Bow Street : Report and financial statements year ended 2025 (BSG Financial Statement YE 2025 FInal)

About this update from Bow Street Group Plc.

Bow Street Group Plc Report and financial statements Year ended 28 December 2025 2 Directors and information 3 Highlights 5 Strategic report - Chairman's statement 8 Strategic report - Financial review 13 Report of the directors 25 Corporate governance 34 Directors' remuneration report 37 Statement of directors' responsibilities 38 Independent auditor's report 45 Consolidated statement of comprehensive income 46 Consolidated statement of changes in equity 47 Company statement of changes in equity 48 Consolidated and Company balance sheet 49 Consolidated and Company statement of cash flows 50 Notes to the financial statements Directors David Michael Page Executive Chairman Daniel Jonathan Plaut Chief Executive Officer Nicholas Chi Wai Wong Chief Financial Officer Keith Lassman Non-Executive Director Wendy Jean Dixon Non-Executive Director Secretary and registered office Keith Lassman 32 Charlotte Street London W1T 2NQ Company number 05826464 Independent Auditor HaysMac LLP 10 Queen Street Place London EC4R 1AG Solicitors Howard Kennedy LLP No. 1 London Bridge London SE1 9BG Bankers Barclays Bank plc 1 Churchill Place London E14 5HP Nominated Adviser and Joint Broker Cavendish Capital Markets Limited One Bartholomew Close London EC1A 7BL Joint Broker Allenby Capital Limited 5 St Helen's Place London EC3A 6AB Financial PR Hudson Sandler LLP 25 Charterhouse Square London EC1M 6AE Registrars Computershare Investor Services plc P O Box 82, The Pavilions, Bridgwater Road Bristol BS99 6ZY Bow Street Group plc (the "Group", the "Company" or "Bow Street Group") operates 29 restaurants in the UK: 26 Wildwood ( https://www.wildwoodrestaurants.co.uk ) and 3 dim t ( https://www.dimt.co.uk ). Year ended 28 December 2025 strategic highlights: Launch of new growth strategy and related fundraise of £10.1m (before expenses) 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 Year ended 28 December 2025 financial highlights: Revenue of £31.3m (2024: £36.6m), a decrease of 14.5%, in line with management expectation and in part driven by restructuring of the Group's estate 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 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 £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 investments in the existing estate position it well to deliver further progress during the year 1 Adjusted for depreciation, amortisation and highlighted items (full definition can be found in note 5 of the financial statements) 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 macroeconomic 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 28 December Year ended 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 impact of inflation on cost increases across food, drink and utilities can be significant. The Group undertakes alternative supplier selection through tendering processes, securing longer term contracts to fix pricing or purchasing negotiations taking into account benefits of volume growth opportunities. Utilities contracts have been fixed for the majority of the Group's restaurants until September 2026. Competition The Group operates in a competitive and fragmented market which regularly see new concepts come to the market. Under the new plan instigated in September 2025, the Group is investing in and renewing the Group's restaurants and strengthening the offering. As part of the wider growth strategy, the Group is looking to acquire some of the successful new entrants. Economic Environment Economic downturn, that can arise from various factors including geopolitical impacts, can change consumer spending behaviours. 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 offer greater value for money. 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 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 The Group is negotiating with the landlords on the relevant sites. People The Group has continued to focus on selection, induction, training and retention of our employees. The Group has made significant improvements in its selection process, Loss of key staff and inability to hire the right people in a competitive labour market. onboarding training programmes and career development 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 A major failure of a key supplier or distributor could cause significant business interruption. The Group has a robust supplier selection process in place and, where possible, an appropriate back-up supplier. The Group is working on simplifying its supply chain and reducing the number of deliveries that the restaurants rely on. Regulatory compliance The UK Government has increased and continued to increase the number of areas 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 reviews regulatory changes on a regular basis. An action plan has been produced to address any areas that may require processes to be strengthened or updated over the coming months. The Group is in the process of appointing a third-party Data Protection Officer. Food standards and safety Failing to meet safety standards, including allergens disclosure. The Group engages in regular internal and external compliance audits to ensure all sites are complying with regulations. Job-specific training that covers 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 has been operating an online "click and collect" service, gift card 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. The Group utilises robust supplier selection processes and third party reviews and testing on a regular basis to identify weaknesses and improve existing protection and processes. 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 The Directors present their report together with the audited financial statements for the year ended 28 December 2025, a 52 week period (comparative period 52 weeks to 29 December 2024). Throughout the year, in performance of its duties, and in compliance with Section 172 of the Companies Act, the Board has had regard to the interests of the Group's key stakeholders (such as employees and customers) and taken account of the potential impact on these stakeholders of the decisions it has made. In order to comply with Section 172, the Board is required to include a statement setting out the way in which Directors have discharged these duties during the year. Details of how the Board had regard to the following S172 Matters are as follows: S172 Matters Specific examples 1. The likely consequences of any decision in the long term Our corporate governance framework as described in this annual report Communications with our shareholders through our website, circulars, GM, AGM and post results investor meetings 2. The interests of the Group's employees Employee engagement through newsletters, communication tools, surveys and career development Established whistleblowing, safeguarding and welfare procedures 3. The need to foster the Group's business relationships with suppliers, customers and others Building long-term relationships with suppliers Encouraging and responding to customer feedback through websites, social media and our feedback system 4. The impact of the Group's operations on the community and the environment Local community involvement with the NHS Working with the local community Recycling where possible 5. The desirability of the Group maintaining a reputation for high standards of business conduct Regular staff training and communication Restaurant visits and audit processes 6. The need to act fairly between members of the Group Maintaining an open dialogue with our shareholders Stakeholder engagement Results and dividends The Directors have pleasure in presenting their report on the affairs of the Group, together with the audited financial statements for the year ended 28 December 2025. The consolidated statement of comprehensive income is set out on page 45 and shows the loss for the period. No final dividend is being proposed by the Board. It remains the Board's policy that, subject to the availability of distributable reserves, dividends will be paid to shareholders when the Directors believe it is appropriate and prudent to do so. Principal activity The principal activity of the Group and Company is the operation and management of restaurants. The Group operates two concepts in the casual dining market: Wildwood and dim t. Wildwood Aimed at a broad market, our 'Pizza, Pasta, Grill' restaurant remains the Group's main focus. Our sites are primarily based on the high street. However, our estate comprises