DP Poland announces that it has introduced a new incentive share option plan (the “Plan”) to strengthen its ability to attract and retain key senior executives through ensuring participants receive competitive incentives which align their interests with those of the Company’s shareholders.
Following adoption of the Plan, option awards were granted on Friday over a total of 7,367,851 ordinary shares of the Company (“Ordinary Shares”), which include options over a total of 3,172,576 Ordinary Shares granted under the Enterprise Management Incentives (“EMI”) appendix to the Plan. Further details of these awards are set out below.
Further participation in the Plan will be at the discretion of the Remuneration Committee. The intention is for awards to eligible employees to be based on a percentage of the participant’s base annual salary at the date the recommendation is made. Awards will be in the form of options to acquire Ordinary Shares granted either by the Company or by the trustee of the DP Poland plc Employee Benefit Trust. Awards of options will specify a minimum period before which the options may not be exercised and will also specify one or more performance targets that must be satisfied in order for the options to become exercisable. Such performance targets will be set on the recommendation of the Remuneration Committee.
The Plan includes provisions for the lapse of the options in the case of any participant who ceases to be employed by the Company or its subsidiaries, except in certain circumstances or if in any individual circumstances, the Remuneration Committee decides otherwise. In the event of a takeover offer for the Company, options will be exercisable within such reasonable period as may be specified by the Remuneration Committee for that purpose, ending immediately before the relevant offeror acquires control of the Company or as may be otherwise permitted by the Plan, subject always to any relevant performance targets having been met. The decision as to whether, and to what extent, performance targets have been met will be for the Remuneration Committee to decide.
In the case of EMI option awards, such awards are required additionally to comply with the requirements of Schedule 5 to the Income Tax (Earnings and Pensions) Act 2003.
The price at which options may be exercised will be specified at the time of award, but will not in the case of new Ordinary Shares be less than the nominal value of 0.5p per share.
No award of options which is to be satisfied by the issue or transfer out of treasury of Ordinary Shares will be made if, on the relevant date, the number of Ordinary Shares to which the award relates together with:-
those Ordinary Shares issued, or transferred out of treasury, on the exercise of options granted, or in satisfaction of any other awards made, under the Plan or any other share incentive scheme, in the shorter of (i) the ten years ending on (and including) such date; and (ii) the period since the date of adoption of the Plan; and
those Ordinary Shares which remain capable of issue, or transfer out of treasury, under any existing options at such date, would exceed 10% of the issued share capital of the Company at the date of the award.
The following awards were granted on Friday pursuant to the Plan, in each case at an exercise price of 0.5p per share:-
Executive
Number of Ordinary Shares over which awards granted
Peter Shaw (EMI options)
3,172,576
Peter Shaw
577,424
Maciej Jania
2,437,175
Tomasz Lachowski
1,180,676
The Remuneration Committee has set the following performance targets, which it believes are appropriate and challenging targets for the executive management team of a company in the early stages of development:
Store trading performance in the year to 31st December 2016 and number of stores sub-franchised by that date – 40% of the total award
The Company’s share price during the three months to 31st December 2016 – 40% of the total award
Control of central costs over the three years to 31st December 2016 – 20% of the total award.
DP Poland is pleased to announce the sale and sub-franchising of 5 corporately managed stores in Warsaw, marking a significant step in the evolution of its business.
Jakub Stepien, the Company’s first sub-franchisee, has agreed to acquire and sub-franchise 3 additional corporately managed stores through Rush Hour Pizza Polska sp. z o.o (“Rush Hour Pizza”), an entity backed by Working Capital Management PTE Ltd (“WCM”), a Singapore-based investment manager.
Concurrently, Rush Hour Pizza will acquire Jakub’s existing store. Jakub has become a shareholder in Rush Hour Pizza and will take on responsibility for driving growth and profitability at Rush Hour Pizza.
As part of the transaction with Rush Hour Pizza, DP Poland has entered into an agreement with WCM, Rush Hour Pizza’s majority shareholder, which gives WCM the right to subscribe for up to 9.99% of the enlarged issued share capital of DP Poland in the event of a future equity fundraise by DP Poland. The period of this agreement is for 3 years and includes a provision not to acquire shares in DP Poland before the pre-emption right is taken up without DP Poland’s consent.
