Result of Open Offer

DP Poland PLC (“DP Poland” ,“DPP”, “the Company” or “the Group”)

Result of Open Offer

On 23 December 2011, the Board of DPP announced details of a Placing and Open Offer


…in which it had conditionally raised net proceeds of GBP2.58 million by means of a Placing through the issue of 4,583,334 Placing Shares at 60p per share and also, to provide shareholders who had not taken part in the Placing with an opportunity to invest in the Company. The Company was providing all qualifying shareholders with the opportunity to subscribe, also at 60p per share, for an aggregate of up to 1,666,667 Open Offer Shares.

The Open Offer has now closed in accordance with its terms and DPP is pleased to announce that it has received valid acceptances under the Open Offer in respect of 1,076,080 Open Offer Shares from Qualifying Shareholders, which represents a take-up of approximately 64.56% of the total Open Offer Shares being offered.

Application has been made for the 1,076,080 New Ordinary Shares to be admitted to trading on AIM and dealings are expected to commence at 8.00 a.m. on 7 February 2012.

Terms defined in the Circular published by the Company on 23 December 2012 shall have the same meaning in this announcement unless the context requires otherwise.

Peter Shaw, Chief Executive, said:

“We are very pleased with the level of Open Offer take up, which demonstrates the strength of ongoing and widening support for our strategy.”

In conformity with rule 5.6.1 of Disclosure and Transparency Rules, the Board of the Company notifies the market of the following:

The total number of ordinary shares of 0.5p each in DPP in issue as at the date of this notice is 25,437,986 with each share carrying the right to one vote. There are no shares held in Treasury. The total number of voting rights in the Company is therefore 25,437,986. 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, DPP under the FSA’s Disclosure and Transparency Rules.

6 February 2012

Enquiries:

  • 020 3393 6854DP Poland PLC
  • Peter Shaw, Chief Executive
  • 020 7457 2020
  • College Hill
  • Matthew Smallwood
  • Justine Warren
  • 020 7107 8000 Seymour Pierce
  • Guy Peters/Catherine Leftley – Corporate Finance
  • David Banks/Jacqui Briscoe – Corporate Broking

www.londonstockexchange.com

Placing of New Shares and Open Offer

DP Poland PLC (“DP Poland” ,“DPP”, “the Company” or “the Group”)

Placing of New Shares

£2.75 million Placing of New Ordinary Shares at 60p and Open Offer to raise up to £1 million


DP Poland plc holds the exclusive rights to develop and operate Domino’s Pizza stores in Poland, through its wholly owned subsidiary DP Polska SA.

  • Approximately £2.58 million raised conditionally (net of expenses) through a Placing
    • All Directors participating
  • Open Offer to all qualifying shareholders to raise a maximum of £1 million
    • 1 Open Offer Share for every 11.86714 Ordinary Shares held
    • excess applications possible to extent not otherwise taken up
    • discount of approximately 9.8% to closing middle market price on 22 December 2011
    • eligible for EIS (income tax and CGT) tax relief
    • Existing DPP shares will trade cum entitlement until 13 January
  • Proceeds and existing cash resources to be utilised to fund the 2012 roll out programme particularly in reaching 20 stores enabling the Group to sub-franchise
  • Seymour Pierce acted as nomad and broker to the Company
  • Trading in Placing shares anticipated to commence 20 January 2012 and trading in Open Offer shares anticipated to commence 7 February 2012
  • Encouraging current trading

Peter Shaw, Chief Executive, said:

“Our first year has been successful. We have fulfilled our promise to open 12 stores and sales have grown steadily as the stores have opened. Our most recent research demonstrates that, as anticipated, customers are buying our pizzas for their quality and speed of delivery, the opportunity that was identified prior to launch.

“Our first target for 2012 is to reach 20 owned stores which will enable us to gain critical mass and will allow us to begin to sub-franchise, an important part of our model going forward.

“We are delighted with the support for our Placing. We have structured the Open Offer in an optimal way with a discount to the current market price and eligibility for EIS tax relief, allowing individual investors to shelter income tax and potentially avoid any CGT. Assuming eligibility for the available tax breaks and retention for three years, shareholders and those who purchase in the market before 13 January can effectively buy into the Company through the Open Offer at 42p.”