a number of leisure, retail and tourist locations that have historically traded well, highlighting the broad appeal of the offering. Located nationally, mainly outside of London, Wildwood at year-end was trading from 28 restaurants (2024: 32). dim t As at year-end, our pan-Asian restaurant traded from 4 restaurants (2024: 4), serving a wide range of dishes, including dim sum, noodles, soup and curry. Review of the business and future developments Information about the progress of the business and the Group's corporate activities is given in the Chairman's Statement on pages 5 to 7 and the Financial Review on pages 8 to 12. Post balance sheet events Following the year end two Wildwood and one Dim t restaurants were closed and disposed between January and March 2026. Directors The following Directors of the Group have held office since 30 December 2024: DM Page (appointed 4 September 2025) DJ Plaut NCW Wong (appointed 4 September 2025) K Lassman WJ Dixon Directors' interest in shares Directors' interests in the ordinary shares of the Company, including family interests, were as follows As at 28 December 2025 As at 29 December 2024 Ordinary shares of Ordinary shares of Director 0.1p each % 0.1p each % DM Page* 123,897,760 5.48% - - DJ Plaut 22,317,448 0.99% 12,317,448 6.23% NCW Wong* 138,986,343 6.15% - - K Lassman 7,421,983 0.33% 1,421,983 0.72% WJ Dixon 415,000 0.02% 415,000 0.21% *DM Page and NCW Wong were appointed during the year Details of the Directors' interests in the Group's share plans during the year are disclosed in the Report on Directors Remuneration on pages 34 to 36. Substantial shareholders As at 13 April 2026, the Company has been notified of the following interests amounting to 3% or more of the total voting rights attaching to the Company's issued share capital: Ordinary shares of 0.1p each No. As at 13 April 2026 % of total voting rights % W Roseff 441,369,863 19.52% Gresham House Asset Management Limited 260,088,133 11.50% Armstrong Investments Limited 250,000,000 11.06% NCW Wong 138,986,343 6.15% DM Page 123,897,760 5.48% Employees The Group's policies respect the individual regardless of gender, age, race or religion. Where reasonable and practical under existing legislation, all persons, including disabled persons, have been treated fairly and consistently, including matters relating to employment, training and career development. The Group takes a positive view of employee communication and has established and maintains systems for employee consultation, feedback and communication of developments in each business and as a Group. These systems include: Line manager briefings and weekly bulletins; Communication forums and roadshows held by functions or brands across the Group; A dedicated intranet system and e-mail news alerts; and Focus groups and staff surveys. The Group operates employee share plans and is looking to broaden long term incentive schemes as a means of further encouraging the involvement of employees in the Group's performance. Environment Our recycling has increased to an average of 50.1% (2024: 49.7%) in sites where we manage the waste. We do not have data for sites whose landlords manage the refuse. Our refuse provider has confirmed that none of our waste goes to landfill. As a result of Bow Street Group recycling, all cooking oil created from the Group's locations during 2025 that our cooking oil partner has collected and recycled 55,621 Litres of used oil, creating a total of 103,406.74 Kg of CO2 savings. The oil is sent to the UK's largest processing site solely dedicated to producing biodiesel from used cooking oil. Cutting edge technology enables the production of EN14214 EU specification biodiesel that is ISCC certified, resulting in the biodiesel giving more than an 86% Greenhouse carbon saving compared to regular fossil diesel. The carbon saving we achieved in 2025 equates to the equivalent of removing 1,624 average family cars from the roads. The Group continues to work with its delivery partners in converting all our delivery packaging to biodegradable and recyclable materials. We have stopped using plastic straws, committed to a policy recommended by the Humane League and are always looking at ways to further reduce our carbon footprint. Task Force on Climate-Related Financial Disclosure (TCFD) The Group continues to be committed to addressing climate-related risks and opportunities. As a restaurant business, we recognise the impact of climate change on our operations, supply chain, and customer preferences. This report details our governance, strategy, risk management, and metrics in alignment with the TCFD recommendations and plays a crucial role in strategic decision-making, reinforcing the Group's commitment to implementing strong governance frameworks for effectively managing climate-related risks and opportunities. Governance Disclosure Requirement Current Future and Plans for 2026 Describe the organisation's governance on climate-related risks and opportunities The Board continues to meet monthly to discuss financial and non-financial matters including sales performance, consumer spending habits and the cost of goods. These discussions incorporate analysis of current and projected trends to support decision making. Although climate change is not classified as a standalone risk within the governance framework, the Group acknowledges its influence on the broader business risks identified. The Group recognises that extreme The Sustainable Committee will be re-established with a timetable of quarterly meetings following the departure of the Finance Director during the year. Disclosure Requirement Current Future and Plans for 2026 weather events can impact consumer behaviour, affecting both the desire to dine out and the ability to physically access venues. The Group recognises the risk of cost inflation on raw materials and utilities, which can be influenced by various factors, including environmental conditions. Global extreme weather events can disrupt supply chains and impact pricing, posing challenges to cost stability. The Group sees opportunities in maintaining two different brands across multiple locations, reducing the impact of disruptions in any single area. Additionally, the Group employs strategic menu engineering to manage food and beverage costs, mitigate price inflation, and minimise supply chain disruptions where possible. Describe management's role in assessing and managing climate- related risks and opportunities Finance, Operations, Head of Food, Head of Procurement, Health & Safety and Directors currently hold weekly operational meetings to review key financial and non-financial KPIs. During these meetings, they consistently evaluate the impact of weather and climate conditions on trading activities. The weekly operational meeting addresses product availability, with discussions on solutions for out-of-stock items, including potential substitutes or alternative products. Monthly review meetings are also conducted to review site by site performance, ongoing trends and mitigating actions. Issues uncovered within the weekly Operational Meetings, including operational suggestions, will be raised in the quarterly Sustainability Committee meeting. These can be raised at the next monthly board meeting where appropriate. Disclosure Requirement Current Future and Plans for 2026 We also hold regular meetings with our energy consultant to stay informed and gain insights into market trends Strategy The Group uses three timeframes to gauge the proximity of risk. They are defined as follow: Short-term (S): within 2 years Medium-term (M): 2 to 10 years Long-term (L): 10 years + Disclosure Requirements Describe the climate-related risks and opportunities the organisation has identified over the short, medium, and long term Key Opportunities: 1. Energy Efficiency - Electricity (S) (M) (L) The increase in energy costs is an industry wide issue. The Group takes reasonable steps to manage energy expenses, however, there will inevitably be increases passed on through the supply chain. Additionally, extreme weather giving rise to increased heating or cooling using air conditioning also impacts energy usage. In the financial year ended 28 December 2025, the Group consumed 4,706,541kWh (2024:6,857,304kWh) across its estate. This results in a considerable cost to the Group of £1.2m (2024: £1.7m). Through a mixture of behavioural change practices and technological interventions the Group will look to reduce energy consumption and cost in the coming financial year. The Group will explore measures such as buying renewable energy contracts, transitioning