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RNS Number : 8565X
Tasty PLC
03 September 2025
 

3 September 2025

 

Tasty plc

("Tasty" or the "Company")


Result of General Meeting, Board Changes, Director/PDMR Shareholdings, Change of Name and Total Voting Rights

 

Tasty (AIM: TAST), the owner and operator of restaurants in the casual dining sector, is pleased to announce that, at the General Meeting held earlier today, all Resolutions were duly passed unanimously on a show of hands.

 

The total proxy votes received were as follows:

 

Resolution

For

%

Against

%

Withheld*

1 (Ordinary)

109,532,412

100.00

2,497

0.00

400

2 (Special)

109,433,412

99.91

101,497

0.09

400

* A vote withheld is not a valid vote in law and is not counted in the calculation of the proportion of the votes 'For' or 'Against' a resolution.

 

As a result of the passing of the Resolutions, and as announced on 6 August 2025, a total of 2,063,587,240 new Ordinary Shares (comprising 1,699,400,000 Placing Shares, 150,600,000 Subscription Shares, 173,587,240 Retail Offer Shares and 40,000,000 Consideration Shares) will be admitted to trading on AIM at 8.00 a.m. tomorrow, 4 September 2025 ("Admission"), at which time the Acquisition of Ventnor Bay will also complete.

 

Board Changes

 

In connection with the Acquisition and the Fundraising, and as part of the growth strategy for the Group, David Page and Nick Wong will be appointed to the Board, conditional on and immediately following Admission and completion of the Acquisition. Information disclosed in accordance with Rule 17 and Schedule 2, paragraph (g) of the AIM Rules for Companies is provided below.

 

Change of Name

 

Following the passing of the Resolutions at the General Meeting, the Board has resolved, in accordance with the Articles, to change the name of the Company to "Bow Street Group plc". Application will be made later today to the Registrar of Companies for such name change to take effect. A further announcement will be made in due course once the name change is effective and the Registrar of Companies has issued a change of name certificate.

 

Alongside the change of name, the Group's website containing the information required by AIM Rule 26 will be updated, and it is expected that the Group's TIDM will change to "BOW". The Company's ISIN and SEDOL will remain unchanged.

 

Directors, Proposed Directors and Substantial Shareholder's shareholdings

 

The following Directors, Proposed Directors and certain Substantial Shareholders subscribed for New Ordinary Shares, and will hold beneficial holdings in the Company on Admission, as follows:

 

Director/Proposed Director

/Substantial Shareholder

Number of Existing Ordinary Shares

% of

Existing Ordinary Shares

Number of Placing Shares subscribed for at the Issue Price

Number of Subscription Shares subscribed at the Issue Price

Number of Consideration Shares issued at the Issue Price

Number of Retail Offer Shares issued at the Issue Price

Number of Ordinary Shares held on Admission

% of

Enlarged Share Capital on Admission

Will Roseff

51,369,863

25.99%

390,000,000

-

-

-

441,369,863

19.52%

Sam Kaye

20,882,197

10.56%

-

-

-

25,000,000

45,882,197

2.03%

Gresham House Asset Management Limited

20,088,133

10.16%

240,000,000

-

-

-

260,088,133

11.50%

Adam Kaye

12,368,168

6.26%

-

-

-

25,000,000

37,368,168

1.65%

Amberstar Limited*

-

-

-

-

-

50,000,000

50,000,000

2.21%

Jonny Plant

12,317,448

6.23%

10,000,000

-

-

-

22,317,448

0.99%

Keith Lassman**

1,421,983

0.72%

-

6,000,000

-

-

7,421,983

0.33%

David Page***

-

-

70,000,000

45,000,000

8,897,760

-

123,897,760

5.48%

Nicholas Wong****

10,000

0.01%

110,000,000

20,000,000

8,976,343

-

138,986,343

6.15%

* Amberstar Limited is a company controlled by Phillip, Adam and Sam Kaye.

** Keith Lassman subscribed for 2,600,000 Subscription Shares and his spouse, Michele Lassman, subscribed for 3,400,000 Subscription Shares.

*** David Page subscribed for 70,000,000 Placing Shares and his spouse, Andrea Pinnington, subscribed for 45,000,000 Subscription Shares. David Page will receive 8,425,321 Consideration Shares and Andrea Pinnington will receive 472,439 Consideration Shares pursuant to the terms of the Share Purchase Agreement.

**** Nicholas Wong subscribed for 20,000,000 Subscription Shares through Risksoft Solutions Limited, a company controlled by him. Nick Wong will receive 8,976,343 Consideration Shares pursuant to the terms of the Share Purchase Agreement.