22 December 2011

Enquiries:

  • Today c/o Collage Hill 07831 379 122DP Poland PLC
  • Peter Shaw, Chief Executive Thereafter 020 3393 122
  • 07831 379 122 College Hill
  • Matthew Smallwood
  • 020 7107 8000 Seymour Pierce
  • Guy Peters/Catherine Leftley – Corporate Finance
  • David Banks/Jacqui Briscoe – Corporate Broking

Introduction

DPP is pleased to announce that it has conditionally raised approximately £2.58 million (net of the expenses of the Placing) by means of a placing by Seymour Pierce, as agent for the Company, of 4,583,334 Placing Shares, at 60 pence per share which is conditional on, amongst other things, the passing of the Resolutions at the General Meeting and Admission (save in respect of 815,000 Placing Shares) and Admission. The General Meeting will be held at 11a.m. on 19 January 2012.

Reasons for the Placing and Open Offer

DPP was admitted to trading on AIM on 28 July 2010. It was a newly formed company owning the entire issued share capital of DPP SA, a Polish company having the exclusive master franchise in Poland for Domino’s Pizza, the world’s leading pizza delivery brand. DPP SA has the exclusive right itself to develop and operate and to sub-franchise to others the right to develop and operate Domino’s Pizza stores in Poland.

DPP is aiming to roll out Domino’s Pizza stores in Poland, initially in Warsaw. Under its Master Franchise Agreement, DPP SA is required to meet minimum store growth targets, and DPP SA’s initial target of opening 12 stores in Warsaw by 31 December 2011 has been achieved. The first store was opened in February 2011, located in the affluent Mokotów district of Warsaw and the eleventh and twelfth stores were opened on 21st December 2011 on Jerozolimskie Street in central Warsaw and on Wincentego Street on the eastern side of the city. Whilst the initial focus for 2012 will be on opening Group owned stores the Master Franchise Agreement allows DPP SA to sub-franchise once it has 20 stores of its own. Sub-franchising is fundamental to the Domino’s Pizza business model and DPP anticipates that sub-franchising will be central to its expansion plans over the coming years. The Domino’s Pizza sub-franchise model requires the sub-franchisee to meet all capital and operational costs of constructing and equipping their sub-franchised stores.

As at 1 November 2011 the Company’s cash balance totalled £1.53 million. The proceeds of the Placing and Open Offer, which will together total approximately £3.52million after expenses (on the assumption that the Open Offer is taken up in full by Qualifying Shareholders), are expected to provide the additional funding for the anticipated roll out of new Domino’s Pizza stores in Poland in 2012.

Current Trading and Prospects

The original plan to open 12 stores in 2011 has been fulfilled. Total Group sales have grown steadily as stores have opened. Sales (by value) in the 10 stores open in the week ended 18 December 2011 totalled approximately 104,000 pln. Sales (by value) at the first store have been steadily growing over the 9.5 months since opening with weekly sales being over 17,500 pln (net) for the week ended 18 December 2011. The average transaction value for all stores has also been growing since the first store opened, and averaged over 38 pln (net) up to the week ending 18 December.

The first store has averaged 461 transactions a week over the 9.5 months that it has been trading, including in the summer months when a dip in sales as consumers took long weekends and holidays was predicted. It is anticipated that the winter months will see a boost in sales as people choose to stay at home and order delivery food.

Research undertaken among the Group’s customers at its first store has indicated that they are buying Domino’s Pizza products on account of superior product quality and speed of delivery. This research is supported by anecdotal evidence of very positive customer feedback regarding product quality and service.

The Board believes that DPP SA should achieve critical mass in 2012. This is largely on account of the increasing number of stores – and, in consequence, wider coverage of the Warsaw population – and the increasing awareness of the Domino’s Pizza brand.