Separately, HLM Group has also entered into an agreement with DP Polska to acquire and sub-franchise 2 of DP Polska’s corporate stores in Warsaw. HLM Group is owned and managed by 2 of DP Polska’s former Area Managers, Paweł Muszyński and Wojciech Juchniewicz.
For the six month period ended 30 June 2014 the 5 corporate stores being sold recorded an EBITDA loss of PLN143,059 equivalent to £27,996, at an exchange rate of PLN5.11:£1. Total consideration payable to DP Poland for the transactions is PLN2.94m, equivalent to £575,734 at an exchange rate of PLN5.11:£1, including payment of the outstanding loan for Jakub Stepien’s sub-franchised store. Proceeds from the transactions will be settled in cash and used to fund the working capital of the Company. Following the above transactions, DP Poland will have 13 corporate stores in Warsaw and Krakow and 6 sub-franchised stores in Warsaw.
Peter Shaw, Chief Executive of DP Poland, said:
“This is an important moment for Domino’s Pizza in Poland as we extend our sub-franchisee base with highly experienced local Domino’s managers. When we started on this journey we recruited our first managers with the view that they might become franchisees, I am delighted that this is now becoming a reality. I am equally delighted that we are able to attract well-funded franchise partners with the appetite and potential to open and acquire many more stores in the future.”
Jakub Stepien, Executive Director of Rush Hour Pizza, added:
“Our first Domino’s Pizza store in Poland has been a success. This transaction allows Rush Hour Pizza to reach meaningful scale on an accelerated time table. We hope this acquisition of corporate stores paves the way to future growth. Our team looks forward to becoming a strong franchise partner for Domino’s Pizza in Poland.”;
Pawel Muszyński, partner in HLM Group, added:
“We have been a part of the Domino’s story in Poland since the first store opened and we are very excited to be establishing our sub-franchise business with 2 stores in Warsaw. Our plans are to add a number of stores in the future.”;
Seven consecutive quarters of double digit like-for-like sales growth and proving the model with a core of consistently profitable stores. Extending sub-franchising and accelerating store roll out into new cities in 2015.
DP Poland has the exclusive right to develop, operate and to sub-franchise Domino’s Pizza stores in Poland. It currently (September 2014) has 18 corporate stores operating in Warsaw and Krakow and 1 sub-franchised store operating in Warsaw.
Highlights:
Continuous double digit like-for-like growth over seven consecutive quarters
Strong like-for-likes*
Like-for-like Store EBITDA (pln) improved by 61%**
Like-for-like Sales (pln) up 13%
Like-for-like Gross Profit*** (pln) up 10%
Like-for-like Order Count up 11%
Increasing number of stores EBITDA positive on a monthly basis
All Krakow stores performing in line with management’s expectations
1 store opened in Krakow and 2 stores closed in Warsaw, in H1. 1 store opened in Warsaw in August
Focus on opening stores in new cities in 2015
Continued focus on cost reduction, both central and at the store level
Online sales channel accounts for 58% of delivery sales
58,672 Facebook likes as at 30 June 2014, compared to 30,426 as at 30 June 2013
Advanced discussions to sell and sub-franchise a number of corporate stores in Warsaw
July and August outperformed expectations with like-for-like sales +38% and +43% respectively
Peter Shaw, Chief Executive of DP Poland, said:
“The seventh consecutive quarter of double digit like-for-like sales growth and more stores moving into profit further prove the model for Domino’s Pizza in Poland.
We can see the beginning of that virtuous circle of growing store numbers and reducing food costs that has been central to the success model in Domino’s Pizza markets around the world.
The opportunity now is to open stores in new cities and expand our sub-franchised store base, hand in hand with building brand profile, driving sales and reducing food costs.”
All financial reports are available to download from here
22 September 2014
Enquiries:
020 3393 6954DP Poland PLC
Peter Shaw, Chief Executive
020 7418 8900 Peel Hunt
Dan Webster Richard Brown Matthew Armitt
*Like-for-like growth in pln, matching trading periods for the same stores between 1 January and 30 June, 2013 and 1 January and 30 June, 2014
**(£103,040) H1 2014 on (£261,199) H1 2013 at a constant exchange rate of pln5.1116:£1
***Sales minus food costs
The Company confirms that on 18 June 2014 it granted share awards to two Non-Executive Directors in accordance with the terms of their service contracts.