to energy efficient lightbulbs across the estate and peak-time consumption management through behavioural changes to maximise energy efficiency. The Group will again complete an SECR report next year to monitor progress and set new goals for the following year. We are currently working with energy broker MyEnergy to support us in this area. 2. Low emission products. (S) (M) (L) As the customer base becomes increasingly climate-conscious, improving the Group's climate-related credentials presents an opportunity to enhance the business's reputation and potentially enhance sales performance. Consumers are seeking more sustainable menu options and businesses with proven environmental credentials. In response, we will continue to offer a diverse menu, including plant- Disclosure Requirements based choices, and uphold our commitment to sourcing Red Tractor-accredited meat where possible. With the Group restructuring almost complete, we can focus on advancing our climate strategy. The Group recognises the importance of measuring our environmental impact to inform decision-making. We will begin exploring our Category 1 emissions within Scope 3, where possible, and work closely with our suppliers to improve the accuracy of this reporting. Key Risks: Flooding (S) (M) (L) Heavy rain, extreme cold, and intense heat can negatively impact people's desire to socialise outside or even choose to dine out generally. Flooding has been identified as a significant physical risk due to extreme weather conditions and can have a negative impact with guests and staff struggling to access locations. Supply Chain Disruption (S) (M) (L) Severe weather events can disrupt the supply chain, with suppliers potentially unable to grow certain produce in specific regions, leading to supply shortages. Contingency plans are in place to source alternative products from secondary suppliers at short notice, although this often comes at a higher cost. Flexibility in menu engineering offers another solution to address supply chain challenges. Additionally, global weather events may cause trading patterns to become more volatile, affecting global supply and demand. The Group's geographically diversified portfolio helps mitigate this risk. Describe the impact of climate-related risks and opportunities on the organisation's business. The Board recognises Climate Change as a principal risk and takes it into account when making key business and strategic decisions, where applicable. As highlighted above, particular attention is given to assessing current and potential future flood risks during evaluations of new sites, as well as enhancing day-to-day operations through improved energy efficiency. All identified risks with potential financial implications, as discussed earlier, are integrated into the Group's financial planning, with sensitivity scenarios prepared where relevant. Supply chain strategy is also a critical consideration, with a focus on maintaining secondary supplier relationships where product lines are vulnerable to the adverse effects of climate change. However, this could affect pricing, so both risks and benefits must be carefully evaluated. Disclosure Requirements Flexibility in menu engineering serves as an alternative way to address supply chain disruptions. Describe the resilience of the organisation's strategy, taking into consideration different climate-related scenarios, including a 2 degree or lower scenario The Group strategy has demonstrated resilience against climate-related impacts. While cost pressures could have been addressed through price increases, we have passed very little to our guests. Instead, we have mitigated these increases through efficient cost control, tendering, and strategic menu engineering. Similarly, when faced with product shortages, we can swiftly communicate with suppliers to identify appropriate substitutions or established backup solutions when potential issues are anticipated. The Group, with support from external consultants, aims to align with the 1.5°C scenario outlined in the Paris Agreement. Recognising that this requires significant and effective changes to the current status quo, the Group will explore strategies to support this goal while ensuring sound financial performance. Additionally, the Group acknowledges that achieving this will require international coordination, and as such, will further examine the responsibility of our supply chain by exploring our Scope 3 emissions in the coming year. A 2°C rise in global temperatures could exacerbate extreme conditions such as heatwaves, droughts, floods, and wildfires. Moreover, the health impacts of air pollution and heat stress may increase demand for cooling, which could drive up energy prices and affect staff and customer availability, as well as supply chains. To address these challenges, the Group will continue to develop climate-related goals in line with best practices, supported by governmental institutions, external consultants, and technological advancements where appropriate. Risk Management Disclosure Requirement Current Future and Plans for 2025 Describe the organisation's processes for identifying and assessing climate-related risks The Group currently works with externally- appointed sustainability consultants, to identify, assess and manage climate- related risks and opportunities. This includes work on our mandated reporting such as ESOS and SECR and our energy broker to improve visibility on progress in Scope 1 and 2. The Group is in the early stages of assessing climate related risks and will collaborate with an appointed sustainability consultant throughout FY25 to further refine and enhance the process. Disclosure Requirement Current Future and Plans for 2025 Describe the organisation's processes for managing climate- related risks Risks and opportunities are identified at Board level through discussions with operational heads, non-executive directors, and feedback from within the Group. The Board is responsible for ensuring that the Group meets its regulatory obligations and that shareholders receive relevant and timely information through our internal reporting structures. The Group does not currently have a formal process in place for managing climate-related risks. However, the Group will work closely with its appointed sustainability consultants throughout FY26 to develop and strengthen its approach. Describe how processes for identifying, assessing, and managing climate-related risks are integrated into the organisation's overall risk management The Board regards Climate Change as a principal risk, and as such, it is factored into key strategic decisions where relevant. The key areas of risk and opportunity are outlined in this report's disclosures. The Group will remain vigilant to external risks through ongoing weekly operational meetings, monthly board meetings, and consultations with external experts. The Sustainability Committee includes a director, who reports identified risks and opportunities to the Board on a quarterly basis. The Board will then consider these proposals within monthly meetings and act where appropriate to align with the financial goals and strategy of the Group. Metrics and Targets Identifying, measuring, and reporting on climate-based metrics are imperative to track our progress to create realistic but challenging climate goals. Within Scope 1 and 2 our SECR reporting, including intensity metrics, will identify improvements and challenges each year. The Group is aware that as with most businesses within hospitality, most of our emissions lie within Scope 3 - therefore the Group has and will continue to improve our measurement and tracking capability across Scope 3 in the coming year. Disclosure Requirement Disclose the metrics used by the organisation to assess climate- related risks and opportunities in line with its strategy and risk management process Scope 1 and 2: Direct CO2 emissions are measured in our SECR report. The fluctuating energy prices over the past year have underpinned the importance of reducing our consumption, which we aim to achieve through behavioural changes and significant operational adjustments. We will continue working closely with our energy broker, My Energy, to reduce Disclosure Requirement consumption and, consequently, lower the costs associated with Scope 1 and 2 emissions. Scope 3: We are working with refuse supplier to monitor and track disposal methods across different waste types. We will continue to progress this relationship in the coming year focusing on food waste and recycling proportions. Used cooking oil is collected and recycled