DPEU.L Regulatory News (DPEU)

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION. THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND THE INFORMATION CONTAINED HEREIN DOES NOT CONSTITUTE AN OFFER TO SELL OR ACQUIRE SECURITIES IN ANY JURISDICTION

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION

1 November 2021

Jubilant Foodworks Netherlands B.V. announces result of Reverse Bookbuild to acquire shares in DP Eurasia N.V. at 95 pence per share

Jubilant Foodworks Netherlands B.V. (the "Purchaser"), a wholly owned subsidiary of Jubilant Foodworks Limited ("Jubilant Foodworks"), confirms that, further to the announcement on 30 September 2021, it will purchase 10,146,964 ordinary shares of DP Eurasia N.V. ("DP Eurasia") at a price of 95 pence per share via a reverse bookbuild ("RBB").

On completion of the RBB, Jubilant Foodworks and its subsidiaries will own a total of 57,844,846 ordinary shares in DP Eurasia, which represents 39.79 per cent. of the issued share capital.

Enquiries:

About Jubilant Foodworks

Jubilant Foodworks Limited (JFL/Company) is part of Jubilant Bhartia group and is India's largest foodservice Company. Its Domino's Pizza franchise extends across a network of 1,435 restaurants in 307 cities. The Company has the exclusive rights to develop and operate Domino's Pizza brand in India, Sri Lanka, Bangladesh and Nepal. At present, it operates in India, and through its subsidiary companies in Sri Lanka and Bangladesh. The Company also enjoys exclusive rights to develop and operate Dunkin' restaurants in India, has in operation 28 restaurants across 8 cities in India. JFL has ventured into Chinese cuisine segment with its first owned restaurant brand, 'Hong's Kitchen', which now has 13 restaurants across 3 cities. Recently, the Company has added Indian cuisine of biryani, kebabs, breads and more to the portfolio by launching Ekdum! which now has 8 restaurants across 3 cities. The Company has exclusive rights to develop and operate Popeyes® restaurants in India, Bangladesh, Nepal and Bhutan. In accordance with shifting consumption habits, the Company has forayed into the ready-to-cook segment with 'ChefBoss'.

Important Notices

This announcement and the information contained herein is not for release, publication or distribution, in whole or in part, directly or indirectly, in, into or from any jurisdiction where to do so would constitute a violation of the relevant laws or regulations of such jurisdiction. This announcement is for information purposes only and the information contained herein does not constitute or form part of an offer to buy, sell, issue, acquire or subscribe for, or the solicitation of an offer to buy, sell, issue, acquire or subscribe for, any securities in any jurisdiction where it would be unlawful to do so. Any failure to comply with these restrictions may constitute a violation of the securities laws of such jurisdictions.

The distribution of this announcement may be restricted by law in certain jurisdictions and persons into whose possession any document or other information referred to herein comes should inform themselves about and observe any such restriction.

The RBB is not being directed, directly or indirectly, to DP Eurasia investors in any jurisdiction where to do so would be unlawful.

In the EEA and the United Kingdom, this announcement is only directed at (and is only being distributed to) persons whose ordinary activities involve them in acquiring, holding, managing and disposing of investments (as principal or agent) for the purposes of their business and who have professional experience in matters relating to investments and are: (a) if in a member state of the European Economic Area (the "EEA"), persons who are qualified investors, within the meaning of Article 2(E) of the Prospectus Regulation (Regulation (EU) 2017/1129 of the European Parliament and of the Council); or (b) if in the United Kingdom, 'Qualified Investors' within the meaning of Article 2(E) of the UK Prospectus Regulation (Regulation (EU) (2017/1129) as it forms part of UK domestic law by virtue of the European Union Withdrawal Act 2018) and who are also: (i) persons who fall within the definition of "investment professionals" in Article 19(5) of the Financial Services And Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Order"), or (ii) high net worth bodies corporate, unincorporated associations and partnerships and trustees of high value trusts as described in Article 49(2) of the order, or (c) other persons to whom it may otherwise be lawfully communicated, and in all cases who are capable of being categorised as a professional client or an eligible counterparty for the purposes of the FCA conduct of business rules who are permitted to sell or dispose of securities in the RBB pursuant to applicable legislation (all such persons referred to in (a), (b) and (c) above together being referred to as "Relevant Persons").

Any investment or investment activity to which this announcement relates is available in the EEA or the United Kingdom only to Relevant Persons and will be engaged in only with Relevant Persons. This announcement must not be acted on or relied on by persons in the EEA or the United Kingdom who are not Relevant Persons.

