Form 8-K

 

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

Current Report Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): October 28, 2008

Domino’s Pizza, Inc.

(Exact name of registrant as specified in its charter)

Commission file number:

001-32242

 

Delaware   38-2511577
(State or other jurisdiction of
incorporation or organization)
  (I.R.S. Employer
Identification Number)

30 Frank Lloyd Wright Drive

Ann Arbor, Michigan 48106

(Address of principal executive offices)

(734) 930-3030

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


Item 7.01. Regulation FD Disclosure.

As previously announced, the Company plans to hold the Domino’s Pizza 2008 Investor Day at 9:00 a.m. Eastern Time on October 28, 2008. A copy of the presentation materials to be used for the conference are attached hereto and furnished as Exhibit 99.1.

 

Item 9.01. Financial Statements and Exhibits

 

(c) Exhibits

 

Exhibit
Number

  

Description

99.1    Domino’s Pizza, Inc. Investor conference presentation materials.


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

   

DOMINO’S PIZZA, INC.

(Registrant)

Date: October 28, 2008     /s/ Wendy A. Beck
    Wendy A. Beck
    Chief Financial Officer

 

Investor conference presentation materials
Domino’s Pizza Investor Day 2008
Domino’s Pizza Leadership Team
October 28, 2008
Exhibit 99.1


Forward-Looking Statements
2
This presentation and our accompanying comments may contain “forward-looking
statements.”
These statements relate to future events or our future financial
performance and involve known and unknown risks, uncertainties and other factors
that may cause our actual results, levels of activity, performance or achievements to
differ materially from these expressed or implied by these forward-looking
statements. Although we believe that the expectations reflected in the forward-
looking statements are reasonable, we cannot guarantee future results, levels of
activity, performance or achievements. We caution you not to place undue reliance
on forward-looking statements, which reflect our analysis only and speak only as of
the date of this presentation. We undertake no obligation to update the forward-
looking statements to reflect subsequent events or circumstances.
This
presentation
contains
trade
names,
trademarks
and
service
marks
of
other
companies.
We
do
not
intend
our
use
or
display
of
other
parties’
trade
names,
trademarks
and
service
marks
to
imply
a
relationship
with,
or
endorsement
or
sponsorship
of,
these
other
parties.
2


Today’s Agenda
A Context: When the “Game Began to Change”
The Turnaround Plan –
Our Current Position
2009 and Beyond…
Supply Chain Costs –
a Range of Possibilities
Q&A
Lunch: New Store Concept and Test Product Review
Financial Overview
Q&A
International –
Master Franchisee Perspective
Q&A
Closing


A Context:
When the “Game Began to Change”
Domino’s Pizza 2005 –
2008
David A. Brandon
Chairman & CEO


Pizza Industry Traffic & Check
5
Percent Change vs. Year Ago
Essentially a 6-Year Negative Trend
-1.5%
-2.4%
-4.5%
2.6%
3.0%
1.7%
3.8%
3.3%
0.5%
0.0%
-1.5%
2.5%
2002
2003
2004
2005
2006
2007
Party Check
Transactions
Source:
The
NPD
Group/CREST


6
7%
-2%
4%
-3%
-1%
5%
-1%
2%
1%
4%
0%
-2%
Party Check
Transactions
Percent Change vs. Year Ago
2002
2003
2004
2005
2006
2007
Source:
The
NPD
Group/CREST
Domino’s Pizza Traffic & Check


Domino’s Overview –
Circa 2005
National Marketing was driving strong results
Franchisee attitudes and behavior
The results of our environment and strategy
Store growth
Strong unit economics
Heavy reliance on national promotions / marketing
National Advertising Fund growth


Marketing Spend
8
National
(TV –
Print PR)
Co-Op
(Spot TV –
Radio –
Print)
Local
(Box-toppers,
local sponsorships)
3% of sales in 2004
4% of sales in 2005
5% of sales in 2006
5% of sales in 2007
4% of sales in 2008
Avg. 2.3% of sales in ‘04
Avg. 1.5% of sales in ‘05
Avg. 0.5% of sales in ‘06
Avg. 0.5% of sales in ‘07
Avg. 2% of sales in ‘08
Store by store decision
Averages 3% -
5% of
sales
Highly dependent on      
franchisee resources and
confidence