through our oil supplier, minimising the impact of waste oil. Additionally, with the support of our chemical and cleaning supplier, we are moving to more sustainable cleaning materials. The Group, with support from its suppliers, will look to expand its capacity in Scope 3 measurement in FY26. This will help us create a climate-driven strategy in appropriate areas that improves our resilience as a business, cuts costs where available and strengthens the Group's brand. Disclose Scope 1, Scope 2 and, if appropriate, Scope 2 greenhouse gas ("GHG") emissions and the related risks Please refer to the Streamlined Energy and Carbon Reporting ("SECR") statement in the Corporate Governance Section. Key Information: Scope 1 emissions: 1,112 tCO2e Scope 2 emissions: 833 tCO2e Total: 2,067 tCO2e Intensity ratio tCO2e/m2: 0.167 Describe the targets used by the organisation to manage climate- relates risks and opportunities and performance against targets The Group does not currently have any targets in relation to climate risks and opportunities. It will be the responsibility of the Sustainability Committee to set realistic targets for our climate-related risks and opportunities. We are aware of the possible positive and negative outcomes posed by the issues that we have identified. The Group will continue to develop its business strategy in line with sound financial planning and scenario sensitivity where appropriate. Furthermore, a development in our measurement capacity will increase the validity of our target setting and resultant performance against the targets set by the Board and Sustainability Committee. The Group presents its greenhouse gases ("GHG") emissions and energy use data under Streamlined Energy and Carbon Reporting ("SECR") for the year ended 28 December 2025: 52 weeks ended 52 weeks ended 28 December 2025 29 December 2024 tCO2e tCO2e Scope 1 - Natural Gas 1,112 1,254 Scope 2 - Electricity 833 1,557 Scope 3 - Grey Fleet Mileage 122 154 Total 2,067 2,965 An energy intensity ratio of 0.167 (2024: 0.162) has been measured using the metric of tonnes CO 2 e per m 2 floor area ("tCO 2 e"). The Group's total energy consumption for the 52-week period ended 28 December 2025 was 10,650,643 kWh (2024: 15,013,296 kWh). Donations During the year ended 28 December 2025 the Group made no political donations (2024: £nil). The Group work with local charities and donated approximately £2,000 of dining vouchers (2024: £Nil). Financial Instruments Details of the use of financial instruments and the principal risks faced by the Group are contained in Note 26 to the financial statements. Going concern The Company's and Group's business activities, together with the factors likely to affect its future development, performance and position are set out in the Strategic Report on pages 5 to 12. In addition, note 26 to the financial statements includes the Company's and Group's objectives, policies and processes for managing its capital, its financial risk management objectives and its exposures to credit risk and liquidity risk. Typically, the Group would report a net current liabilities position as a result of the availability of supplier credit terms on day-to-day purchasing and short term property lease liabilities recognition. Such net current liabilities can be covered by day-to-day operational cash flow, where revenues are normally received within 3 days of recognition. The Group reported net current assets position as at 28 December 2025 of £4.8m (2024: net current liabilities of £3.3m), much improved on last year primarily as a result of the completion of an equity fund raise in September 2025 with funds awaiting deployment at the year end. The Directors have reviewed the Group's balance sheet position, the forecasts, including worst case scenarios as a sensitivity, other longer-term plans and the financial resources in place that is available to deal with the business risks of the Company and the Group including the effect of changing input costs. Furthermore, the Directors have considered the availability of further equity issues and/or putting in place a moderate level of long-term borrowing bank facilities. Additionally, the Group's upcoming acquisition programme can be adjusted fluidly to take account of business risks and the wider economic risks. The Directors feel well placed to manage the business risks successfully within the present financial arrangements. The Directors have a reasonable expectation that the Company and the Group have adequate resources to continue in operational existence for the foreseeable future. Thus, they continue to adopt the going concern basis of accounting in preparing the annual financial statements. Disclosure of information to auditors The Directors who were in office on the date of approval of these financial statements have confirmed that: so far as they are aware there is no relevant audit information of which the auditors are unaware; and that they have taken all the steps that they ought to have taken as Directors in order to make themselves aware of any relevant audit information and to establish that it has been communicated to the auditors. Auditors HaysMac LLP were appointed as the auditors and have expressed their willingness to continue in office and a resolution to re-appoint them will be proposed at the annual general meeting. On behalf of the Board. DJ Plaut Chief Executive Officer 14 April 2026 The Directors recognise the importance of sound corporate governance and intend to comply with the Corporate Governance Guidelines, to the extent appropriate for a company of its nature and size. Changes to corporate governance regime The Group adopted the Quoted Companies Alliance (QCA) Corporate Governance Code ("Code") following the changes to the AIM Rules for Companies implemented in September 2018. We will provide annual updates on our compliance with the Code. An updated QCA Code was published in 2023 (the 'QCA Code 2023'). Following significant changes in the Group and the changes in the management team, the updated QCA Code 2023 has not yet been applied and will be the focus of the Board for the coming financial year. Set out below is how we comply with the old Code: Principle 1: Establish a strategy and business model which promotes long-term value for shareholders The Group owns and operates mid-priced pan-Asian and "pizza, pasta, grill" restaurants throughout the UK. Our objectives are to provide an excellent customer experience and thereby nurture and develop our brands through our branches to promote long term value for our shareholders. The Group is constantly strengthening its operating model and over the last few years has increased the delivery offering and avenues of delivery. The challenge over the last year has been to manage the cost pressures. Principle 2: Seek to understand and meet shareholder needs and expectations An open dialogue with shareholders is important to the Group. At both the Group's AGM and separate meetings with institutional shareholders following the publication of the Group's year-end and half-yearly results, the Group seeks to engage with shareholders to better understand their concerns and objectives. Feedback following these meetings is reviewed and analysed by the Board. The AGM is led by the Executive Chairman, DM Page, and the full Board attends. Individual investor meetings were previously attended by the CEO and Finance Director. Going forward these will be attended by a combination of the executive team. The results of the AGM are announced to the market and uploaded to the Group's website ( www. dimt.co.uk/investor-relations). The point of contact for shareholder liaison is: Daniel Jonathan Plaut, Chief Executive Officer Tel: 020 7637 1166 Principle 3: Take into account wider stakeholder and social responsibilities and their implications for long- term success. The Group recognises the importance of good relations with stakeholders, both internal and external and we strive to improve and develop this. Feedback on how we perform as a Group and how we can improve is the key to its success. Customers We have invested in systems which give us access to customer feedback on a daily basis and allow us to harness the opinions of thousands of customers each month. Using this information, we learn about our customers and what they enjoy about our restaurants, food and their dining out experience. We will continue to leverage this improved knowledge to test menu development, promotional activity and continue to build loyalty to the brands. Consumer tastes and habits are continually changing and the ability to keep pace with