Roark Capital’s Pet Valu Holdings files for IPO

CPE News (6/8/2021) – Pet Valu Holdings Ltd., a portfolio company of Roark Capital, has filed a preliminary base PREP prospectus for a proposed initial public offering of common shares. The number of common shares to be sold and the price per common share have not yet been determined.

Pet Valu has applied for listing of its common shares on the Toronto Stock Exchange (TSX) under the symbol “PET.”

Founded in 1976, Markham, Ontario based Pet Valu is Canada’s leading small format specialty retailer and wholesale distributor of pet food and pet-related supplies with over 600 corporate-owned and franchised locations across the country.

In August 2009, Roark Capital took Pet Valu, Inc. and Pet Valu Canada Inc. (formerly TSX: PVC) private for approximately $144 million. Roark Capital currently owns 94.8% of Pet Valu.

Prior to the closing of the IPO, Pet Valu Holdings will sell all of the shares of its U.S. subsidiary PRB Inc., which is the owner of U.S. businesses Pet Valu, Inc. and PSI, to the company’s existing shareholders. The U.S. businesses have been under separate management and operated separately since July 2020. Pet Valu, Inc. is currently in dissolution, having closed all of its stores on December 30, 2020. As of the closing, Pet Valu Holdings will have no economic interest in PRB Inc. or any of its subsidiaries, any inter-company indebtedness will be extinguished and Pet Valu Holdings will not have any operations in the U.S.

Pet Valu Holdings is led by Richard Maltsbarger, President & CEO and a director of the company. Maltsbarger, CFO James Grady and CIO Christine Schultz are based in the US and likely would have to relocate to Toronto as company is focusing on Canadian operations only.

photo credit: Pet Valu

News Release

Pet Valu Files Preliminary Prospectus for Initial Public Offering of Common Shares

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

MARKHAM, ON, June 8, 2021 /CNW/ – Pet Valu Holdings Ltd. (“Pet Valu” or the “Company”), the leading Canadian specialty retailer of pet food and pet-related supplies, today announced that it has filed with the securities regulatory authorities in each of the provinces and territories of Canada, and obtained a receipt for, a preliminary base PREP prospectus (the “Preliminary Prospectus”) in respect of its initial public offering of common shares (the “Offering”). The number of common shares to be sold and the price per common share have not yet been determined.

The Offering is being made through a syndicate of underwriters led by RBC Capital Markets, Barclays and CIBC Capital Markets, as lead underwriters and joint bookrunners.

The Preliminary Prospectus contains important information relating to the Offering and has not yet become final for the purpose of a distribution of securities to the public. No securities regulatory authority has either approved or disapproved the contents of this press release. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale or acceptance of an offer to buy these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to the time a receipt for the final prospectus or other authorization is obtained from the securities commission or regulatory authority in such jurisdiction. Copies of the Preliminary Prospectus are available from representatives of the underwriters and will be available under Pet Valu’s profile on SEDAR at www.sedar.com.

The securities under the Offering have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), or the securities laws of any state of the United States and may not be offered, sold or delivered, directly or indirectly, in the United States (as such term is defined in Regulation S under the U.S. Securities Act) or to, or for the account or benefit of, U.S. Persons (as defined in the U.S. Securities Act), except pursuant to an exemption from the registration requirements of the U.S. Securities Act and applicable state securities laws. This news release does not constitute an offer to sell or solicitation of an offer to buy any of these securities in any jurisdiction in which the offering or sale is not permitted.

About Pet Valu

Pet Valu is Canada’s leading retailer of pet food and pet-related supplies with over 600 corporate-owned or franchised locations across the country. For more than 40 years, Pet Valu has earned the trust and loyalty of pet parents by offering knowledgeable customer service, a premium product offering and engaging in-store services. Pet Valu’s neighbourhood stores offer more than 7,000 competitively-priced products, including a broad assortment of premium, super premium, holistic and award-winning proprietary brands. To learn more, please visit: www.petvalu.ca.

Forward-Looking Information

This news release contains “forward-looking information” within the meaning of applicable securities legislation, which reflects the Company’s current expectations regarding future events. Forward-looking information is based on a number of assumptions, and is subject to a number of risks and uncertainties, many of which are beyond the Company’s control. Such risks and uncertainties include, but are not limited to, the factors discussed under “Risk Factors” in the Preliminary Prospectus filed on SEDAR. Actual results could differ materially from those projected herein. Unless otherwise noted or the context otherwise indicates, the forward-looking information contained in this news release is provided as of the date of this news release and Pet Valu does not undertake any obligation to update such forward-looking information, whether as a result of new information, future events or otherwise, except as expressly required under applicable securities laws.

SOURCE Pet Valu Inc.

For further information: Media Contact: Jessica Liddell, ICR, PetValuPR@icrinc.com, 203-682-8200