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Pin to quick picksDp Poland Regulatory News (DPP)

Share Price Information for Dp Poland (DPP)

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Schedule One - DP Poland PLC

22 Dec 2020 08:00

RNS Number : 4199J
AIM
22 December 2020
 

ANNOUNCEMENT TO BE MADE BY THE AIM APPLICANT PRIOR TO ADMISSION IN ACCORDANCE WITH RULE 2 OF THE AIM RULES FOR COMPANIES ("AIM RULES")

COMPANY NAME:

DP Poland plc ("DP Poland" or the "Company")

 

COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY TRADING ADDRESS (INCLUDING POSTCODES) :

Registered Office:

 

Elder House St Georges Business Park 207 Brooklands RoadWeybridgeSurreyUnited KingdomKT13 0TS

 

Company Trading Address:

 

ul Słomińskiego 19

lok. 508

00-195 Warsaw

Poland

 

COUNTRY OF INCORPORATION:

United Kingdom

 

COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED BY AIM RULE 26:

www.dppoland.com/2015/aim-26-data/

 

COMPANY BUSINESS (INCLUDING MAIN COUNTRY OF OPERATION) OR, IN THE CASE OF AN INVESTING COMPANY, DETAILS OF ITS INVESTING POLICY). IF THE ADMISSION IS SOUGHT AS A RESULT OF A REVERSE TAKE-OVER UNDER RULE 14, THIS SHOULD BE STATED:

DP Poland proposes to acquire the entire issued of Dominium S.A ("Dominium"), a Polish pizza restaurant group (the "Acquisition"). The Acquisition constitutes a reverse takeover under Rule 14 of the AIM Rules, and is conditional on approval by Shareholders at a General Meeting.

 

On 19 October, DP Poland announced that approval had been received from the Polish Office of Competition and Consumer Protection, UoKIK, in respect of the Acquisition.

 

DP Poland

 

Domino's Pizza is operated in Poland by DP Polska S.A., a Polish registered company which is wholly owned by DP Poland plc. DP Polska holds the master franchise agreement to own, operate and franchise Domino's stores in Poland.

 

The Company currently operates 69 stores, of which 50 are corporately run and 19 under sub-franchise agreements. Stores are typically located in high population density areas and offer a broad range of pizza, freshly prepared in store that can be delivered within 25 minutes of an order being received.

 

Dominium

 

Dominium operates a total of 57 pizza restaurants across Poland with 698 employees. Restaurants offer eat-in and takeaway services, and are categorised as standard (32), shopping mall (23), or franchise (2).

 

More than one third of the restaurants are located in the capital, and Dominium has a presence in other major cities in Poland: 21 in Warsaw, 5 in Krakow (with 4 in shopping malls), 2 in each of Katowice, Lublin, Torun and Wroclaw, and a further 23 in other towns and cities in Poland. The majority of revenue has historically been generated from eat-in business.

 

The Enlarged Group

 

The Acquisition will almost double the number of stores within DP Poland's existing portfolio and provide a basis for further expansion and market penetration in new cities and towns.

 

DETAILS OF SECURITIES TO BE ADMITTED INCLUDING ANY RESTRICTIONS AS TO TRANSFER OF THE SECURITIES (i.e. where known, number and type of shares, nominal value and issue price to which it seeks admission and the number and type to be held as treasury shares):

Ordinary Shares of 0.5 pence each ("Ordinary Shares") for which Admission will be sought: 581,485,754

 

Issue price per Ordinary Share: 8 pence

 

There are no restrictions as to the transfer of Ordinary Shares

 

No Ordinary Shares to be held in treasury

 

CAPITAL TO BE RAISED ON ADMISSION (AND/OR SECONDARY OFFERING) AND ANTICIPATED MARKET CAPITALISATION ON ADMISSION:

Total capital to be raised on Admission: £5.2 million

 

Primary funds raised: £3.5 million

 

Secondary sell down: £1.7 million

 

Anticipated market capitalisation on Admission: £46.5 million

 

 

PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:

47.5%

 

DETAILS OF ANY OTHER EXCHANGE OR TRADING PLATFORM TO WHICH THE AIM SECURITIES (OR OTHER SECURITIES OF THE COMPANY) ARE OR WILL BE ADMITTED OR TRADED:

N/A

 

FULL NAMES AND FUNCTIONS OF DIRECTORS AND PROPOSED DIRECTORS (underlining the first name by which each is known or including any other name by which each is known):

Current Directors:

 

To remain on the board in their current roles post Admission:

 

Nicholas John Donaldson

Non-Executive Chairman

Robert Nicholas Lutwyche Morrish

Non-Executive Director

 

To step down from the board prior to Admission:

 

Christopher Humphrey Robertson Moore

Non-Executive Director

Gerald William Ford

Non-Executive Director

 

Proposed Directors:

 

Piotr Józef Dzierżek

Chief Executive Officer

Przemysław Głębocki

Non-Executive Director

Jakub Miłosz Chechelski

Non-Executive Director

FULL NAMES AND HOLDINGS OF SIGNIFICANT SHAREHOLDERS EXPRESSED AS A PERCENTAGE OF THE ISSUED SHARE CAPITAL, BEFORE AND AFTER ADMISSION (underlining the first name by which each is known or including any other name by which each is known):

Shareholder

Interest prior to Acquisition (%)

Interest

Post Admission (%)

