Dp Poland Regulatory News (DPP)

DP Poland PLC

("DP Poland" or the "Company")

Final results for the year to 31 December 2011

Moving from start-up to a sales focus

DP Poland is the owner of the exclusive rights to develop and operate Domino's Pizza stores in Poland. It currently has 12 stores operating in Warsaw.

·; Target of opening 12 stores by the end of 2011 achieved

- Unparalleled rate of opening in a first year in a new Domino's market

·; Original premise for market opening verified as customers more highly motivated by quality and speed of service rather than price

·; Commissary operation set up and running well

·; With stores only open on average for three months, the Group made an anticipated loss per share of 11.5p

·; Net cash of £873k at the year end and a further £3.2m raised early in 2012 to fund further development of the company

·; Three further stores in Warsaw to open in 2012 followed by a move to a sub-franchise model, reducing the Company's future capital expenditure requirement

Peter Shaw, Chief Executive of DP Poland, said:

"We are pleased with the development of the Company in its start-up phase, over the last year having achieved our target number of openings. Operationally we are running well and delivering high quality product to our customers quickly. We are approaching critical mass in Warsaw with growing awareness among our target consumers.

"We are well funded for further development in 2012 and are targeting 2013 for the opening of the first sub-franchised Domino's Pizza stores in Poland."

26 March 2012

Enquiries:

Chairman's Statement

2011 was a year of great activity for DP Poland. We opened our first store on schedule in February 2011 and in the following ten months opened a further eleven Domino's Pizza outlets, achieving our target of opening twelve stores in Warsaw by the end of 2011. We also established a high quality commissary operation in Warsaw and have continued to build our infrastructure and operational capabilities overall - an essential part of the development of our business in Poland. Quality - of our products and of our service to customers - is our focus.

As more fully described in the Chief Executive's Review below, we ended the year by undertaking our second equity funding round, raising some £3.2million after expenses, which closed in February 2012. These funds will support the further development of the Company and roll out of further stores.

2012 is likely to be a crucial year in the development of DP Poland. Although with twelve stores we now have presence in many parts of Warsaw, the average trading period of each of our stores was only just over three months at the year end. A key part of our strategy for this year, therefore, is to work hard at building awareness among the population of Warsaw of Domino's delicious pizzas and our fast, reliable and courteous service. We expect the 'brand effect' to build over the year as the stores mature and our customer base grows as a result of advertising, local store marketing - and recommendations from happy customers.

During this year we plan to focus our resources on building brand awareness, growing sales and paving the way for sub-franchising in 2013. We plan to open three further Company owned stores this year, taking our presence in Warsaw to 15 stores.

I continue to be very optimistic about the prospects of Poland as GDP growth continues to out-strip other EC countries and as major infrastructure projects, such as the building of the A1, A2 and A4 motorways, have the potential to impact economic development significantly in this large and well situated country.

DP Poland is still in its infancy. However, we believe that we have taken the correct first steps in building a successful business. Central to that is the DP Poland team: my thanks go to each and every member for their contribution to the Company.

Nicholas Donaldson

Non-Executive Chairman

23 March 2012

Chief Executive's Review

Establishing operations in 2011

Our focus in 2011 was to establish operations and build our presence in Warsaw. From our first opening at the end of February we achieved our target of 12 store openings in 2011, making our delivery offer available to the majority of our target consumers in the city. This was an exceptional achievement and an unparalleled rate of opening in the first year of a new Domino's market. I congratulate all in our Warsaw team and thank them for their commitment, energy and professionalism.

Alongside opening a large number of high quality stores in a short space of time we are delivering a great product with a high level of service. The average service time* across all of our stores from placing an order to delivery is less than 21 minutes, well within our operational target of less than 30 minutes. Research among our regular customers at our first store tells us that they are more highly motivated by the quality of our product and the speed of our service than by price, as postulated in our original business case. I believe that our offer far outstrips that of our competitors in the Warsaw pizza delivery market. A current review from the reputed Warsaw Insider magazine concludes "…these guys are listed for what amounts to be the best delivered pizza in the history of Poland."