History of National Promotions
Q1
Q2
Q3
Q4
Full Year -
Weeks
of National TV
2008
BFD &
Brooklyn/Philly
(5.2%) Comp
444 Promotion
(5.1%) Comp
Gotham City
Pizza
(6.1%) Comp
Oven-Baked
Sandwiches
20
2007
Cheesy Garlic
Bread Pizza
(2.9%) Comp
Brooklyn/Philly &
555 promotion
2.1% Comp
Philly/Brooklyn &
1 week of Oreo
(1.6%) Comp
3 weeks Oreo &
Crispy Melt Pizza
(3.5%) Comp
29
2006
Spectacular
Sevens/555 Deal
(3.8%) Comp
XLP one-topping
$9.99
(4.9%) Comp
Super Six Mix &
Brownies (2 wks)
(3.1%) Comp
Brownies &
Brooklyn Pizza
(4.4%) Comp
38
2005
555 Deal
11.2% Comp
Cheeseburger
Pizza                       
6.9% Comp
555 Deal
1.1% Comp
Steak Fanatics
Pizza
1.7% Comp
34
2004
$.99 Cheesy Dots
w/large 1 topping
(0.9%) Comp
Philly Cheese
Steak Pizza
2.1% Comp
555 Deal
8.0% Comp
Doublemelt
Pizza
(0.2%) Comp
25


Learning from the Past: 2005
10
Strategy & Tactics
“555”
became a sub-brand of Domino’s Pizza
Low cost delivered
pizza option –
VARIETY and VALUE
Drove ticket and
traffic
Other (LTO) promotions drove only ticket
Implications
Traffic decline was happening, but not for DPZ due to the success of
“555”
Part of success was securing another national roll-up from franchisees
for 2006
Jan/Feb/March
April
May/June
July/August
Sept/Oct
Nov/Dec
Oct


Learning From the Past: 2006
Strategy & Tactics
Knew rolling ’05 comps would be tough
Had more national TV weeks (38 vs. 34)
Pursued aggressive ticket growth strategy (through LTO/bundles)
Delivery charges were rolling out fast
Implications
Bad test reads and bad market timing
555 success skewed tests from the previous year
Missed the consumer (ticket too high –
too fast)
Bundles drove ticket, but traffic fell at a faster rate (LTOs
underperformed)
Secured another roll-up from franchisees for 2007
Delivery charge (“consumer tax”) -
further negative traffic pressure
Feb/Mar
Jan/Feb
Apr/May
May/June
June/July
August
Aug/Sept
Nov/Dec
Oct
11


Learning from the Past: 2007
Strategy & Tactics
Rolling weak comps (9 less TV weeks due to media inflation/alternative
media investments)
Continued with LTO promotions –
national events dominated calendar
Local store marketing (LSM) campaigns were most successful
Q2 positive comps
Increased prices (both menu and delivery) during year as costs rose
Implications
LTO events didn’t drive traffic
The steadily-rising ticket was weakening traffic more
Comps were weak –
the system was relying on national promotions that
weren’t working –
no roll-up for 2008!
12
Nov 
Feb/Mar
Jan
April
May
June
July
Oct
Sept
July/Aug
Nov/Dec


Back to the Present: 2008
13
Strategy & Tactics
“You Got 30”
message –
heavy reliance on LSM
“Chased”
value message based on consumer malaise (BFD failure led to
444 promotion launch)
Started attacking traffic issue (sandwich tests and roll-out)
Stepped-up R&D –
get out of LTOs
and into menu/day part expansion
Implications To-Date
“You Got 30”
message didn’t change trends
444 message performed OK, but didn’t sustain traffic growth
Fewer weeks on TV –
competitors gained “share of voice”
advantage  
Sandwiches growing traffic after years of decline
Feb
Jan.
Feb/Mar
Mar/Apr
Apr/May
May/June
July
Gotham
City Pizza
$9.99


The
Consequences:
Franchisee
Reactions
2005: Happiness!
Love the roll-up
Signed up for increased
roll-up in 2006
National marketing doing
much of the “work”
Costs “in check”
making
lots of money!
14


2006: What Happened?
Must be a blip…rolling
over tough comps
Costs are moving…but
store economics still
good
Let’s “give Ann Arbor
another chance”
Rolled-up again for 2007
Less local
spending/activity
The
Consequences:
Franchisee
Reactions
15


2007: What the Hell
Happened?
National promotions “don’t work any more”
Less money for Ann Arbor for 2008 (no roll-up)
Some increase in local store marketing
Environment getting tougher –
increasing costs are
a major problem!
The
Consequences:
Franchisee
Reactions
16


2008: When will it End?
Agency / client learning curve
Reduced share of voice
Less weeks on national TV
than in many years!
Continued traffic declines and
tremendous cost inflation
“No matter what I do, it isn’t
working”
store level
economics lousy
Hope on the horizon –
promising
test products and new media
strategy  (no more LTOs!)
The
Consequences:
Franchisee
Reactions
17


The Consequences: Store Growth
Total
2001
2002
2003
2004
2005
(’01-’05)
DPZ U.S.
Store Count
4,813
4,848
4,904
5,008
5,092
+279
Pizza Hut
Store Count
6,569
6,503
6,400
6,306
6,254
-315
Papa John’s
Store Count
2,589
2,585
2,574
2,565
2,599
+10
18
Historically Steady Growth