Details of the Placing

The Company has conditionally raised £2.75 million (approximately £2.58 million net of the expenses of the Placing) by means of a placing by Seymour Pierce on behalf of the Company of 4,583,334 new Ordinary Shares at the Issue Price for the benefit of the Company. One of the institutional placees in the Placing requires its participation of 815,000 new Ordinary Shares to be issued by 30 December 2011 and accordingly the Company intends to issue those new Ordinary Shares utilising its existing authorities on or before 30 December 2011.

The Placing is, save as mentioned above, conditional, inter alia, upon:

  • the passing of the Resolutions at the GM;
  • the Placing Agreement becoming unconditional and not having been terminated prior to Admission; and
  • Admission of the Placing Shares to trading on AIM.

The Placing Shares, when issued and fully paid, will rank pari passu in all respects with the Existing Ordinary Shares, including the right to receive all dividends and other distributions declared, made or paid after their date of issue.

The Company has obtained advance assurance from HM Revenue & Customs that on the basis of information provided (i) following receipt of a properly completed form EIS 1 they will be able to authorise the Company to issue certificates under Section 204, ITA 2007 in respect of the Placing Shares to be issued in the Placing; and (ii) the New Ordinary Shares will be eligible shares for the purposes of Section 285(3), ITA 2007 and may be part of a qualifying holding for the purposes of Chapter 4 of Part 6, ITA 2007. The Directors are not aware of any subsequent change in the qualifying conditions or the Company’s circumstances that would prevent the Placing Shares from being eligible VCT and EIS investments on this occasion. Further details as regards VCT and EIS reliefs are set out below.

It is expected that subject to the passing of the Resolutions at the GM, Admission will become effective and dealings in the Placing Shares will commence from 20 January 2011.

Directors’ participation in the Placing

Mr Nicholas Donaldson and Mr Robert Morrish, both non-executive directors of the Company are participating in the Placing and have agreed to subscribe for 41,667 and 50,000 Placing Shares respectively at the Issue Price. Mr Peter Shaw, Chief Executive Officer of the Company is also participating in the Placing and has agreed to subscribe for 33,334 Ordinary Shares at the Issue Price. Mr Shaw already holds 1,220,000 Ordinary Shares in the Company and has an interest in a further 283,936 Existing Ordinary Shares held within the Company’s Joint Ownership Share Scheme.

Open Offer

In order to provide Shareholders who have not taken part in the Placing with an opportunity to participate in the proposed issue of New Ordinary Shares, the Company is providing all Qualifying Shareholders with the opportunity to subscribe at the Issue Price for an aggregate of 1,666,667 Open Offer Shares. The Open Offer provides Qualifying Shareholders with an opportunity to participate in the proposed issue of the Open Offer Shares on a pre-emptive basis whilst providing the Company with additional equity capital to invest in the business of the Group.

Pursuant to the Open Offer, Qualifying Shareholders will be offered the opportunity to apply for Open Offer Shares on the basis of:

1 Open Offer Share for every 11.86714 Ordinary Shares held on the Record Date.

In addition, Qualifying Shareholders will if they so wish, be able to apply to subscribe for additional Open Offer Shares in excess of their pro rata entitlements to the extent that any Open Offer Entitlements are not taken up in full. In the event that applications are received under the Excess Application Facility for more than the total number of Open Offer Shares available following the take up of Open Offer Entitlements, such applications will be scaled back pro rata to existing shareholdings. The Open Offer Shares have not been placed subject to clawback nor have they been underwritten. Consequently, there may be no more, but potentially fewer than 1,666,667 Open Offer Shares issued pursuant to the Open Offer.

Open Offer Shares are being offered to Qualifying Shareholders at a discount of approximately 9.8 per cent. to the closing middle-market price of the Ordinary Shares on AIM of 66.5 pence per Ordinary Share on 22 December 2011, being the last trading day before the details of the Placing and Open Offer were announced.

The Open Offer Shares when issued and fully paid will rank pari passu with the Existing Ordinary Shares, including the right to receive all dividends and other distributions declared, made or paid, after their date of issue.

The estimated total proceeds of the Placing and Open Offer, after payment of all expenses incurred in relation to the issue of the New Ordinary Shares and assuming the Open Offer is fully subscribed, would amount to approximately £3.52 million.