In January 2011 we established our commissary operation in partnership with Lot Catering, one of Poland's leading quality food service suppliers. At the commissary we make our renowned fresh dough, manage our procurement and take delivery of all ingredients and inventory items; it is from there that we distribute to our stores. We specified and fitted our own dough making equipment and installed the production line to the exacting standards of Domino's Pizza International Franchising (DPI), our franchisor. We have our own commissary manager located at Lot Catering's premises in Warsaw who manages all aspects of the commissary operation. This is working effectively and well.

Audits conducted by DPI confirm our store operations, commissary operations and commissary-to- store distribution to be operating to very high standards, among the highest in the Domino's international network.

Strategy for 2012 and 2013

Driving sales

Our task in 2011 was to build and operate great stores, run a first class commissary operation and deliver a high quality product fast. 2012 is about establishing strong sales in our first stores, proving the model and paving the way for the introduction of sub-franchising in 2013.

In 2012 we will continue to focus our operations on Warsaw, with the construction of 3 additional company stores, taking our presence in the capital city to 15 stores. With 15 stores we believe that we will be able to deliver to the great majority of our target customers in the city. Committing additional funds to marketing in 2012 will increase awareness of the Domino's Pizza offer among this audience and support our sales activities at the local store level.

Sub-franchising

We have taken the decision to commence sub-franchising earlier than originally envisaged, principally on account of the rapid development of our operational capabilities and the belief that demand for our sub-franchises will be robust. We plan to roll out our first sub-franchised stores in 2013 and will continue managing our own company stores in parallel with a sub-franchised estate.

Financial review

Group income

With each store open an average of a little over 3 months in 2011 Group revenue from store sales was £425,435. Group EBITDA was, as anticipated, a loss of £1.76m for the year ended 31st December 2011, as we moved through the start-up phase. Total loss for the period after tax, depreciation, finance income, foreign exchange differences between the Company and our wholly-owned Polish operating subsidiary DP Polska SA and accounting for past share based payments was £1.93m. Loss per share was 11.5p.

Cash position

The cash position of the Group as of 31st December 2011 stood at £873,672.

Fund raising

Our second fund raising was completed in early February 2012, raising c.£3.2m after fund raising costs. Raising this level of funding in such a period of economic uncertainty is a powerful vote of confidence by our investors, new and existing, and testimony to the prospects of Domino's Pizza in Poland.

Capital expenditure (CAPEX) and operating expenditure (OPEX) requirements for 2012

The decision to build no more than 3 company stores this year and a move to sub-franchising in 2013 will give rise to lower CAPEX requirements for new stores in 2012 than in 2011. However, our OPEX requirements will be higher in 2012 than in 2011, supporting stores as they drive to break even and investing significantly in marketing to drive brand awareness and sales.

Poland

The macro market conditions in Poland continue to be very encouraging. I believe that the changes we will see over the next 10 years will be even more significant than those seen over the last 20 years.

Investment in infrastructure

The construction of a modern motorway network, new highways in and around Warsaw and Warsaw's east-west subway line are well advanced. The economic impact of these improvements in the national infrastructure is likely to be significant as Poland catches up with Western Europe.

Economic growth

The European Commission and IMF predict GDP growth in Poland in 2012 to be 2.5%, higher than any other EC member country. The latest retail figures announced by Poland's Central Statistical Office show retail sales in January 2012 to have grown 14.3% year on year. While this latter figure would have been impacted by consumer spending dipping in January 2011 after the introduction of a VAT rise, the underlying trend would seem to be positive. On the basis of qualitative observation the shopping centres of Warsaw appear to be as busy as usual.

Current trading and outlook

Our rapid opening programme in 2011 has made Warsaw-wide marketing campaigns viable in 2012. These marketing campaigns are attracting new customers to our stores and encouraging repeat purchases by existing customers.

The initial months of trading at a new store are inevitably relatively low as we create awareness among local consumers of our offer and start to build our customer base. We believe that it will take some 18 months for our first stores to achieve sustained profitability. As brand awareness builds we believe that the period to reach store profitability will become progressively shorter.