Consequences: Store Growth
DPZ U.S.
Open
Close
Net
2005
172
88
84
2006
126
75
51
2007
138
126
12
2008
(through Q3)
71
140
(69)
19
Growth declined as sales declined


Consequences: Unit Economics
Squeezed
Sales
Declines
Profits
Squeezed
Higher
Minimum
Wage
Higher
Food
Cost
Lower
Traffic
Higher
Delivery
Cost
Decreasing
Advertising
20


Consequences: Unit Economics
Historically
Now
Growing Sales
Low Cost Volatility
High ROI
Good stores sold at lower multiples
Bad stores sold at “fire-sale”
rates
More upside potential than ever
$150-$250K to build
Bargains available


What We’ve Learned…
Traffic growth is key –
bring excitement back to
Domino’s Pizza
Sustainable, organic growth
Today’s traffic = tomorrow’s same-store sales results
LTOs
don’t drive sustained traffic
Need product platforms, not “product-of-the-month”
Need day part expansion
Need timely consumer insight and strategic response
Delivery charge “management”
Better pricing model (“barbell”)
Menu strategy
22


The 2008 Turnaround Plan
Patrick Doyle
President, Domino’s USA


Traffic Builder –
Near Term
New product appeal
New day part
24


Sandwiches Results from Test
Drove strong traffic and increased sales
40% of sandwich orders included a pizza
Sandwiches increased customer frequency by 30%
Improves the overall profitability of each customer
Sandwiches skewed towards carry-out (better margins)
Sandwich customers reported:
High product satisfaction
High repurchase intent
Better perception of Domino’s
25


Sandwiches –
National Roll-Out
Results from the first couple of weeks show that:
Traffic is strong –
the best results in over a year
Early sales results promising
Sandwiches are over 20% of mix
Still skewing towards carry-out (especially at lunch)
40% of sandwich orders include a pizza
Driving strong lunch sales (but we’re also selling a lot at
dinner)
So far, national results are coming in close to test results
26


Menu Strategy: New Product Platforms
Value –
Large party, small party & carry out
Premium –
Local Legends
Day
part
/
menu
expansion
/
variety
sandwiches
&
pasta
Core pizza –
improve!
Ticket –
Desserts, sides and beverage
Online –
Enabler for broader menu, higher ticket
27


Menu Strategy
New Product Platforms
Pasta Perfecta
Local Legends
Three Cheese Mac-n-Cheese
Italian Sausage Marinara 
Chicken Alfredo 
Chicken Carbonara
Pasta Primavera
Philly Cheese Steak
Honolulu Hawaiian
Memphis Barbecue Chicken
Cali Chicken Bacon Ranch
Pacific Coast Veggie
Buffalo Chicken Pizza
28


Menu Strategy
New Product Platforms
Ready-To-Go
Chicken
Traditional and boneless
Six sauce flavors
Only in select stores
Three hot-hold, ready-to-go
items
29


Improve Current Product
Improved core pizza product
Dough
Sauce
Cheese
Toppings
Respect the Food
30


More Advertising
Asking franchisees for a roll-up in national advertising
Looking at options for partnership funding
Enough advertising to support all product and
promotional initiatives
31


32
Average Ticket Per Eater
Year Ending 2007
Source: The NPD Group/CREST
Pizza Delivery
Charge + Tip
$3-
4
+19%
+15%
+13%
32
+17%
Pricing: Perception vs. Reality
$4.20
$4.76
$5.72
$6.57
$8.21
$10.00
$5.14
$6.20
0
2
4
6
8
10
2001
2002
2003
2004
2005
2006
2007
Total QSR
QSR Pizza
Pizza Delivery -
Party of 2
Pizza Delivery -
Party of 4


Pricing Lessons: “$-Eye”
Don’t over-price the single pie
Don’t increase delivery charge too much
Cull down coupons
Expand day part (lunch, late night)
Leverage online ordering
33


34
“A,”
“B”
and “F”
Franchisees’
YTD Stats
“A”
Franchisees
“B”
Franchisees
“F”
Franchisees
Franchisees
143
829
247
Stores
933
2895
644
Avg. Stores/Fran
6.5
3.5
2.5
2008 AWUS YTD
13,460
11,311
9,412
2008 PCYA
-5.0%
-5.9%
-8.5%
2008 DOT %
77.3%
76.3%
75.5%


35
Store Development & Recruitment
On track to open 100 -120 stores (125 opened in
2007)
70 new franchisees in the system YTD (vs. 93 for full
year 2007)
58 potential franchisees have attended Discovery Day
Plans are in place to save and transfer as many at-risk
stores as possible


U.S. Store Growth Expectations
Open 100 to 120
Close 225 to 250
Net -100 to -150
Bill Kapp
leading financial effort
Working to prevent closures
Even A’s and B’s struggling to finance purchases in past few weeks
Transition to store growth driven by sales growth
36