the demands of the consumer is integral to long-term growth. The Group has invested in increasing the level of feedback received from customers using several channels, including mini wi-fi surveys in-store, a detailed customer feedback system and technology to collate online opinions. The Group has increased social media and marketing engagement and continually reviews ways of improving customer engagement. Offering new menu items on our menu is a key focus as well as adapting to trends. Employees We are working with an increasingly younger talent pool coupled with noticeable shifts identified in the needs and expectations of both current and prospective employees. We remain fully committed and invested in updating our core processes and this has been at the forefront of our people strategy. Retention of employees is still very much an industry-wide challenge, with transient workers who are generally prepared to readily move jobs. However, despite pay being a highly sensitive factor, we have seen a large return of previous employees and a significant contingent of loyal committed employees remaining with the business who are happy with the career and development opportunities we offer. There has been an ongoing focus to reduce our staff turnover and as a result our staff retention rates have greatly improved. Our Manager and Christmas Roadshows include team building exercises and celebrations in order to bring together the wider team away from their individual sites and ensure greater engagement and understanding of our new menus and the Group's plans. We constantly strive to look after the mental health and wellbeing of our colleagues. Our approach is to put people first by engaging more frequently with the teams and efficiently monitoring and tracking time off and annual leave. We have also rolled out a new internal communication platform which allows our colleagues to properly disconnect when not at work. Training and development In 2025 we successfully embedded the company's vision and values across all areas of the business, strengthening our teams through a renewed focus on Collaboration, Ownership, and Creativity. This cultural shift was evidenced by the increasing number of cross functional collaborative channels that emerged throughout the year and were prominently showcased during the Christmas Roadshow. We will continue to build on this momentum in 2026, encouraging greater team involvement and ownership of key projects. Looking ahead, 2026 will focus on advancing our internal capability through a strengthened training infrastructure. This includes enhancing our internal training platform and building upon the processes and policies already in place. A review and refresh of the 2023 Career Pathway will also be undertaken to ensure alignment with our evolving company vision and long-term talent progression strategy. We will also renew our commitment to developing strong leadership across the organisation. The management training programme piloted in 2025-most notably through the Assistant Manager Development Days-proved highly successful. This initiative will continue in 2026, with expansion to include Area Chef Managers and General Managers, ensuring consistent leadership capability across all operational levels. Finally, Hospitality Excellence will be a central theme for the coming year. Our service steps and guest journey framework will be updated to reinforce exceptional service standards and deliver a consistently outstanding guest experience across all sites. Diversity We continue to work to create and maintain a caring and open environment. Our recruitment practices are designed to be bias-free and to attract as wide an applicant base as possible. For our Gender Pay Gap ("GPG") figures for 2025, we reported a smaller number of "full-pay relevant employees" ("FPE") at 648 employees of the 692 "relevant employees" ("RE"). The FPE accounted for 94%. Our mean GPG is 13.13% which shows a slight decrease on our 2024 figure of 14.94%. We are delighted to report we have a 52:48 female/male split of the FPE. Of our management teams, including restaurant and central, 55% are female. We are focused on offering flexible working and contracts to attract a broader and more diverse workforce. We are not complacent, and rigorous pay review, reward and recruitment processes are in place to ensure we are doing all we can to eliminate any gender pay gaps. In addition, we continue to have the privilege of having a highly diverse workforce. This allows us to make sure we can attract the most talented employees regardless of background. This includes applications from disabled persons which are given full consideration providing the disability does not seriously affect the performance of their duties. Such persons, once employed, are given appropriate training and equal opportunities. As well as equality and diversity training being a mandatory course for all general managers on our e-learning platform, we are also rolling out face-to-face training on these important topics. Communication We believe having open two-way communication lines between leadership and the team, is key to our success. We have implemented communication structures that allow us to consult with our team and effect change more effectively and efficiently within our restaurants. This also increases the availability of feedback to the leadership team. In addition, weekly newsletters are shared with all restaurants which allows us to update on all changes, share best practices, celebrate success, advertise internal vacancies and highlight learning and development opportunities for our managers and teams. Modern day slavery As part of our Group mission to "Do the Right Thing for our People, Customers and Suppliers" we oppose modern slavery in all its forms and will try to prevent it by any means that we can. We expect anyone who has any suspicions of modern slavery in our business or our supply chain to raise their concerns with us without delay. We are committed to conducting our business activities with integrity and holding ourselves to a high ethical standard. To this end we have implemented an Anti-Slavery policy which will be reviewed annually. Our policy is available on the Wildwood website: https://wildwoodrestaurants.co.uk/terms/ . This policy aims to minimise the risk of modern-day slavery within our restaurants or our extensive supply chain. Suppliers We have built up a close relationship with most of our suppliers over several years and have a good understanding of our mutual business needs. Over the last 12 months we have continued to see inflationary increases as a direct result of geopolitical impacts. Principle 4: Embed effective risk management, considering both opportunities and threats, throughout the organisation Audit, risk and internal control financial and non-financial controls The Board has overall accountability for ensuring that risk is effectively managed across the Group and the Audit Committee has responsibility for reviewing the effectiveness of the Group's risk processes. The Board has overall responsibility for the Group's policies and procedures and for ensuring that they are in line with regulations and are sufficiently robust to ensure appropriate internal controls are maintained, while also providing a suitable framework within which the Group's function can operate. The Group, in common with all businesses, could be affected by risks and uncertainties that may have a material effect on its business operations and achieving its strategic objectives including its business model, future performance, solvency or liquidity. Similarly, the risk management process and systems of internal control are designed to manage rather than eliminate the risk of failures to achieve the Group's objectives. Where possible, the Group seeks to mitigate these risks through these internal controls, but this can only provide reasonable, and not absolute, assurance against material misstatement or loss. The Group has established internal financial controls, the effectiveness of which is regularly reviewed by the Executive Board and the Audit Committee, in light of an ongoing assessment of significant risks facing the Group. The Directors utilise a large number of detailed performance indicators to manage the business. The Board is responsible for reviewing and approving overall Group strategy, approving budgets, plans and capital expenditure, and for determining the financial structure of the Group including treasury, tax and dividend policy (if applicable). Weekly and monthly results and variances from plans and forecasts are