Pet Valu Holdings Ltd. Announces Repurchase of 2,079,000 Common Shares

/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES./

MARKHAM, ON, May 12, 2025 /CNW/ - Pet Valu Holdings Ltd. ("Pet Valu" or the "Company") (TSX: PET), the leading Canadian specialty retailer of pet food and pet-related supplies, announced today that it purchased for cancellation an aggregate of 2,079,000 common shares ("Common Shares") of the Company from PV Holdings S.à r.l., Roark Capital Partners II AIV AG, L.P., RCPS Equity Cayman LP and Roark Capital Partners Parallel II AIV AG, L.P. (collectively, the "Selling Shareholders") at a price of C$28.85 per Common Share, representing a discount of approximately 4.5% to the closing price of the Common Shares on the TSX on May 12, 2025 (the "Share Repurchase"). The Share Repurchase was funded with cash and available funds under the Company's credit agreement. The Company's board of directors (interested directors having recused themselves) unanimously approved the Share Repurchase upon the recommendation of a special committee composed solely of independent and disinterested directors (the "Special Committee") formed to consider the Share Repurchase. In arriving at its unanimous recommendation that the Share Repurchase is in the best interests of the Company, the Special Committee considered several factors, including among other things that the Share Repurchase would not reasonably be expected to have a significant negative effect on the market price or value of the Common Shares or financial condition of the Company. 

As separately announced, the Selling Shareholders have also today entered into an agreement with a syndicate of underwriters to complete a secondary offering of Common Shares on a bought deal basis (the "Offering"). Pursuant to the Offering, the underwriters have agreed to purchase 5.2 million Common Shares at a purchase price of C$28.85 per Common Share for total gross proceeds to the Selling Shareholders of approximately C$150 million.

Following completion of the Share Repurchase and the Offering, the Selling Shareholders, in aggregate, will beneficially own 20,749,450 Common Shares representing approximately 30% of the issued and outstanding Common Shares.

About Pet Valu

Pet Valu is Canada's leading retailer of pet food and pet-related supplies with over 800 corporate-owned or franchised locations across the country. For more than 45 years, Pet Valu has earned the trust and loyalty of pet parents by offering knowledgeable customer service, an extensive product offering and engaging in-store services. Through its local neighbourhood stores and digital platform, Pet Valu offers more than 10,000 competitively-priced products, including a broad assortment of exclusive, holistic and award-winning proprietary brands. The Company is headquartered in Markham, Ontario, and has distribution centres in Brampton, Ontario, Surrey, British Columbia and Calgary, Alberta. Its shares trade on the Toronto Stock Exchange (TSX: PET). To learn more, please visit: www.petvalu.ca.

Forward-Looking Information

Some of the information contained in this press release is forward-looking information. Forward-looking information is provided as at the date of this press release and is based on management's opinions, estimates and assumptions in light of its experience and perception of historical trends, current trends, current conditions and expected future developments, as well as other factors that management believes appropriate and reasonable in the circumstances. Such forward-looking information is intended to provide information about management's current expectations and plans, and may not be appropriate for other purposes. Pet Valu does not undertake to update any such forward-looking information whether as a result of new information, future events or otherwise, except as required under applicable Canadian securities laws. Actual results and the timing of events may differ materially from those anticipated in the forward-looking information as a result of various factors and assumptions, and subject to the risks as set out in the Company's annual information form dated March 3, 2025 and as discussed under "Risk Factors" in the prospectus supplement and short form base shelf prospectus.

SOURCE Pet Valu Holdings Ltd.

For further information: Investor Contact: James Allison, Senior Director, Investor Relations [email protected], 289-806-4559