Prefer Quality vs. Quantity
Gulfport Vision 20/20 store
37


2009 and Beyond


39
Russell Weiner, CMO
Domino’s and Michigan: my new home!
“Classically-trained marketer”
Consumer brands (Pepsi, Phillip Morris)
Company and agency side
General management
Large projects, large teams, agency relationships
Collaborative philosophy
Attracts talent and drives results


Why I’m Here
The Domino’s team
The Domino’s brand
Upside potential!
Can make a difference
Karma
40


The next 90 days…
41
Forge a Lighthouse Identity for the Domino’s brand
Grounded in consumer insights
Informed by our past and inspired by the future
Lighthouse drives brand decisions
Store design
Advertising & Communications
Innovation


Innovation Philosophy…
42
Long-Term Approach
30 days and 30 years
Quality, Quality, Quality!
We’re delivery. We’re service. We’re 30 minutes…
AND the FOOD is great
Deliciously Fast
Born out of a rational business need…Developed with an
emotional POV that makes it uniquely Domino’s
Drive incremental growth and profitability


Our Vision for the Menu
Then and Now
(Handouts)
43


Operators of the Future
Closer to 5+ stores on average per franchisee
All “A”
and “B”
franchisees
No “F”
franchisees
Targeted exceptions for external franchisees
44


Team USA of the Future
Contribute more EBITDA
Test platforms
People pipeline
45


Maintain & Grow Stores
Same store sales increases...leverage “the four walls”
Targeted real estate improvements
Focus on struggling stores during tough times
Grow as business improves
46


Future Unit Economics
Need to assume that costs won’t dramatically change
Minimum wage increases staying
Commodities might flatten, might not
Delivery costs probably won’t improve
If costs decrease, we have upside
The way we will strengthen unit economics is to grow
the top line
“Grow your way to greatness”
47


Commodities and Costs
David Mounts, EVP Supply Chain


Q3 2008 Update
Commodities tough, but…
a better outlook
Domino’s commodity index
Domino’s food basket
Holy cow…
what’s up with cheese?
What we’re doing about it
49


Commodities Update –
External Real Time
50
Date
Cheese
Pork
Boxes
Wheat
Wings
Sauce
Beef
Diesel/Fuel
Electric
Kickers
Natural Gas
October 17, 2008
$1.79
$0.88
127.7
$6.40
$1.04
$63.00
$0.91
$77.46
$61.60
$1.29
$6.79
10 Yr Average
$1.41
$0.82
97.16
$3.95
$0.87
$53.22
$0.79
$39.01
$62.19
$0.88
$5.35
Unit
USD / Pound
USD / Pound
Index
USD / Bushel
USD / Pound
USD / Pound
USD / Barrel
USD / MWh
USD / Pound
USD / MMBTU
Ten Year Average
Domino's
Commodity
Index
-
10
Year
60.00
80.00
100.00
120.00
140.00
160.00
180.00
200.00
DCI
10 Year Avg. of DCI


Commodities –
Last Two Years, Ugh.
Why???
51
Domino's
Commodity
Index
-
2
Year
60.00
80.00
100.00
120.00
140.00
160.00
180.00
200.00
DCI
2 Year Avg. of DCI


Crude (blue)
vs. Corn Futures
Commodities -
Energy and Food
For 8 of 10 Years Not Correlated
52


But Then Corn Correlated Two Years
And Corn
Leads Beef, Pork, Chicken, Soy, Wheat
Crude (blue)
vs. Corn Futures
53


Q3 Culprits –
Fuel on Everything
Cheese Stayed High and…
Kickers
$0.00
$0.20
$0.40
$0.60
$0.80
$1.00
$1.20
$1.40
$1.60
Chicken
Beef
$0.00
$0.20
$0.40
$0.60
$0.80
$1.00
$1.20
Beef
Sauce*
$0.00
$10.00
$20.00
$30.00
$40.00
$50.00
$60.00
$70.00
Paperboard
0
20
40
60
80
100
120
140
Sauce
Boxes
54


Commodities –
Internal Food Basket
Core Products
Fixed or Contract
Pizza Cheese
Dough and Crust
Chicken Wings
Floating
Fuel
Sauce
Vegetables
Meats
Boxes
55


An indication of food cost to store
Hypothetical store -
$10K/week AWUS
Heavily influenced by price of cheese
Cheese and dough are approximately 50% of the price
of the basket
Competitive comparison quarterly
Commodities –
Internal Food Basket
56