 

The notifications below, made in accordance with the requirements of the UK Market Abuse Regulation, provide further details.

 

Total Voting Rights

 

Following Admission, the total number of Ordinary Shares in the capital of the Company in issue will be 2,261,272,407 with each Ordinary Share carrying the right to one vote.  There are no Ordinary Shares held in treasury and therefore the total number of voting rights in the Company is expected to be 2,261,272,407. The above figure may be used by Shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the share capital of the Company under the FCA's Disclosure, Guidance and Transparency Rules.

 

Capitalised terms used but not defined in this announcement have the same meanings as set out in the circular to Shareholders dated 7 August 2025.

 

David Page, Proposed Executive Chairman, commented: 

 

"We are pleased that shareholders are supportive of our transformative growth plan for the Group, which is focused on creating shareholder value by enhancing and refurbishing the estate, investing in the Wildwood and dim t brands, upgrading technology, and delivering acquisitions of high-quality and scalable restaurant businesses. We have a strong pipeline of potential acquisition opportunities for businesses that offer both great quality and value for customers, and we are excited for the future."

 

For further information, contact:

 

Tasty plc

Tel: 020 7637 1166

David Page - Proposed Executive Chairman

Jonny Plant - Chief Executive Officer

Nick Wong - Proposed Chief Financial Officer

 

 

 

Cavendish Capital Markets Limited

(Nominated Adviser and Joint Broker)

Tel: 020 7220 0500

Katy Birkin / George Lawson / Trisyia Jamaludin - Corporate Finance

D ale Bellis / Harriet Ward - Sales and Corporate Broking

 


 

Allenby Capital Limited

(Joint Broker)

Tel: 020 3328 5656

Nick Naylor / Piers Shimwell - Corporate Finance

Jos Pinnington - Sales and Corporate Broking




Hudson Sandler

(Financial PR)

Tel: 020 7796 4133

[email protected]

Alex Brennan / Harry Griffiths / Jackson Redley


 

Information regarding Rule 17 and Schedule 2 paragraph (g) of the AIM Rules

 

David Michael Page, aged 73

 

In addition to his appointment to the Tasty Board, David Page has held the following directorships and/or partnerships in the past five years:

 

Current directorships/partnerships

Past directorships/partnerships

1952 Projects Limited

10DAS Limited

1965 Property Limited

Cafe Pitfield Limited

Beepage Limited

CHG Brands Limited

Chillbox UK Ltd

Fixed Restaurants Limited 

The Ventnor Bay Company Limited

FM 111 Limited

Wise Food Limited

FM Catherine The Great Limited


FM High Holborn Limited


FM London Bridge Limited


FM Summertown Limited


FM6 Limited


FM98 Ltd Limited


Franco Manca 1 UK Limited


Franco Manca 2 UK Limited


Franco Manca Chelmsford Limited


Franco Manca Holdings Limited


Franco Manca International Limited


Franco Manca Peterborough Limited


Kefi Ltd


Made of Dough Ltd.


Meatailer Limited


Meatliquor CPC Limited


Putney Beach Limited


Rocca (2015) Limited


Souvlaki & Bar Limited


The Fulham Shore Limited


The Old Boys Club Ltd


The Real Greek (Norwich) Limited


The Real Greek Bracknell Limited


The Real Greek Food Company Limited


The Real Greek International Limited


The Real Greek Wine Company Limited


Wishbone Brixton Ltd

 

David Page was: (i) a director of each of Tootsies Holdings Limited, Urban Dining Limited, Tootsies Restaurants Limited and TD Scotland Limited at the time such companies were placed into administration on 12 October 2009; (ii) a director of Tootsies Restaurants Limited at the time it was placed into creditors voluntary liquidation on 7 October 2010; (iii) a director of each of Nilecroft Limited, Odsey Limited, Overpark Limited and Seahawk Limited each of which were placed into receivership on 14 January 2009, within 12 months of his ceasing to be a director; and (iv) a director of CHG 2 Limited which was placed into administration on 16 January 2009, within 12 months of his ceasing to be a director.

 

With effect from Admission, Mr Page will hold beneficial interests over 123,897,760 ordinary shares in the Company representing 5.48% of the Company's issued ordinary share capital. Of these, 45,472,439 ordinary shares, equivalent to 2.01% of the Company's issued ordinary share capital are held by Mr Page's spouse.