reviewed by the Board. The Audit Committee assists the Board in discharging its duties regarding the financial statements, accounting policies and the maintenance of proper financial controls. The Board liaises with the Group's auditors in respect of both the half-yearly and year-end results and has a committee call once a year. Procedures are in place for budgeting and planning, for monitoring and reporting to the Board business performance against those weekly and monthly budgets and plans, and for forecasting expected performance over the remainder of the financial period. These cover profits, cash flows, capital expenditure and balance sheets. Weekly and monthly results are reported against budget and compared with prior periods, and forecasts for the current financial year are regularly revised in light of actual performance. Both weekly and daily figures are circulated to the Board. The Group also has in place other internal controls which are appropriate for the size, complexity and risk profile of the Group. The principal elements of the Group's internal control system include: close management of the day-to-day activities of the Group by the Executive Directors; a structure with defined levels of responsibility, which promotes decision-making and rapid implementation while minimising risks; central control over key areas such as capital expenditure authorisation and banking facilities; and whilst there is no dedicated control manager there are clearly defined roles, responsibilities and practices to ensure that compliance is adhered to. The Group continues to review its system of internal controls to ensure compliance with best practice, while also having regard to its size and the resources available. They also investigate any significant breaches of control and recommend how to prevent such breaches in future. As part of the Group's review a number of non-financial controls covering areas such as regulatory compliance, business integrity, health and safety, risk management, business continuity and corporate social responsibility (including ethical trading, supplier standards, environmental concerns and employment diversity) have been assessed. The key elements of those non-financial controls are set out below. Standards and policies The Board is committed to maintaining appropriate standards for all the Group's business activities and ensuring that these standards are set out in written policies. Approval process All material contracts are required to be reviewed and signed by a Director of the Group and, where necessary, legal advice is obtained. Re-assessment The Group has business continuity plans to address key risks that have an immediate impact. Risks facing the business are re-assessed, and potential mitigating actions are considered and implemented to help protect against those risks. Code of Conduct Our Code of Conduct includes guidance on anything that is considered inappropriate; (including business integrity, anti-bribery, gifts, bullying, discrimination and racism) they are sent to everyone in the Group and are visible in all workplaces. Principle 5: Maintaining the Board as a well-functioning, balanced team led by the Chair The Board comprises an Executive Chairman, DM Page, two Executive Directors, DJ Plaut and NCW Wong, and two Non-Executive Directors, K Lassman and WJ Dixon. Directors are encouraged to use their independent judgement and challenge all matters, whether strategic or operational. Generally, regular board meetings are held monthly, with supplementary board meetings, for example, for approvals. In 2025 we had 14 regular board calls/meetings, and in 2026 we plan to continue monthly meetings. The board meetings were attended by the full Board. The Board is fully committed to Bow Street Group plc and each member will contribute hours as required. The board meetings shown below include regular meetings and not special meetings. Attendance by directors Board meetings 2025 DM Page (appointed in September 2025) 4 DJ Plaut 14 NCW Wong (appointed in September 2025) 4 K Lassman 14 WJ Dixon 12 The Group has effective procedures in place to monitor and deal with conflicts of interest. The Board is aware of its directors' other commitments and interests, and changes to these commitments and interests are reported to and, where appropriate, disclosed to and agreed with the rest of the Board. Principle 6: Ensure that between them the Directors have the necessary up-to-date experience, skills and capabilities The Board is satisfied that, between the Directors, it has an effective and appropriate balance of skills and experience, including in the food and beverage sector. All Directors receive regular and timely information on the Group's operational and financial performance. Relevant information is circulated to the Directors in advance of meetings. The business reports weekly and monthly on its headline performance against its agreed budget. The Board reviews the weekly and monthly updates on performance, and any significant variances are examined at each meeting. The Board ensures that they are kept up to date of industry developments, changes and new legislation through news updates and training where necessary. The Company's Articles of Association require that one-third of the Directors must retire and, if desired, may stand for re-election by shareholders annually in rotation; and that any new Directors appointed during the year must stand for election at the AGM immediately following their appointment. Independent advice All Directors are able to take independent professional advice in respect of their duties at the Group's expense. In addition, the Directors have direct access to the advice and services of the Group's legal and accounting advisers, and the Nominated Adviser. Advice is also extended to experts on complex legal matters. Principle 7: Evaluate Board performance based on clear and relevant objectives, seeking continuous improvement Due to the relatively small size of the Group and the Board, there is no formal process to assess the performance of each Board member. However, on an ongoing basis through regular meetings there is an opportunity to discuss development and training needs. Also, as part of this ongoing process the following is reviewed: their contribution is relevant and effective; that they are committed; and where relevant, they have maintained their independence. Principle 8: Promote a culture that is based on ethical values and behaviours The Board aims to lead by example and do what is in the best interests of the Group. The culture of the Group is to go the extra mile for customers, suppliers, shareholders and people. In order to grow our customer base, it is vital that all our employees act in a way that reflects the values of the business. Examples of this are: supporting local communities events; supporting NHS local hospitals and armed forces; and group participation in many charitable events. We have stopped using plastic straws and committed to a policy recommended by the Humane League. Principle 9: Maintain governance structures and processes that are fit for purpose and support good decision-making by the Board Board programme The Board meets monthly, and prior to the meeting sets an agenda, agreed by all members for discussion at the meeting. Additional meetings are convened should the need arise. Board packs are provided in advance of each meeting to allow time for review beforehand and subsequent discussion at the meeting. Minutes are taken at the meeting to record discussions, actions and resolutions. Roles of the Board and Executive Chairman The Board, which from 4 September 2025, comprises an executive Chairman, two Executive Directors and two Non-executive Directors, is responsible for the long-term success of the Group. The Board is responsible for overall Group strategy; approval of major investments; approval of the annual and interim results; annual budgets and Board structure. It monitors the exposure to key business risks and reviews the strategic direction of the Group's branches, their annual budgets and their performance in relation to those budgets. There is a clear division of responsibility at the head of the Group. The Executive Chairman is responsible for the strategic focus and running the business of the Board as well as overseeing the management of the Group through the team. All Directors receive regular and timely information on the Group's operational and financial performance. Relevant information is circulated to the Directors in advance of meetings. The Group reports weekly and monthly on its headline