It is expected that subject to the passing of the Resolutions at the GM and the Placing Agreement becoming unconditional, Admission will become effective and that dealings in the Open Offer Shares for which valid application is made pursuant to the Open Offer, will commence on 7 February 2012.

Operations Update – store target reached

DP Poland PLC (“DP Poland”)

Store target reached

DP Poland is pleased to announce the opening of its eleventh and twelfth stores in Warsaw


DP Poland is pleased to announce the opening of its eleventh and twelfth stores in Warsaw, located on Jerozolimskie Street in the city centre and on Wincentego Street on the east side of the city.

Peter Shaw, Chief Executive of DP Poland, said:

“I am delighted to announce today’s opening of our eleventh and twelfth stores in Warsaw. This represents a very significant milestone in our short history as we meet our original opening plan of 12 store openings in 2011. We now have a significant presence in the Warsaw pizza delivery market and the platform to build a strong brand in the city in 2012. I would like to take this opportunity to congratulate the whole DP Poland team for their extraordinary efforts in reaching this milestone.”

21 December 2011

Enquiries:

  • c/o Collage Hill 020 7457 2020DP Poland PLC
  • Peter Shaw, Chief Executive
  • 020 7457 2020 College Hill
  • Matthew Smallwood
  • Justine Warren
  • 020 7107 8000 Seymour Pierce
  • Jeremy Porter / Guy Peters – Corporate Finance

Operations Update – store number nine opens

DP Poland PLC (“DP Poland”)

Ninth store opening

DP Poland is pleased to announce the opening of its ninth store in Warsaw.


DP Poland’s ninth store opens today in a suburb of Warsaw, west of the city centre. Pruszkow is an affluent commuter suburb and the ninth store is located in the shopping area on a busy road opposite the popular park.

Peter Shaw, Chief Executive of DP Poland, said:

“We are now expanding our reach west of the city into Pruszkow, a suburb with over ninety thousand households. Within easy reach of the city centre Pruszkow allows us to extend our brand franchise in an affluent neighbourhood with the potential of supporting a number of stores in the future. We now have stores in inner city mixed residential and commercial, central business district and suburban locations and our store teams are building sales according to the specific needs and motivations of their customers. In this context I am particularly pleased that the value of the average transaction is growing significantly across all stores and that a significant proportion of customers are buying more than once a month, reflecting their willingness to pay for great quality and speed of service.

I am also pleased to confirm that the store teams are being recruited and trained for the three store openings in December, to hit our target of 12 store openings in 2011. Our steeply building sales reflect this concentrated store opening programme.”

24 November 2011

Enquiries:

  • 020 3393 6854DP Poland PLC
  • Peter Shaw, Chief Executive
  • 020 7457 2020 College Hill
  • Matthew Smallwood
  • Justine Warren
  • 020 7107 8000 Seymour Pierce
  • Jeremy Porter / Guy Peters – Corporate Finance

Notes to editors

DP Poland is the owner of the exclusive rights to develop and operate Domino’s Pizza stores in Poland, through its wholly owned subsidiary DP Polska SA.

Operations Update – store number eight opens

DP Poland PLC (“DP Poland”)

Eighth store opening

DP Poland is pleased to announce its eighth store opening in Warsaw.


The eighth store to open in Warsaw is located on Towarowa Street, very close to the intersection with Solidarnosc Street. Towarowa Street is a main route that runs through the centre of Warsaw to the west of Jana Pawla, where two of our other stores are centrally located.

Peter Shaw, Chief Executive of DP Poland, comments:

“Our eighth store is in another high profile location and we believe it will add significantly to our growing profile in the city. I would like to thank all of our team for keeping store openings on track.”

18 November 2011

Enquiries:

  • 020 3393 6854DP Poland PLC
  • Peter Shaw, Chief Executive
  • 020 7457 2020 College Hill
  • Matthew Smallwood
  • Justine Warren
  • 020 7107 8000 Seymour Pierce
  • Jeremy Porter / Guy Peters – Corporate Finance

Notes to editors

DP Poland is the owner of the exclusive rights to develop and operate Domino’s Pizza stores in Poland, through its wholly owned subsidiary DP Polska SA.