The RBB relates to securities of a non-U.S. company that is subject to the disclosure requirements, rules and practices applicable to companies listed in the UK, which differ from those of the United States in certain material respects. The RBB has been made in the United States in accordance with other requirements of Regulation 14E under the US Securities Exchange Act of 1934, as amended (the "Exchange Act") to the extent applicable. US shareholders should note that the ordinary shares of DP Eurasia are not listed on a US securities exchange and DP Eurasia is not subject to the periodic reporting requirements of the Exchange Act and is not required to, and does not, file any reports with the US Securities and Exchange Commission (the "SEC") thereunder.

Neither the SEC nor any US state securities commission has approved or disapproved of this transaction or passed upon the merits of fairness of such transaction or passed upon the adequacy of the information contained in this announcement. Any representation to the contrary is a criminal offence in the United States.

The securities in the RBB have not been offered or sold and will not be offered or sold in Hong Kong, by means of any document, other than (a) being solicited or purchased from "professional investors" as defined in the Securities and Futures Ordinance (Cap. 571 of the Laws of Hong Kong) (the "SFO") and any rules made thereunder; or (b) in other circumstances which do not result in the document being a "prospectus" as defined in the Companies (Winding Up and Miscellaneous Provisions) Ordinance (Cap. 32 of the Laws of Hong Kong) or which do not constitute an offer to the public within the meaning of that ordinance. No advertisement, invitation or document relating to the RBB has been or may be issued or has been or may be in the possession of any person for the purposes of issue, whether in Hong Kong or elsewhere, which is directed at, or the contents of which are likely to be accessed or read by, the public in Hong Kong (except if permitted to do so under the securities laws of Hong Kong) other than with respect to the securities in the RBB which are or are intended to be disposed of only to persons outside Hong Kong or only to "professional investors" in Hong Kong as defined in the SFO and any rules made thereunder.

This announcement does not constitute a public offer in the Cayman Islands by either Jubilant Foodworks or Peel Hunt (on behalf of Jubilant Foodworks) to purchase the DP Eurasia ordinary shares and any invitation to participate in the RBB is not being conducted from a place of business in the Cayman Islands.

No advertisement, invitation or public announcement relating to the RRB and no offer to purchase, sell, acquire or subscribe for securities, has been or will be, published or made to the public in The Bahamas. This advertisement is being circulated for informational purposes only, to certain accredited investors incorporated in The Bahamas who are existing shareholders in the Company and are designated or deemed to be "non-resident" for the purposes of the Exchange Control Regulations of The Bahamas.

Peel Hunt LLP, which is authorised and regulated in the United Kingdom by the FCA, is acting as financial adviser and sole bookrunner exclusively for Jubilant Foodworks and no one else in connection with the matters set out in this announcement and will not regard any other person as its client in relation to the matters set out in this announcement and will not be responsible to anyone other than Jubilant Foodworks for providing the protections afforded to clients of Peel Hunt LLP, nor for providing advice in relation to the contents of this announcement or any other matter referred to herein. Neither Peel Hunt LLP nor any of its subsidiaries, branches or affiliates owes or accepts any duty, liability or responsibility whatsoever (whether direct or indirect, whether in contract, in tort, under statute or otherwise) to any person who is not a client of Peel Hunt LLP in connection with this announcement, any statement contained herein or otherwise or any transaction, arrangement or other matter referred to herein (including, without limitation, the RBB).

Neither Peel Hunt nor any of its affiliates nor any of their respective directors, officers, employees, advisers or agents accepts any responsibility or liability whatsoever for, or makes any representation or warranty, express or implied, as to, the truth, accuracy or completeness of the information in this announcement (or whether any information has been omitted from the announcement) or any other information relating to Jubilant Foodworks or the Company or any of its or their subsidiaries or associated companies, whether written, oral or in a visual or electronic form, and howsoever transmitted or made available or for any loss howsoever arising from any use of this announcement or its contents or otherwise arising in connection therewith.

All times referred to are London, UK, time unless otherwise stated.

Market Abuse Regulation

The information contained within this announcement would have, prior to its release, constituted inside information as stipulated under Article 7 of the Market Abuse Regulation (EU) No.596/2014 as incorporated into UK domestic law by virtue of the European Union (Withdrawal) Act 2018 (together, "UK MAR"). Upon the publication of this announcement via a regulatory information service, this inside information will be considered to be in the public domain. For the purposes of UK MAR, the person responsible for arranging for the release of this information on behalf of Jubilant Foodworks is Ashish Goenka, Chief Financial Officer of Jubilant Foodworks.