Price Basket -
Trending
2,000
2,200
2,400
2,600
2,800
3,000
3,200
3,400
3,600
3,800
4,000
1
2
3
4
5
6
7
8
9
10
11
12
13
Period
2005
2006
2007
2008
Cheese Inc. -
$147
Cheese Inc. -
$165
Dough Inc. –
Phased in P1 & P2
Wing ‘K’
ends –
inc. $55 Cheese inc. $87
Cheese Inc. -
$108
Box ‘K’, P&P, Meat Inc. –
Total of $48
Cheese Inc. -
$106
57


Increases of DCI and Food Basket
2006
2007
YTD 2008
DCI
(1.74)
(1.53%)
24.82
21.85%
47.01
41.39%
Food Basket
($83.85)
(2.73%)
$230.10
7.48%
$499.25
16.23%
Increase over 2005
58


3   Party Price Comparison
3   Qtr Differences
Competitor 1
9.15%
Competitor 2
15.50%
Competitor 3
10.71%
59
rd
rd


Holy Cow…What’s Up With Cheese?
Not moving with oil
Supply / demand tight in dairy, particularly cheese
International prices above U.S. –
strong foreign demand
Butter has not carried its weight until recently
High farm input prices for feed
Causing liquidations and productivity reductions
60


Holy Cow…What’s Up With Cheese?
Summer
High gas and other high prices decreased domestic
demand
Milk flowed into cheese and powder increasing supply
International buying then picked up
Fall
Seasonal school milk tightened domestic demand
Cheese buyers replenished inventories, increasing
demand
61


Holy Cow…What’s Up With Cheese?
This just in:
Global financial crisis impacting key drivers
High export demand
High farm cost
Global demand softening
International supply increasing
International prices have dropped, reducing exports of
cheddar
Two forecasts for 2009     
Soft demand $1.50 –
$1.60
Moderate demand $1.70 –
$1.80
Sources:  USDA, Leprino, IAG
62


What are We Doing About all This?
63
New contract strategies:
Better supply contracts
Locked in prices via forwards
End-to-end price and logistics savings
New operating efficiencies:
Drove fewer miles
Used less fuel
More efficient warehouses


Panel Q&A


What’s Next?  Lunch!
Brandon Solano, VP Brand Innovation
Vision 20/20 store
New product operations
Sampling test products at our “chef’s table”
in the test
kitchen
Taste products that have been or are in test
Not guaranteed to roll out nationally
Brand strategy at work!
65


Web-cast Break for Lunch
Back Around 1:15 p.m. EST


Financial Overview
Wendy Beck, CFO


Agenda
Asset Backed Securitization (ABS)
ABS 101
Revolver
Liquidity
Free Cash Flow
Operational considerations
Labor & Product Mix
Foreign currency impacts
Long Range Outlook
68
68


ABS Facility –
Key Terms
$1.6B Senior ABS debt    –
5.961% cash interest rate
$0.1B Subordinated debt –
7.629% cash interest rate
$1.7B Total funded debt   –
6.059% cash interest rate
$150M revolver facility
Senior debt wrapped with insurance
“Full-company securitization”
secured with most cash
flows of the company
Fixed rate with no amortization for 5 years
Two possible 1-year extensions
69


ABS Time Line
70
70
April 16, 2007 -
$1.7 billion ABS Debt Facility funded
6.06% fixed cash interest rate
Also includes $150 million unfunded revolver
April 16, 2014 –
Maturity if both 1-year extensions exercised
If not refinanced after 5 or 7 years:
30-Year Legal Maturity
100% of cash flow beyond servicing fee amortizes
April 16, 2012 –
5-year expected maturity,
Extensions likely to be more attractive than refinancing
5 Yrs
7 Yrs
1 Yr
30 Yrs
70
October 28, 2008 –
Investor Day, 1 year and 6 months after ABS


ABS Waterfall
71


Debt Service Coverage Ratio (DSCR)
Defined as Collections / Senior Interest Expense
Collections cannot be calculated using publicly-disclosed
information, but it tracks closest to EBITDA
EBITDA performance would need to drop by $65 -
$75M annually
before first
trigger is reached
Triggers: 
Est EBITDA
% of water-
Trigger          
drop
fall trapped (*)
First
$65-$75M       
25%
Second             
$75-$85M   
50%
Third    
$95-$105M
100%
(*) Waterfall is after interest and minimal G&A service fee
72
72


ABS DSCR Extreme Stress Test
73
2009 Assumptions:
Domestic Net Store Growth
(500)
Domestic Same Store Sales Growth
(10%)
Results:
Our DSCR still exceeds the first
trigger


Current Credit Markets -
Insurers
Bond insurers have experienced credit issues
MBIA and Ambac
wrapped our ABS debt facility
Insurer Impact on Domino’s
Insurers’
troubles do not impact our current debt
facility or debt costs
Availability of future ABS-type debt facility diminished in
current economic climate
74
74


