RNS Number:8446P
Domino's Pizza UK & IRL PLC
17 September 2003

Embargoed for release 7.00am


Not for release, publication or distribution in whole or in part, in or into the
                   United States, Canada, Australia or Japan

                                                               17 September 2003


Ogier Employee Benefit Trustee Limited acting as trustee of the Domino's Pizza
                     UK & IRL PLC Employee Benefit Trust


                TENDER OFFER FOR UP TO 3,000,000 ORDINARY SHARES
                  IN Domino's Pizza UK & IRL PLC ("Domino's")


On behalf of Ogier Employee Benefit Trustee Limited ("OEBTL") which is acting as
trustee of the Domino's Pizza UK & IRL Plc Employee Benefit Trust ("DPEBT"),
Numis Securities Limited announces that there will shortly be posted to the
ordinary shareholders of Domino's ("Shareholders") a Tender Offer Document and
Form of Tender offering to purchase (by way of tender) up to 3,000,000 ordinary
shares of 5 pence each in Domino's ("Ordinary Shares"), representing
approximately 5.87 per cent. of the issued ordinary share capital of Domino's
(the "Tender Offer"). OEBTL acting as trustee of the DPEBT currently holds no
Ordinary Shares. The details of the Tender Offer are as follows:


               the price of 172 pence in cash per Ordinary Share

                                       OR

for every #1 of cash consideration under the Tender Offer #1 in nominal value of
loan notes in DP Benefit Trust Limited, a wholly owned subsidiary of OEBTL (the
                            "Loan Note Alternative")


The fixed price that OEBTL acting as trustee of the DPEBT will pay in cash for
each Ordinary Share is 172 pence (free of all commissions). This price
represents a premium of 3.6 per cent. over the closing middle market price of an
Ordinary Share at the close of business on 16 September 2003 (being the latest
practicable date prior to this announcement) which was 166 pence.

Under the Loan Note Alternative Shareholders may elect instead to receive loan
notes in lieu of some or all of the cash consideration, which would otherwise be
receivable under the Tender Offer.

Subject to the Tender Offer being successful it is the intention of OEBTL acting
as trustee of the DPEBT to use the Ordinary Shares purchased to fulfil the 
requirements of the Domino's Pizza UK & IRL plc enterprise management incentive 
scheme and the long term incentive plan which were approved by Shareholders at 
the extraordinary general meeting held on 4 September 2003. As referred to in 
the circular to Shareholders dated 13 August 2003, it is currently proposed to 
operate the long term incentive plan first for the benefit of Stephen Hemsley, 
Christopher Moore and Andrew Mallows. The remuneration committee has approved 
the initial awards as follows:

Initial LTIP holder     Reversionary interest over       Strike Price per 
                        Ordinary Shares                  Ordinary Share at award

Stephen Hemsley         2,000,000                        #1.35
Christopher Moore       590,000                          #1.35
Andrew Mallows          235,000                          #1.35


It is not the intention of OEBTL acting as trustee of the DPEBT to make a
general offer to acquire Domino's. Save in respect of Colin Halpern, it is not
the intention of any of the directors of Domino's to tender any Ordinary Shares
under the Tender Offer. Mr Halpern currently intends to tender or shall procure
that HS Real Co LLC or International Franchise Systems Incorporated shall tender
no less than 2,600,000 Ordinary Shares under the Tender Offer. If the Tender
Offer is oversubscribed, then all tenders, including the one from Mr Halpern,
will be scaled back on a pro rata basis.

Shareholders should note that the Tender Offer is conditional on the receipt of
tenders in respect of at least 511,502 Ordinary Shares, representing one per
cent. of the Ordinary Shares in issue and that subject to this condition being
fulfilled by 1 October 2003 all tenders made by Shareholders will be
irrevocable.  If by 1 October 2003 tenders for less than 511,502 Ordinary Shares
have been received, the Tender Offer will be void.

The Tender Offer will close at 3.00 p.m. on 1 October 2003.

The consideration payable under the Tender Offer will be despatched, or
appropriate arrangements made in accordance with CREST assured payment
arrangements, no later than 9 October 2003, to Shareholders whose tenders, valid
and complete in all respects, are received before the Tender Offer closes and
are accepted by OEBTL.

Full details relating to the Tender Offer will be included in the Tender Offer
Document and Form of Tender to be posted to Shareholders shortly.  Copies of the
Tender Offer Document will be available for a period of one month, free of
charge, from the date of this announcement, from the Company Secretary, Domino's
Pizza UK & IRL Plc, Lasborough Road, Milton Keynes, MK10 0AB.

Enquiries:

Ogier Employee Benefit Trustee Limited
Tel:  01534 504 000
Peter Le Breton, Director

Numis Securities Limited
Tel: (020) 7776 1500
Simon Charles



Numis Securities Limited, which is regulated in the United Kingdom by the
Financial Services Authority, is acting for OEBTL and no one else in connection
with the Tender Offer and will not be responsible to anyone other than OEBTL for
providing the protections afforded to customers of Numis Securities Limited, nor
for giving advice in relation to the Tender Offer.

Numis Securities Limited has approved the contents of this announcement solely
for the purpose of section 21 of the Financial Services and Markets Act 2000.
The principal place of business of Numis Securities Limited is Cheapside House,
138 Cheapside, London, EC2V 6LH.

OEBTL acting as trustee of the DPEBT accepts responsibility for the information
contained in this announcement. Subject as aforesaid, to the best of the
knowledge and belief of OEBTL acting as trustee of the DPEBT (who has taken all
reasonable care to ensure that such is the case), such information is in
accordance with the facts and does not omit anything likely to affect the import
of such information.

This Tender Offer announcement and the Tender Offer described herein do not
constitute the extension of a tender offer in or into the United States, Canada,
Australia or Japan or any jurisdiction where the making of such an offer would
be illegal.  The Tender Offer is not being made, directly or indirectly, in or
into the United States, or by use of the US mails or any means or
instrumentality (including, without limitation, facsimile transmission, telex,
e-mail or telephone) of interstate or foreign commerce, or any facilities of a
national securities exchange, of the United States.

The Loan Notes to be issued pursuant to the Tender Offer, if any, have not been,
and will not be, listed on any stock exchange. The Loan Notes will not be
registered under the United States Securities Act of 1933 (as amended), or under
any of the relevant securities laws of any State of the United States, Canada,
Australia or Japan.  Accordingly, unless an exemption under the Securities Act
or relevant securities laws is applicable, the Loan Notes may not be offered,
sold, resold, delivered or distributed, directly or indirectly, in or into the
United States, Canada, Australia or Japan.


                      This information is provided by RNS
            The company news service from the London Stock Exchange
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