In February 2012 we supported our regular Tuesday promotion of a large pizza for the price of a small pizza and on 1st March we commenced our "1st Birthday in Warsaw" campaign, with a daily pizza at a promotional price. Single day promotions at individual stores have generated marked sales uplifts. We have also experienced high sales when the national football team has been playing and we are optimistic about the potential demand for our pizzas during the UEFA Euro 2012 tournament in June.

It is not yet possible to form a clear view of the performance of individual stores, for as noted above the average trading period for each store was only a few months by the end of 2011. However, the first 10 months' trading at our first store has been encouraging as we build that store's customer base and encourage repeat purchase through local store marketing.

Overall, the Group is performing in line with the Board's expectations. Having laid the ground work in 2011 our team is fully engaged and highly motivated to further progress and develop the next stage of establishing Domino's Pizza in Poland.

* Average delivery time from 1st March 2011 - 26th February 2012.

Peter Shaw

Chief Executive

23 March 2012

Group Income Statement

for the year ended 31 December 2011

Group Statement

of comprehensive income

for the year ended 31 December 2011

Group Balance Sheet

at 31 December 2011

The financial statements were approved by the Board of Directors and authorised for issue on 23 March 2012 and were signed on its behalf by:

Peter Shaw Robert Morrish

Director Director

Group Statement of Cash Flows

for the year ended 31 December 2011

Group Statement of Changes in Equity

for the year ended 31 December 2011

Notes to the Financial Statements

for the year ended 31 December 2011

1. BASIS OF PREPARATION

The financial statements have been prepared on the historical cost basis, with the exception of certain financial instruments and share based payments. The consolidated and Company financial statements of D P Poland plc have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union, IFRIC Interpretations and the Companies Act 2006 applicable to Companies reporting under IFRS. The financial statements have been prepared in accordance with IFRS and IFRIC interpretations issued and effective or issued and early adopted as at the time of preparing these statements (March 2012). The preparation of financial statements in accordance with IFRS requires the use of certain critical accounting estimates. It also requires management to exercise judgement in the process of applying the Company's accounting policies.

2. LOSS BEFORE TAXATION

This is stated after charging

3. TAXATION

The tax on the Group's loss before tax differs from the theoretical amount that would arise using the tax rate applicable to profits of the consolidated entities as follows:

The Directors have reviewed the tax rates applicable in the different tax jurisdictions in which the Group operates. They have concluded that a tax rate of 19% represents the overall tax rate applicable to the Group.

4. LOSS PER SHARE

The loss per ordinary share hasbeen calculated as follows:

The weighted average number of shares for the year excludes those shares in the Company held by the employee benefit trust. At 31st December 2011 the basic and diluted loss per share is the same, as the vesting of JOSS or SIP awards would reduce the loss per share and is, therefore, anti-dilutive.

5. INTANGIBLE ASSETS

Franchise fees consisting of the cost of purchasing the Master Franchise Agreement (MFA) from Domino's Pizza Overseas Franchising B.V. have been capitalised and are written off over the term of the MFA. The amortisation of intangible fixed assets is included within administrative expenses in the Income Statement.

6. PROPERTY, PLANT AND EQUIPMENT

7. SHARE CAPITAL

Movement in share capital during the period

* The consideration for the shares issued on 30 December 2011 was received on 30 January 2012.

Subsequent to the balance sheet date, the Company issued 4,844,414 new ordinary shares of 0.5 pence for a consideration of 60 pence per share.

DP Poland Employee Benefit Trust ("EBT")

The trustee of the EBT holds 3,055,844 ordinary shares in the Company for the purposes of satisfying outstanding and potential awards under the Company's Joint Ownership Share Scheme, Share Option Scheme and the Share Incentive Plans. The historic cost of these shares was £62,476 with a net contribution of £6,115 made by the JOSS award holders to acquire their joint interests. The shares held by the EBT had a market value of £2,139,091 at 31 December 2011.

8. Annual General Meeting

The Annual General Meeting of DP Poland plc (the "Company") will be held at the offices of Seymour Pierce Limited, 20 Old Bailey, London EC4M 7EN on 26 April 2012 at 11.00 a.m.