Operations Update – store number seven opens

DP Poland PLC (“DP Poland”)

Seventh store opening

Today DP Poland opens its Seventh Domino’s Pizza store in Warsaw.


DP Poland is pleased to announce the opening of its seventh Domino’s Pizza store in Warsaw

Located on the junction of Racławicka Street and Wołowska Street, this is a highly visible location on a main road south of the city centre.

Peter Shaw, Chief Executive of DP Poland, comments:

“Our seventh store further consolidates our presence in the southern part of the city, with great visibility on a major commuter route between the city centre and the central business district.

“I am pleased to report that our sales continue to build as customers become aware of the great quality and value that we offer. The introduction of our latest menu at the beginning of this month, which includes a number of new pizza recipes and an additional pizza size across the range, delivered a marked sales uplift.”

27 October 2011

Enquiries:

  • 020 3393 6854DP Poland PLC
  • Peter Shaw, Chief Executive
  • 020 7457 2020 College Hill
  • Matthew Smallwood
  • Justine Warren
  • 020 7107 8000 Seymour Pierce
  • Jeremy Porter / Guy Peters – Corporate Finance
  • David Banks / Jacqui Briscoe – Corporate Broking

Notes to editors

DP Poland is the owner of the exclusive rights to develop and operate Domino’s Pizza stores in Poland, through its wholly owned subsidiary DP Polska SA.

Further new store openings

DP Poland PLC (“DP Poland”)

Two for Thursday

DP Poland is pleased to announce the opening of its fifth and sixth Domino’s Pizza stores in Warsaw.


Located on Wrocławska street and Słomińskiego street, these two stores extend Domino’s reach west and north of the city centre respectively. Our store on Wrocławska street is located in a high density residential neighbourhood with many new build apartments. The store on Słomińskiego is located on one of the city’s main traffic intersections, opposite the highly popular Arkadia shopping centre.

Peter Shaw, Chief Executive of DP Poland, comments:

“The opening of our fifth and sixth stores on the same day is testimony to the tremendous effort and talent of our team. We have hit the mid-point in our store target for 2011 and are on track to open 12 stores as planned by the end of the year. Our first store has now been open for a little over six months and we are seeing encouraging progress”.

dominos new stores storedominos new stores 2dominos new stores 3

15 September 2011

Enquiries:

  • 020 3393 6854DP Poland PLC
  • Peter Shaw, Chief Executive
  • 020 7457 2020 College Hill
  • Matthew Smallwood
  • Justine Warren
  • 020 7107 8000 Seymour Pierce
  • Jeremy Porter / Guy Peters – Corporate Finance
  • David Banks / Jacqui Briscoe – Corporate Broking

Notes to editors

DP Poland is the owner of the exclusive rights to develop and operate Domino’s Pizza stores in Poland, through its wholly owned subsidiary DP Polska SA.

Operations Update – store number four opens

DP Poland PLC (“DP Poland”)

New Stores Update

Today DP Poland opens its fourth Domino’s Pizza store in Warsaw.


DP Poland is pleased to announce that today it opens its fourth Domino’s Pizza store in Warsaw, with stores five and six opening shortly.

Located on Marynarska Street in the centre of Warsaw’s modern business district, the fourth store will cater to the needs of the thousands of professionals who work and live there. Stores five and six, which are scheduled to open in the first half of September, will be located north and west of the city centre respectively.

Peter Shaw, Chief Executive of DP Poland, comments:

“The Marynarska store is adjacent to areas covered by our first and third stores and has great potential to develop both a strong lunch time and evening trade. The store is highly visible and will be a flagship for us in the wealthy Mokotow district, as we continue to build our presence south of the city centre.

Our focus is to rapidly open a critical mass of stores in Warsaw, to reach a tipping point in brand awareness and sales. Our fifth and sixth stores are days from completion, and staff training is well advanced for both. We have store managers in readiness for the 12 scheduled store openings this year and we are seeing some great talent coming through in our store teams and we have made a number of promotions already.”

dominos fourth storedominos fourth store 2dominos fourth store 3

31 August 2011

Enquiries:

  • 020 3393 6854DP Poland PLC
  • Peter Shaw, Chief Executive
  • 020 7457 2020 College Hill
  • Matthew Smallwood
  • Justine Warren
  • 020 7107 8000 Seymour Pierce
  • Jeremy Porter / Catherine Leftley – Corporate Finance
  • David Banks / Jacqui Briscoe – Corporate Broking

Notes to editors

DP Poland is the owner of the exclusive rights to develop and operate Domino’s Pizza stores in Poland, through its wholly owned subsidiary DP Polska SA.