Current Credit Markets –
Revolver Lenders
75
75
In Q4, one of Domino’s lenders declared bankruptcy
Lender’s troubles do not impact our current
senior or subordinated debt or debt costs
Our revolver is likely impacted, though
However, we do NOT need the revolver for
operating needs


Revolver
Revolver facility
Original Capacity
$150.0mm
Capacity Lost
($90.0mm)
Current Capacity
$60.0mm
Less: LCs
outstanding      ($38.3mm)
Total Currently Available
$21.7mm 
Letters of Credit (LCs): unfunded commitments pledged to
insurance companies or lessors
Current LCs: $ 31.2M self-insurance reserves, $7.1M for
supply chain center leases and other
76


Liquidity
Main source is, and has always been, our free cash flow
We generate FCF of over $1M per week, on average (please see chart
on next page)
We have unrestricted cash of $20.1M at the end of Q3
The current revolver, as well as previous revolver facilities, have not
been used for working capital needs, but instead for dividend payments
and opportunistic share repurchases
We are exploring alternative sources of liquidity for maximum flexibility
but, again, we do not need the revolver for operating needs
77


Domino’s Free Cash Flow
Free Cash Flow = cash flow from operations minus CapEx
2005-2007 are pro-forma to reflect the current debt level
78
$77
$81
$54
$65
2005 PF
2006 PF
2007 PF
LTM Q3 2008
Domino's Free Cash Flow ($ millions)


Uses of Free Cash Flow
79
Return of Capital
Share Repurchases
Dividend Payments
Debt Repayments
Reinvest in the Business


Debt & Liquidity Summary
Comfortable with our capital structure and terms
of our ABS debt facility
Debt facility with:
6.06% fixed interest rates
A 5-year term with two 1-year extensions
Business model with low cash needs that
generates strong operating cash flow
80
80


Operational Considerations:
Minimum Wage Impact
Most corporate markets had 2008 and 2009 increases:
Min. Rate
2007
2008
2009
Fed Min Wage
$5.85
$6.55
$7.25
Florida
$6.67
$6.90
$7.25
Minnesota
$6.15
$6.55
$7.25
Arizona
$6.75
$6.90
$7.25
North Carolina
$6.15
$6.55
$7.25
Maryland
$6.15
$6.55
$7.25
Expected cost increase in 2008 and 2009 is about 1%
of sales each year, assuming no other changes
81


Operational Considerations:
Food Cost Comparison
Lowest to Highest Food Cost %
Bread
Pizza
Pasta
Chicken
Sandwich
Beverage
82


Foreign Currency Impact
International royalties are earned in local currencies
When the U.S. dollar strengthens, we receive fewer
U.S. dollars for the same amount of local currency
Currency has helped us to a limited extent the last
several years, as the U.S. dollar has weakened
This impact has turned negative for the 4   quarter, as
the U.S. dollar has strengthened
83
th


Impact for Our Major Currencies
= Weaker $ is Favorable to DPII EBITDA
84
2008 Full Year
Projected vs. 2007
2009 Projected
vs. 2007
British Pound
Euro
Mexican Peso
Canadian Dollar
Australian Dollar
Japanese Yen
Korean Won
= Flat
= Stronger $ is Unfavorable to DPII EBITDA
* See safe harbor statement relating to forward-looking statements


Foreign Currency Impact
85
Q4 2008 FX rates are estimated using consensus forecasts taken October 13, 2008
FX rates are volatile and further changes will impact results
Year-Over Year
Figures in $ millions, except per-share data
2008 Q3
2008 Q4
YE 2008
YTD
Forecast
Forecast
2009
Gross Royalty
Sales Impact
$71.0
($78.3)
($7.3)
Revenues
Impact
$1.5
($2.2)
($0.7)
Estimated
Dilutes EPS
$0.02
($0.02)
($0.01)
?


86
Long Range Outlook & Possibilities
Long Range Outlook and Possibilities do not constitute specific
earnings guidance. Domino’s does not provide
quarterly or annual earnings estimates. See safe harbor statement relating to forward looking statements.
Long Range
Bull
Middle
Bear
Outlook
Case
Case
Case
Top Line Growth
- Domestic Same Store Sales
+1% to +3%
5%
2%
-2%
- International Same Store Sales
+3% to +5%
6%
4%
2%
- Net Units
200 to 250
300
150
-50
     Domestic
0
-100
-250
     International
300
250
200
- Global Retail Sales
+4% to 6%
7%
4%
0%
2009 Possibilities


Q&A


Domino’s Pizza
Michael Lawton
EVP Domino’s Pizza International


89
International –
A Big Piece of the Pie
Represented 3,469 stores across 60 markets¹
3-year store count CAGR of 8.1%
Accounted for over 40% of global retail sales
Posted $2.2 billion in Retail Sales in 2007
3-year retail sales CAGR of 15%²
Made up 30% of DPZ operating income³
In 2007, Domino’s International Division…
¹
Store count as of  YE 2007
²
International Retail Sales  CAGR from 2004 -
2007
³
Based on adjusted  operating income from 2007