Christopher Moore 275,736 shares
Gerald Ford 137,868 shares
The nil cost awards will vest after a two year period and will be satisfied by shares already held in the Employee Benefit Trust.
DP Poland plc (AIM:DPP), the owner of the exclusive rights to own and operate Domino’s Pizza stores in Poland, held its Annual General Meeting today and all resolutions put to shareholders were duly passed.
Significant progress in proving model, double digit sales growth continues and increasing number of stores hitting monthly breakeven.
DP Poland has the exclusive right to develop, operate and to sub-franchise Domino’s Pizza stores in Poland. It currently has 16 corporate stores and 1 sub-franchised store operating in Warsaw and 2 corporate stores operating in Krakow.
Key Highlights
Continued sales growth with double digit growth in five consecutive quarters1
Strong like-for-likes (based on first 13 Stores)2
Like-for-like Store EBITDA (pln) improved by 52%
Like-for-like Gross Profit3 (pln) up 46%
Like-for-like Sales (pln) up 43%
Like-for-like Order Count up 39%
Increasing number of stores breaking even on a monthly basis
Online sales channel becoming increasingly significant: delivery sales online at 59% in January 2014
5 stores opened in 2013
First sub-franchised store opened in October 2013 – reported EBITDA breakeven in 3 of first 4 full months4
First stores opened outside Warsaw and trading in line with expectations
New S2 Format delivering significant cost savings in store fit-out and rent
Significant increase in brand awareness5 and over 50,000 Facebook fans
December 2012, January – December 2013.
Like-for-like growth in pln, matching trading periods for the same 13 stores between 1 January and December 2012 and 1 January and 31 December 2013
Sales minus food costs
First 4 full months: November 2013 – February 2014
Market research commissioned by DP Polska, fieldwork conducted in June, October and December 2013
Peter Shaw, Chief Executive of DP Poland, said:
“2013 has been a year of substantial progress for the Company as we continue to prove our business model in Poland. We have grown our estate, announced our first sub-franchisee and opened our first stores outside of Warsaw. As sales volumes have grown we have also focussed on growing gross profit margin through improved food costs and we have devised a new store format that delivers significant cost reductions both in fit-out and rent.
Our immediate focus remains on building brand awareness, driving sales, reducing costs and proving the business model. Our roll-out strategy for 2014 will be adjusted accordingly. We will shortly open 2 more stores in Warsaw and Krakow and will take the decision at the mid-year point on further openings, based on store performance. The Board will resume a more aggressive store roll-out once the new S2 store format is proven.”
DP Poland, which through its wholly-owned subsidiary DP Polska S.A. has the exclusive right to develop and operate Domino’s Pizza stores in Poland, is pleased to announce that its first franchised store has opened in a densely populated residential area in Warsaw, Poland.
DP Poland’s first franchisee is a highly experienced Domino’s operator with over seven years’ experience. Jakub Stepien was DP Poland’s first employee and has been part of the operational team for the last three years, prior to which he was a highly successful franchised-store manager in both the UK and Ireland. Jakub brings hands on experience of the Domino’s system, deep understanding of the Warsaw market and the ambition and resourcefulness recognisable in the best of Domino’s franchisees worldwide.
The first sub franchise store will be in the recently introduced S2 format which is designed to deliver significant cost savings in store fit-out and rent, while enhancing customer perceptions of the Domino’s offer.
Peter Shaw, Chief Executive of DP Poland, commented:
“Jakub has been a core member of our operations team since we started and I am very confident that with his energy, attitude and resourcefulness, combined with a deep understanding of both the Polish market and the Domino’s system, he is the ideal candidate to be our first franchisee.”
Jakub Stepien, added
“I am delighted to be the first Domino’s franchisee in Poland and very excited by the prospect of building a significant Domino’s business here in Warsaw.”
Strong like-for-like store performance, first sub-franchisee in place, development of more efficient store format and imminent move outside of Warsaw.
DP Poland has the exclusive right to develop, operate and to sub-franchise Domino’s Pizza stores in Poland. It currently has 15 corporate stores operating in Warsaw.