Operations Update – store number three opens

DP Poland PLC (“DP Poland”)

Store number three opens

Today DP Poland opens its third Domino’s Pizza store in Warsaw.


Located in the modern suburb of Ursynow, the store fronts the main street on Al. Dereniowa and features a spacious customer area and a ‘pizza theatre’ window which allows visiting customers to see their pizzas being freshly made.

Peter Shaw, Chief Executive of DP Poland, comments:

“Located just south of our first store our third store opens in a modern residential area that is home to many young professionals and families, both important audiences for us. This state of the art Domino’s Pizza store will increase the quality of pizza available in the area, together with fast delivery, providing excellent service to our customers. Our fourth and fifth stores are under construction and we have leases signed on a further seven stores, keeping us on schedule to open our planned twelve stores this year.”

dominos first storedominos first store 2dominos first store 3

27 July 2011

Enquiries:

  • c/o College Hill: 020 7457 2020DP Poland PLC
  • Peter Shaw, Chief Executive
  • 020 7457 2020 College Hill
  • Matthew Smallwood
  • Justine Warren
  • 020 7107 8000 Seymour Pierce Ltd
  • Jeremy Porter / Catherine Leftley – Corporate Finance
  • David Banks / Jacqui Briscoe – Corporate Broking

Notes to editors

DP Poland is the owner of the exclusive rights to develop and operate Domino’s Pizza stores in Poland, through its wholly owned subsidiary DP Polska SA.

Operations Update – store roll-out gathers pace

DP Poland PLC (“DP Poland”)

Store Openings

Today DP Poland opens its second Domino’s Pizza store, in central Warsaw.


Located on Al. Jana Pawła II, a major street that runs through the centre of the city, the store has a densely populated delivery area. This store features a ‘pizza theatre’ window in the customer area which allows visiting customers to view their pizzas being freshly made.

Peter Shaw, Chief Executive of DP Poland, comments:

“As our second store opens the store roll-out programme is gathering pace, with the third store nearly complete and construction about to commence on the fourth.

I am also very pleased to announce that our first store has recently received a five star rating from our international franchisor, an outstanding result which reflects the time and effort spent developing a best of breed Domino’s offer for Poland. This standard now provides the operational benchmark for all of our stores going forward.

Our first store has now been open for over three months and is starting to build our reputation for great delivery pizza. Customer feedback is very encouraging with regard to both the quality of our pizzas and the speed of our delivery. Delivery is averaging less than 20 minutes from the time the order is taken to it arriving in the customers’ hands.

Our online ordering system was activated at the end of April and is already accounting for between 5-10% of sales without active promotion of this channel.”

Head of Site Development

We are pleased to announce that Agnieszka Kaczmarek has recently joined the company as Head of Site Development, with responsibility for site identification, lease negotiation and store construction and fit-out. Agnieszka has extensive real estate experience, having joined us from Tesco where she had responsibility for large store formats in Poland. Agnieszka has worked for a range of businesses, including BP retail, and has significant site development experience in the food service sector with major national restaurant chain Sphinx and leading national retailer Ruch in the development of its i-coffee chain. Agnieszka qualified as an architect and holds an MBA from INFAM Business School, Paris.

dominos first storedominos first store 2dominos first store 3

15 June 2011

Enquiries:

  • 020 3393 6954DP Poland PLC
  • Peter Shaw, Chief Executive
  • 020 7457 2020 College Hill
  • Matthew Smallwood
  • Justine Warren
  • 020 7107 8000 Seymour Pierce Ltd
  • Jeremy Porter / Catherine Leftley – Nominated Adviser
  • David Banks / Jacqui Briscoe – Corporate Broking

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