Malaccan Holdings Limited

0.0

45.0

Pageant Holdings

17.7

9.4

Fidelity Management & Research

9.8

8.4

Canaccord Genuity Wealth Management

12.2

6.2

NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 2, PARAGRAPH (H) OF THE AIM RULES:

N/A

 

(i) ANTICIPATED ACCOUNTING REFERENCE DATE

(ii) DATE TO WHICH THE MAIN FINANCIAL INFORMATION IN THE ADMISSION DOCUMENT HAS BEEN PREPARED (this may be represented by unaudited interim financial information)

(iii) DATES BY WHICH IT MUST PUBLISH ITS FIRST THREE REPORTS PURSUANT TO AIM RULES 18 AND 19:

(i) 31 December

 

(ii) DP Poland: Unaudited interim accounts for the six months ended 30 June 2020;

 

Dominium: Unaudited interim accounts for the six months ended 30 June 2020; and

 

 

(iii) 30 June 2021 (Audited annual accounts for the period ended 31 December 2020);

 

30 September 2021 (unaudited interim accounts for the six months ended 30 June 2021); and

 

30 June 2022 (audited annual accounts for the 12 months ended 31 December 2021)

 

 

EXPECTED ADMISSION DATE:

8 January 2020

 

NAME AND ADDRESS OF NOMINATED ADVISER:

N+1 Singer

1 Bartholomew Lane

London EC2N 2AX

 

NAME AND ADDRESS OF BROKER:

N+1 Singer

1 Bartholomew Lane

London EC2N 2AX

 

OTHER THAN IN THE CASE OF A QUOTED APPLICANT, DETAILS OF WHERE (POSTAL OR INTERNET ADDRESS) THE ADMISSION DOCUMENT WILL BE AVAILABLE FROM, WITH A STATEMENT THAT THIS WILL CONTAIN FULL DETAILS ABOUT THE APPLICANT AND THE ADMISSION OF ITS SECURITIES:

www.dppoland.com

 

THE CORPORATE GOVERNANCE CODE THE APPLICANT HAS DECIDED TO APPLY

QCA Corporate Governance Code

 

DATE OF NOTIFICATION:

21 December 2020

 

NEW/ UPDATE:

NEW

 

 

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END
 
 
PAAUAOVRROUUUAA
Date   Source Headline
4th May 20187:00 amRNSAGM Trading Update
19th Apr 20189:39 amRNSDirector/PDMR Shareholding
18th Apr 20182:37 pmRNSShare issue and total voting rights
13th Apr 20181:46 pmRNSHolding(s) in Company
27th Mar 20187:00 amRNSFinal Results
29th Jan 20187:00 amRNSTrading Update
19th Dec 20178:39 amRNSHolding(s) in Company
17th Nov 20177:00 amRNSCelebrating Domino's Pizza's 50th store in Poland
27th Sep 20175:07 pmRNSHolding(s) in Company
20th Sep 20175:56 pmRNSHolding(s) in Company
20th Sep 20172:36 pmRNSDirector/PDMR Shareholding
18th Sep 20177:00 amRNSFinal Results
31st Aug 20174:30 pmRNSHolding(s) in Company
19th Jul 20177:00 amRNSUpdate on Store Performance H1 2017, unaudited
13th Jun 201711:22 amRNSHolding(s) in Company
9th Jun 201710:57 amRNSHolding(s) in Company
6th Jun 201710:48 amRNSDirector/PDMR Shareholding
6th Jun 20177:00 amRNSResult of Placing
5th Jun 20175:23 pmRNSProposed Placing
30th May 201711:26 amRNSDirector/PDMR Shareholding
5th May 20177:00 amRNSAGM Trading Update
6th Apr 20174:20 pmRNSDirector/PDMR Shareholding
27th Mar 20177:00 amRNSFinal Results
2nd Mar 20178:53 amRNSHolding(s) in Company
14th Feb 20177:00 amRNSHolding(s) in Company
10th Feb 20172:23 pmRNSHolding(s) in Company
8th Feb 20177:00 amRNSUpdate on store performance
22nd Dec 20167:00 amRNSIssue of Equity
2nd Dec 20161:16 pmRNSDirector/PDMR Shareholding
1st Dec 20167:00 amRNSSale and sub-franchising of Krakow stores
14th Oct 20164:12 pmRNSDirector/PDMR Shareholding
11th Oct 20164:35 pmRNSHolding(s) in Company
11th Oct 20169:26 amRNSHolding(s) in Company
5th Oct 20167:00 amRNSProposed Placing
19th Sep 20167:00 amRNSInterim Results
14th Sep 20164:19 pmRNSHolding(s) in Company
27th Jul 20162:32 pmRNSHolding(s) in Company
19th Jul 201611:05 amRNSSecond Price Monitoring Extn
19th Jul 201611:00 amRNSPrice Monitoring Extension
19th Jul 20167:00 amRNSTrading Statement
28th Jun 20161:42 pmRNSDirector/PDMR Shareholding
16th Jun 20164:06 pmRNSDirector/PDMR Shareholding
16th Jun 201612:55 pmRNSDirector/PDMR Shareholding
14th Jun 20162:15 pmRNSDirector/PDMR Shareholding
13th Jun 20161:53 pmRNSHolding(s) in Company
27th May 20168:29 amRNSHolding(s) in Company
3rd May 201612:12 pmRNSAGM Statement
21st Mar 20167:00 amRNSFinal Results
11th Feb 20167:00 amRNSTrading update
11th Jan 20165:03 pmRNSHolding(s) in Company

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