 

Nicholas ("Nick") Chi Wai Wong, aged 49

 

In addition to his appointment to the Tasty Board, Nick Wong has held the following directorships and/or partnerships in the past five years:

 

Current directorships/partnerships

Past directorships/partnerships

Asset Force Investments Limited

10DAS Limited

Hanford Management Limited

Cafe Pitfield Limited

Risksoft Solutions Limited

Fixed Restaurants Limited


FM 111 Limited


FM Catherine The Great Limited


FM High Holborn Limited


FM London Bridge Limited


FM Summertown Limited


FM6 Limited


FM98 Ltd Limited


Franco Manca 1 UK Limited


Franco Manca 2 UK Limited


Franco Manca Chelmsford Limited


Franco Manca Holdings Limited


Franco Manca International Limited


Franco Manca Peterborough Limited


Kefi Ltd


Putney Beach Limited


The Fulham Shore Limited


The Real Greek (Norwich) Limited


The Real Greek Bracknell Limited


The Real Greek Food Company Limited


The Real Greek International Limited

 

Nick Wong was: (i) a director of each of Tootsies Holdings Limited, Urban Dining Limited, Tootsies Restaurants Limited and TD Scotland Limited at the time such companies were placed into administration on 12 October 2009; (ii) a director of Tootsies Restaurants Limited at the time it was placed into creditors voluntary liquidation on 7 October 2010.

 

With effect from Admission, Mr Wong will hold beneficial interests over 138,986,343 ordinary shares in the Company representing 6.15% of the Company's issued ordinary share capital. Of these, 20,000,000 ordinary shares, equivalent to 0.88% of the Company's issued ordinary share capital are held by Risksoft Solutions Limited, a company controlled by Mr Wong.

 

NOTIFICATION AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PERSONS DISCHARGING MANAGERIAL RESPONSIBILITIES AND PERSONS CLOSELY ASSOCIATED WITH THEM

 

1

Details of the person discharging managerial responsibilities / person closely associated

 

a)

Name

Keith Lassman

 

2

Reason for the notification

 

a)

Position/status

Non-executive Chairman

 

b)

Initial notification/Amendment

Initial Notification

 

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

Tasty plc

 

b)

LEI

213800SGH7OLTZURQM14

 

4

Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted

 

a)

Description of the financial instrument, type of instrument

Ordinary Shares of 0.1 pence each


Identification code

GB00B17MN067

 

b)

Nature of the transaction

Subscription for Subscription Shares

 

c)

Price(s) and volumes(s)

Price(s)

Volume(s)

 

£0.005

2,600,000

 

d)

Aggregated information

N/A single transaction

 


Aggregated volume

N/A single transaction

 


Price

N/A single transaction

 

e)

Date of the transaction

4 August 2025

 

f)

Place of the transaction

XOFF

 

1

Details of the person discharging managerial responsibilities / person closely associated

 

a)

Name

Michele Lassman

 

2

Reason for the notification

 

a)

Position/status

PCA of Keith Lassman, Non-executive Chairman

 

b)

Initial notification/Amendment

Initial Notification

 

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

Tasty plc

 

b)

LEI

213800SGH7OLTZURQM14

 

4

Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted

 

a)

Description of the financial instrument, type of instrument

Ordinary Shares of 0.1 pence each


Identification code

GB00B17MN067

 

b)

Nature of the transaction

Subscription for Subscription Shares

 

c)

Price(s) and volumes(s)

Price(s)

Volume(s)

 

£0.005

3,400,000

 

d)

Aggregated information

N/A single transaction

 


Aggregated volume

N/A single transaction

 


Price

N/A single transaction

 

e)

Date of the transaction

4 August 2025

 

f)

Place of the transaction

XOFF

 

1

Details of the person discharging managerial responsibilities / person closely associated

 

a)

Name

Jonny Plant

 

2

Reason for the notification

 

a)

Position/status

Chief Executive Officer

 

b)

Initial notification/Amendment

Initial Notification

 

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

Tasty plc

 

b)

LEI

213800SGH7OLTZURQM14

 

4

Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted

a)

Description of the financial instrument, type of instrument

Ordinary Shares of 0.1 pence each


Identification code

GB00B17MN067

 

b)

Nature of the transaction

Subscription for Placing Shares

 

c)

Price(s) and volumes(s)

Price(s)

Volume(s)

 

£0.005

10,000,000

 

d)

Aggregated information

N/A single transaction

 


Aggregated volume

N/A single transaction

 


Price

N/A single transaction

 

e)

Date of the transaction

4 August 2025

 

f)

Place of the transaction

XOFF

 

 

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