(s) | Volume(s) |
| £0.099 | 1 | ||
| d) | Aggregated information | N/A single transaction | |
| Aggregated volume | N/A single transaction | ||
| Price | N/A single transaction | ||
| e) | Date of the transaction | 22 April 2026 | |
| f) | Place of the transaction | XOFF | |
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