Highlights:
Like-for-like sales (pln) up 72.8%**
Like-for-like order count up 73.0%**
Gross profit† (pln) in like-for-like stores up 77.7%**
Store EBITDA (pln) in like-for-like stores improved 59.4%**
First sub-franchised store to open in Warsaw, in October
First store to open outside of Warsaw in October
Maintaining target of 20 store openings in 2013-14, corporate and sub-franchised
Innovative new S2 Store format developed to deliver significant economies in both capital and operational expenditure
Peter Shaw, Chief Executive of DP Poland, said:
“As well as a very encouraging like-for-like financial performance, the first half of the year has seen significant developments for the business. I am particularly delighted to welcome our first sub-franchisee who will be opening his first store in Warsaw this October. In addition to this we will be opening our first store outside of Warsaw in October, with more to follow this year, in Warsaw and beyond. We are still targeting 20 new store openings in 2013-14.
With regard to store openings I am excited by the prospect of our new S2 Store format that we have developed, and are rolling out, to deliver significant economies in both capital and operational expenditure, facilitating the drive to store profitability.”
All financial reports are available to download from here
24 September 2013
Enquiries:
c/o College Hill 020 7457 2020DP Poland PLC
Peter Shaw, Chief Executive
020 7418 8900 Peel Hunt
Dan Webster Matthew Armitt Richard Brown
020 7457 2020 College Hill
Matthew Smallwood Jamie Ramsay
*4.9246 pln:£1 exchange rate, average rate for period Jan to June 2013
** Like-for-like growth in pln, matching trading periods for the same 13 stores between 1 January and 30 June, 2012 and 1 January and 30 June 2013
DP Poland plc (AIM:DPP), the owner of the exclusive rights to own and operate Domino’s Pizza stores in Poland, held its Annual General Meeting today and all resolutions put to shareholders were duly passed.
Funding and plans in place to establish a profitable business in one of Europe’s most resilient economies.
DP Poland, which through its wholly-owned subsidiary DP Polska S.A. (“DP Polska”) has the exclusive right to develop and operate Domino’s Pizza stores in Poland, announced final results for the year ended 31 December 2012.
Key Highlights
Core estate established in Warsaw – ready to expand into new conurbations
15 corporate stores opened by March 2013
12 stores have been open for 12 months or more
5 further stores to open in Warsaw this year
1 store lease already signed, 2 more in advanced negotiations and 2 further locations in pipeline
First stores outside of Warsaw set to open in 2013
Successful fundraising hoped to provide funding through to EBITDA break-even
The cash position of the Group as of 31st December 2012 stood at £10,929,753
PLC board strengthened with key high profile appointments
Chris Moore, previously Chief Executive of Domino’s Pizza Group plc, appointed non-executive director
Gerry Ford, Chairman and Chief Executive of Caffè Nero Group Ltd, appointed non-executive director
Maciej Jania, appointed Finance Director, alongside his role as MD DP Polska S.A.
Initial move to sub-franchising
First sub-franchised store expected to open as a pilot in Warsaw this year
Group results as anticipated for early stage start-up
Group revenue from store sales was £1,775,368 in 2012 (2011: £425,435)
Loss per share was 11.10p
Strong growth in sales and gross margin
Like-for-like* sales +37% (stores opened March to December 2011)
Like-for-like* gross margin +51% (stores opened March to December 2011)
Strong sales growth experienced in 2012 continuing into 2013
Like-for-like* sales, January 2013 on 2012, more than doubled, at 116%
Like-for-like* gross margin, January 2013 on 2012 more than doubled at 125%
Like-for-like* store EBITDA, January 2013 on 2012 64% reduction in losses
February and March trading is in line with expectations
*2013 on 2012 like-for-likes based on trading for the 12 sites that were open on 1st January 2012
Peter Shaw, Chief Executive of DP Poland, commented:
“2012 has been a year of significant progress for DP Poland and we have made a number of strategic moves that have put the company in a strong position to deliver on its stated strategy in 2013 and beyond. We now have a core operation in Warsaw that is delivering an encouraging trading performance and is building awareness of the Domino’s Pizza brand and is well funded. In 2013 DP Poland will continue to grow its corporate estate in Warsaw, will move into new cities and will trial its first sub-franchise store.”
