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Bird & Bird Advises on DP Poland's Reverse Takeover of Dominium

Bird & Bird Advises on DP Poland's Reverse Takeover of Dominium

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Bird & Bird has advised DP Poland on its acquisition of the Polish pizza restaurant Dominium.

According to Bird & Bird, the firm also served, "to a certain extent, as a transaction advisor in the reverse takeover of the domestic chain."

DP Poland is a UK AIM-listed company that owns the Domino’s Pizza franchise in Poland. As part of the transaction, DP Poland acquired 100% of Dominium shares in exchange for new shares of DP Poland subscribed to by the existing shareholder of Dominium – the portfolio company of Accession Mezzanine Capital III. According to the firm, the acquisition constituted a reverse takeover under AIM rules, thus requiring re-admission of the enlarged group to AIM, with both the deal and the admission of the enlarged group to trading on AIM being announced by DP Poland on January 8, 2021.

DP Poland reported that consideration for the acquisition was satisfied by the issue of 283,766,661 new shares and an unsecured loan note of EUR 1.3 million to Malaccan Holdings Limited. Additionally, an outstanding debt of Dominium to Malaccan Holdings Limited was converted into a further unsecured loan note of EUR 6.2 million.

The Bird & Bird team working on the deal consisted of Warsaw-based Partners Pawel Bajno and Tomasz Zalewski, Counsel Karolina Stawicka, and Senior Associate Michal Blaszkiewicz, and London-based Partners Clive Hopewell, Colin Kendon, and Conrad Purcell, Chief Legal Officer Nicholas Heap, Director Simon Gough, and Associates Freddie Spearman, Stuart Rose, Greg Turton, and Dean Rae.