performance against its agreed budget, and the Board reviews the monthly update on performance and any significant variances are reviewed at each meeting. The Chief Executive Officer has weekly meetings and conference calls with the area managers and department heads. Board committees The Board is supported by the Audit and Remuneration Committees. Each committee has access to such resources, information and advice as it deems necessary, at the cost of the Group, to enable the committee to discharge its duties. The Audit and Remuneration Committees comprise the Non-executive Directors and are chaired by Keith Lassman. Other Directors are invited to attend as appropriate and only if they do not have a conflict of interest. The Audit and Remuneration Committees' members meet as required. The Audit Committee receives, and reviews reports from management and the auditors relating to the annual and interim accounts and the accounting and internal control systems used by the Group. The Group last tendered the audit in 2019 and HaysMac LLP were appointed to replace the previous auditors. The external auditors may perform certain non-audit services for the Group. Any such non-audit services require pre-approval by the Audit Committee and are only permitted to the extent allowed by relevant laws and regulations. Full details of the auditor's remuneration are shown in note 4 to the Financial Statements. The Audit Committee has primary responsibility for ensuring that the financial performance of the Group is properly measured and reported on. The Audit Committee receives, and reviews reports from the Group's management and auditor relating to the interim and annual accounts and the accounting and internal control systems in use throughout the Group. The Audit Committee meets once a year or more at appropriate intervals in the financial reporting and audit cycle and otherwise as required. The Audit Committee has unrestricted access to the Group's auditor. The principal areas of focus during the year included the following items: review of the Annual Report and financial statements. approval of the management representation letter. review of the auditors' fees and engagement letter. The Audit Committee met with the external auditors to review their Audit Plan, their report and significant findings arising during the audit. The Remuneration Committee's principal responsibility is to review the scale and structure of the Executive Directors remuneration and the terms of their service contracts. The Audit Committee receives, and reviews reports from management and the auditors relating to the annual and interim accounts and the accounting and internal control systems used by the Group. The Remuneration Committee intends that its policy and practice should align with and support the implementation of the Group's strategy and effective risk management for the long term. The policy is intended to motivate the right behaviours and to ensure that any risk created by the remuneration structure is acceptable to the Remuneration Committee and within the risk appetite of the Board and its strategy. The Remuneration Committee considers the expectation of shareholders when setting pay structure and incentive policies. The Committee also considers whether the remuneration package should consist of fixed and variable pay elements. Principle 10: Communicate how the Group is governed and is performing by maintaining a dialogue with shareholders and other relevant stakeholders The Group communicates with shareholders through the Annual Report and Accounts, full-year and half-year announcements, the Annual General Meeting ("AGM") and one-to-one meetings with significant existing or potential new shareholders. The Board receives regular updates on the views of shareholders through briefings and reports from the Group's brokers. The Group meets with institutional investors following the half-yearly and year-end results. Where a significant proportion of votes (e.g. 20% of independent votes) have been cast against a resolution at any general meeting, the Group will on a timely basis, include an explanation of what actions it intends to take to understand the reasons behind that vote result, and, where appropriate, any different action it has taken, or will take, as a result of the vote. For all historical annual reports and other governance-related material including notices of all general meetings over the last five years please refer to our website https://bowstreetgroup.com . The Remuneration Committee is authorised by the Board to determine the Company's remuneration policy on executive and non-executive Directors' service contracts and remuneration including share based incentive awards. Remuneration policy The Group's remuneration policy is designed to provide competitive rewards for its Executive Director(s), taking into account the performance of the Group and the individual Executive(s), together with comparisons to pay conditions in the sector in which the Group operates. The committee seeks to establish a basic salary for each Executive determined by individual responsibilities and performance, taking into account comparable salaries for similar positions in companies of a similar size and sector. Basic Salary Basic salaries are reviewed on an annual basis or following a significant change in responsibilities. The Remuneration Committee seeks to establish a basic salary for each Executive by reference to individual responsibilities and performance, considering comparable salaries for similar positions in companies of a similar size and sector. Pension Contributions Executive Directors are entitled to receive matching employer's pension contribution matching personal pension contributions up to 5% of basic pensionable pay. Annual Bonus A new annual bonus scheme is being developed for the Executive Directors and the wider team to incentivise. Incentive Shares These are designed to reflect the Group's share price performance, aligning participants interests with those of shareholders. Further details of the scheme are set out on Note 25 to the financial statements. Benefits The Executive Director(s) are entitled to a range of benefits, including contributions to individual personal pension plans, private medical insurance, company car and life assurance, which is in the process of being put in place. Service Contracts and Notice Periods The Executive Director(s) are employed on rolling contracts. Service contracts do not provide explicitly for termination payments, but the Group may make payments in lieu of notice, being basic salary and other relevant emoluments for the notice period. During the year ended 28 December 2025, DJ Plaut entered into a new service agreement with 12 months notice period. Under the agreement, salary will increase by 27.8% when the Group's budget Adjusted Headline EBITDA breaks even or the estate grows, with new brands, to over 50 units. At the same time, DM Page and NCW Wong also entered into new service agreements following their appointment as directors with 12 months notice period, giving commitments of at least 2 days per week and 4 days per week respectively. Both DM Page and NCW Wong agreed to accept lower salaries initially (basic salary of £122,000 and £150,000 per annum respectively) given the historic performance of the Group. The salaries will increase by 50% to revert to market rates when the Group's budget Adjusted Headline EBITDA breaks even or the estate grows, with new brands, to over 50 units. Non-Executive Directors All Non-executive Directors have a letter of appointment. In the event of termination of their appointment they are not entitled to any compensation. Non-executive Directors' fees are determined by the Executive Directors having regard to the needs of the Group and comparative fees paid in the sector in which the Group operates. They are not eligible for pensions or other benefits. Directors' remuneration The tables below sets out the total remuneration received or receivable by all Directors for the year ended 28 December 2025 with comparable figures in respect of the year ended 29 December 2024: Year ended 28 December 2025 Basic Salary Bonuses Pensions Benefits in kind Total £'000 £'000 £'000 £'000 £'000 Directors DM Page (appointed 4 September 2025) 40 - - 4 44 DJ Plaut 220 - - 6 226 NCW Wong (appointed 4 September 2025) 49 - 2 1 52 K Lassman 40 - - - 40 WJ Dixon 35 - - - 35 Total 384 - 2 11 397 Year ended 29 December 2024 Basic Salary Bonus Pensions Benefits in kind Total £'000 £'000 £'000 £'000 £'000 Directors DJ Plaut 170 - - 2 172 K Lassman 40 - - - 40 H Samúelsson (resigned 30 September 2024) 26 - - - 26 WJ Dixon 35 - - - 35 Total 271 - - 2 273 The Remuneration Committee undertook the annual review of Directors' Remuneration at the beginning of the year ended 28 December 2025. As part of that review the basic salary for DJ Plaut was increased to £220,000 to bring the salary in line with market. Directors' interests in the Group's share incentive plans The interests of the Directors under the Group's share based incentive plans as at 28 December 2025 were as follows: Options outstanding Options Options Outstanding Year ended 28 as at 29 December granted during the as at 28 December Exercise Vesting Exercise December 2025 2024 year 2025 Price Date Date CSOP or No. No. No £ Unapproved DM Page (appointed 4 September 2025) - 56,531,810 56,531,810 0.00445 8/12/28 8/12/35 DJ Plaut NCW Wong (appointed 4 September 2025) - - 56,531,810 56,531,810 56,531,810 56,531,810 0.00445 0.00445 8/12/28 8/12/28 8/12/35 8/12/35 K Lassman - - - - - - WJ Dixon - - - - - - Total - 169,595,430 169,595,430 In January 2021, Daniel Plaut was awarded 15,676,640 B Shares in the Company which could be converted to Ordinary Shares subject to achievement of hurdle rates relating to the Company's share price. 