AIM Schedule One - DP Poland PLC (4199J)

TIDMDPP

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 Road 
  Weybridge 
  Surrey 
  United Kingdom 
  KT13 0TS 
 
  Company Trading Address: 
 
  ul S omińskiego 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: GBP5.2 million 
 
  Primary funds raised: GBP3.5 million 
 
  Secondary sell down: GBP1.7 million 
 
  Anticipated market capitalisation on Admission: GBP46.5 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   Non-Executive Director 
    Moore 
   Gerald William Ford              Non-Executive Director 
  Proposed Directors: 
   Piotr Józef Dzier ek   Chief Executive Officer 
   Przemys aw G bocki          Non-Executive Director 
   Jakub Mi osz 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          Interest 
                                      to Acquisition    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

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our Privacy Policy.

END

PAAUAOVRROUUUAA

(END) Dow Jones Newswires

December 22, 2020 03:00 ET (08:00 GMT)

Dp Poland (LSE:DPP)
Historical Stock Chart
From Jun 2024 to Jul 2024