90
Q3 2008 marks the
59   consecutive quarter of
positive same store sales
th


91
International Leadership with
Significant Upside
¹
Based on 2007 YE total store count
²
Potential store count based on Domino’s Pizza International estimates
Top 10 Markets
YE 2007             Delivery Market
Stores
Position
Potential Store Count
Mexico
566
#1
700
United Kingdom
467
#1
900
Australia
405
#1
550
South Korea
289
#3
350
Canada
277
#3
400
Japan
180
#3
700
India
176
#1
400
Taiwan
122
#2
150
France
121
#1
700
Turkey
84
#1
300
TOTAL
2,687
5,150


92
Market Highlights
Smaller markets: Greece and Israel
Greece reached critical mass and began TV ads for the first time
Israel is growing phenomenally lately and Domino’s is the #1 pizza
brand in the country
Medium-sized markets: Malaysia and Saudi Arabia
Domino’s stores in Malaysia are expanding outside of Kuala Lumpur
46 stores in Saudi Arabia as sales continue to grow


93
Market Highlights
Continued success: France, Netherlands and India
France recently began advertising on TV
Up and coming market: Brazil
Strong growth from new partners
Building more stores -
currently in Rio and São Paulo is next target
New market: Indonesia, Qatar and Shanghai
First store in Jakarta opened in August


Continuing Success: 2008 Milestones!
750
Stores operated by Domino’s Pizza Enterprises
(Australia, New Zealand, Netherlands, France, Belgium)
94
300
Stores operated by Domino’s Pizza Korea
200
Stores operated by Domino’s Pizza India
100
Stores operated by Domino’s Pizza Turkey


95
25   Anniversary of
Domino’s Pizza International
th


96
Michael Berkman
Grupo
Mozzarella
International Area Franchisee
Domino’s Pizza International Franchisee
since 1993
Began career as sub-franchisee for
ALSEA in Mexico
Became the largest sub-franchisee in
Mexico
Michael is now the Master Franchisee for
Panama, Costa Rica and Honduras
Joint Venture with the Master Franchisee
of Peru
Clipped the ribbon on the 3,000
th
international store


Domino’s Pizza
Michael Berkman –
Grupo Mozzarella


Agenda
Grupo
Mozzarella -
Current Status
How Did We Get There?
Maintaining One Brand, One System
Continuing Success
Q&A
98


Grupo Mozzarella
Where We Are Today
99


International Master Franchise Model
100
DPZ
Ann Arbor, Michigan
Master Franchisee:
ALSEA
Distribution
System
Corporate
Stores
Sub-
Franchise Stores
(Grupo Mozzarella)
Royalty
Royalty
Store Profits
Distribution
System Profits
Where Grupo
Mozzarella Started


International Master Franchise Model
101
DPZ
Ann Arbor, Michigan
Master Franchisee:
Grupo Mozzarella
Distribution
System
Corporate
Stores
Royalty
Store Profits
Distribution
System Profits
Where Grupo
Mozzarella is Today


o
1993: Sub-franchised first store in Mexico from ALSEA
Quickly became the top sales store in Mexico
o
1996: Opened stores in two Wal-Mart stores
First Domino’s stores in Mexico to open inside another retail
outlet
o
1997: El Rosario store joins Domino’s Million Dollar Club
o
2000: Opens first store outside of Mexico City
o
2004: Becomes Mexico’s biggest sub-franchise with 27
stores
o
2005: ALSEA purchases all of Grupo Mozzarella’s stores
Grupo Mozzarella -
How it All Began
102


Grupo Mozzarella Mexico
Yearly Sales 1993 –
1998 ($ in Millions)
1995
1996
1997
1998
$2.6
$4.2
$4.8
1994
1993
$.45
$1.4
$6.8
210%
89%
61%
14%
42%
103


2001
2002
2003
2004
$9.3
$9.6
$11.4
2000
1999
$7.3
$8.2
$13.3
13%
13%
3%
18%
17%
7%
104
And the Success Continued…
Yearly Sales 1999 –
2004 ($ in Millions)


How Did We Do It?
People
Robust training for all Managers, Customer Service Representatives,
Pizza Makers and Drivers
Strong relationships with suppliers, customers and the community
Intense focus on a quality product
Service: store operations built around 30-minute guarantee
Investment in the new store image, computer systems and
store-owned motorcycles.
105


Grupo
Mozzarella’s
Move to Central and South America
Panama
1989: First Domino’s store opens in Panama
2005: Grupo
Mozarella
enters Panama and opens the sixth store
2008: Plans to open the 11   store by year end
Costa Rica
1996: First Domino’s Pizza store opens in Costa Rica
2006: Grupo
Mozzarella enters Costa Rica and shortly opens the
eighth and ninth stores in the country
106
th