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. Arrangements for FY2026 In agreeing the new Executive Directors' agreements during the financial year ended 28 December 2025, the usual annual salary review for all Directors at the beginning of FY2026 was set at nil increase for FY2026. Approval This report was approved by the Board of Directors on 14 April 2026 and signed on its behalf by: K Lassman Chairman of the Remuneration Committee Statement of directors' responsibilities The Directors are responsible for preparing the strategic report, the annual report and the financial statements in accordance with applicable law and regulations. Company law requires the Directors to prepare financial statements for each financial year. Under that law the Directors have elected to prepare the Group and Company financial statements in accordance with International Financial Reporting Standards (IFRSs) as adopted by the United Kingdom. Under company law the Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Group and the Company and of the profit or loss of the Group for that period. The Directors are also required to prepare financial statements in accordance with the AIM Rules for Companies issued by the London Stock Exchange. In preparing these financial statements, the Directors are required to: select suitable accounting policies and then apply them consistently; make judgements and accounting estimates that are reasonable and prudent; state whether they have been prepared in accordance with IFRSs as adopted by the United Kingdom, subject to any material departures disclosed and explained in the financial statements; and prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group will continue in business. The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Group's transactions and disclose with reasonable accuracy at any time the financial position of the Group and enable them to ensure that the financial statements comply with the requirements of the Companies Act 2006. They are also responsible for safeguarding the assets of the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. Website publication The Directors are responsible for ensuring the annual report and the financial statements are made available on a website. Financial statements are published on the Company's website ( https://www.bowstreetgroup.com ) in accordance with legislation in the United Kingdom governing the preparation and dissemination of financial statements, which may vary from legislation in other jurisdictions. The maintenance and integrity of the Company's website is the responsibility of the Directors. The Directors' responsibility also extends to the ongoing integrity of the financial statements contained therein. Independent auditors' report to the members of Bow Street Group plc Opinion We have audited the financial statements of Bow Street Group plc (the 'parent company') and its subsidiaries (the 'Group') for the year ended 28 December 2025 which comprise the Consolidated Statement of Comprehensive Income, the Consolidated Statement of Changes in Equity, the Company Statement of Changes in Equity, the Consolidated and Company Balance Sheets, the Consolidated and Company Statements of Cash Flows and the related notes. The financial reporting framework that has been applied in their preparation is applicable law and UK adopted International Financial Reporting Standards (IFRSs). In our opinion, the financial statements: give a true and fair view of the state of the Group's and of the parent company's affairs as at 28 December 2025 and of the Group's loss for the period then ended; have been properly prepared in accordance with UK adopted IFRSs; and have been prepared in accordance with the requirements of the Companies Act 2006. Basis for opinion We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the Group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard as applied to listed entities, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. An overview of the scope of our audit As the Group comprises a parent holding company and one trading subsidiary the scope of our work was the audit of the financial statements of the Group and its trading subsidiary. The scope of the audit and our audit strategy was developed by using our audit planning process to obtain and update our understanding of the Group, its activities, its internal control environment, current and where relevant to our audit, likely future developments. Our audit testing was informed by this understanding of the Group and accordingly was designed to focus on areas where we assessed there to be the most significant risks of material misstatement. Audit work to respond to the assessed risks was performed directly by the audit engagement team who performed full scope audit procedures on the Parent Company and its trading subsidiary Took Us A Long Time Limited. Independent auditors' report to the members of Bow Street Group plc Key audit matters Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current period and include the most significant assessed risks of material misstatement (whether or not due to fraud) we identified, including those which had the greatest effect on: the overall audit strategy, the allocation of resources in the audit; and directing the efforts of the engagement team. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. Key audit matter How we addressed the key audit matter in the audit Revenue recognition - The risk of incorrect or inappropriate treatment and recognition (principally the risk of overstatement) of food and beverage revenue and other income streams under IFRS. The majority of the Group's revenue transactions are noncomplex, with no judgement applied over the amount recorded. However, we consider there to be increased risks relating to fraud in revenue recognition in respect of the risk of management override of controls and journals to revenue. There is an elevated risk of errors in the recognition of cut off of revenue as the recognition of income around the year end may be more susceptible to override or error. Our audit work included, but was not restricted to: Evaluated the processes and controls relating to the recognition of revenue and related balance sheet accounts; We completed a cash reconciliation test, as well as test a test in total between the till system and the accounting system; As part of this review, we considered the operating effectiveness of the relevant accounting systems; We reviewed a sample of the weekly reconciliations of till system to bank receipts/credit card receipts to consider the accuracy of information included within the respective accounting systems; Our review also included an assessment of the appropriateness of the recognition of trade receivables, accrued income and the completeness of deferred income; We applied data analytics techniques to visualise and group the Group's entire revenue population to identify how the Group's revenue is posted and to identify revenue transactions that fell outside of expectations of the standard revenue recognition cycles for further analysis;. We performed specific testing on revenue recognised around the year end ("cut off" testing) to assess the risk that revenue had been recognised in the wrong periods, this testing included a review of revenue from

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