Grupo
Mozzarella’s
Move to Central and South America
Peru
1992: First store opens in Peru
2006: Grupo
Mozarella
enters into a Joint Venture with the Bolona
Family
2008: Operating 21 stores in Peru
Honduras
1987: First ever Domino’s Pizza store opens in Latin America
2008: Grupo
Mozarella
enters Honduras with plans to open stores
number 10 and 11 in 2009
11


Market Opportunity -
Panama
108
Republic of Panama
Population of 3.4 Million
Panama Economics
Dollarized Economy
37% below poverty line and 6.4% unemployment
Economic activities: banking, Panama Canal, construction
and tourism
Competition –
Pizza Hut, Tamburelli, Leonardos
and
Sbarro


Market Opportunity -
Costa Rica
Republic of Costa Rica
Population of 4.5 Million…..smaller than West Virginia!
Costa Rican Economics:
13% devaluation of currency, the Colon, in 2008
16% below poverty line and 4.6% unemployment
Economic activities: agriculture, call centers and tourism
Competition –
Pizza Hut, 2X1 Pizza and Papa John’s
109


Market Opportunity -
Honduras
110
Republic of Honduras
Population of 7.4 Million
Tegucigalpa–
1.2 Million
Honduras Economics:
Currency is the Lempiras
50% below poverty line and 27% unemployment
Primary economic activities: agriculture (coffee) and tourism
Competition –
Pizza Hut, Little Caesar’s and Sbarro


Grupo Mozzarella
in Panama
Annual
Sales ($ in millions)
2005
2006
2007
2008
$1.9
$2.5
$3.1
$4.8
32%
21%
56%
$1.1
71%
2004
111


Grupo Mozzarella in Costa Rica
Annual Sales ($ millions)
2005
2006
2007
2008
$1.7
$2.2
$2.4
$2.8
25%
9.5%
18.9%
$1.4
22%
2004
112


Grupo Mozzarella in Honduras
Annual Sales ($ millions)
2005
2006
2007
2008
$1.5
$1.7
$2.5
$2.8
16%
48%
12%
$1.2
17%
2004
113


8,000   Domino’s Pizza Store Opening
January 2006
Grupo
Mozzarella clipped the ribbon on the 3,000
international store in Panama City
5,000   store in the U.S. opened simultaneously in Huntley, Illinois
Celebration included fireworks and a visit from Panama’s
First Lady
Kicked off a program, “Gracias, Panama”
where Grupo
Mozzarella donated 8,000 pizzas to local charities
114
th
th
th


115


Best Practices
from Central America
Local store marketing
Direct mail
Massive door hanging events
Support system of strong area supervisors
Focusing on financial results: sales and profits
116


GRUPO MOZZARELLA CENTRAL AMERICA
Stores before....
Grupo Mozzarella Stores
Before Remodel
117


GRUPO MOZZARELLA CENTRAL AMERICA
New Image
Grupo Mozzarella –
New Image
118


One Brand –
One System
Same Core Strategy:
Focus on delivery
Marketing:
Same brand, logo and consumer promise
Operations:
Same layouts, training and people focus
Quality Control:
Same core products across the globe
Conduct audits and approve local suppliers
119


Localization
Store Operations
Central American stores often have sit-down area
People in developing countries prefer dining out
Over 50% is carry-out or in-store dining business
Local Product Adaptations
Crust, sauce and cheese remain the same as Domino’s
U.S.
Toppings and side items, if they meet Domino’s
specifications, are our local twist
120


Teriyaki Pizza in Peru
Mozzarella Cheese
Peppers
Onions
Mushrooms
Chicken
Teriyaki Sauce
121
Local Product Adaptations


GRUPO MOZZARELLA CENTRAL AMERICA
PROMOTIONS
Recognize this Promotion?
122


GRUPO MOZZARELA CENTRAL
AMERICA
PROMOTIONS
“2X Tuesday”
in the United States…
“2X1 Everyday”
Limited-Time Promotion in Costa Rica
123


Continuing Success in
Central America
Change stores to the new Vision 20/20 image
Optimize pricing
Call Center (a single phone number for the region)
Consolidate suppliers for more effective buys
Streamline promotions between the Central American countries
124


What’s Next for Grupo
Mozzarella
Store opening events
Company motorcycle caravans
Free
pizzas
to
team
members’
families
Mobil unit
Massive flyer distribution
Press
Expanding to other countries
Currently  a Joint Venture with Peru
Goal is to also be in El Salvador and Nicaragua
Exciting promotions
Any pizza $7.99 -
Panamá
2X1 for 15 days -
Costa Rica
Mega-Deal -
Honduras
125


Thank you!
Questions?