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January 10, 2018

PetIQ, Inc., a pet medication and wellness company, announced it has entered into a definitive agreement to acquire Community Veterinary Clinics, LLC d/b/a VIP Petcare, a leading operator and provider of nationwide veterinary clinics and veterinarian services within major U.S. retailers. The transaction has been unanimously approved by PetIQ’s board of directors and is expected to close by the end of January 2018, subject to customary closing conditions.

Headquartered in Windsor, California, VIP is a leading provider of veterinary wellness and pet preventive services, as well as a distributor of pet wellness products and medications. VIP provides a comprehensive suite of services at its 2,900 community clinics and wellness centers hosted at local pet retailers across 31 states, which includes diagnostic tests, vaccinations, prescription medications, microchipping and wellness checks. VIP’s veterinary services and products align with PetIQ’s corporate strategy and mission to improve pet health by providing consumers convenient access and affordable choices to a broad portfolio of pet health and wellness solutions. In 2017, VIP treated more than 1 million pets through its installed clinics as well as its 76,000 mobile clinics.

“We look forward to working closely with Will Santana, chief executive officer of VIP, who will be joining the PetIQ board of directors as well as our senior management team in connection with the closing of the transaction, and to welcoming the entire VIP team to the PetIQ family. We share a mission to make pets’ lives better by educating pet parents on the importance of regular veterinary care and veterinary-recommended pet products,” said Cord Christensen, PetIQ Chairman and Chief Executive Officer. “The addition of VIP will give us a national footprint in the veterinarian services segment and the opportunity to participate in an approximately $21 billion market in the United States. PetIQ has focused on providing pet owners convenient access and affordable choices to a broad portfolio of pet health and wellness products across its network of retailers, and with this acquisition, we will now be able to provide the same convenience and affordability with veterinarian care. We look forward to building upon the strengths of each of our respective customer relationships, broadening our reach and enhancing customer loyalty with existing and new retail partners.”

“We have developed a great working relationship with PetIQ, as one of our wholesale business’s largest customer, and the complementary nature of our businesses became incredibly apparent to us over the last several years,” said Will Santana, VIP’s chief executive officer. “We were fortunate to be able to choose our long-term partner and it is exciting for our team to have the opportunity to leverage our rapidly growing services offering to build an even stronger, more diversified company with a continued focus on helping to improve the lives of pets and the care their pet parents provide them through our nationwide network of community clinics and wellness centers, where we extend the availability of high value pet preventive and wellness veterinary services to all pet owners.”

The transaction will create a larger and more diversified pet health and wellness company. PetIQ believes the combination will provide several strategic and financial benefits, including the following:

  • Veterinary Services Complement PetIQ’s Current Business and Significantly Expands the Company’s Addressable Market: Following the closing of the acquisition, the combination of PetIQ’s existing business with VIP’s products and services businesses is expected to expand PetIQ’s addressable market by nearly 285 percent, from $8.6 billion to over $29 billion. PetIQ will have the ability to provide its retail partners complementary veterinary products and services, which the company believes will enable PetIQ to continue to generate a high rate of growth over the long-term. In addition, PetIQ expects the transaction to create an additional high-margin growth vehicle in the veterinary services industry, which is expected to expand at a 6 percent CAGR through 2021, according to Packaged Facts, U.S. Pet Market Outlook – May 2017.
  • Creates a Pet Wellness Veterinary Products and Services Platform: Together, PetIQ and VIP expect to generate approximately $450 million to $500 million of pro-forma net sales and approximately $40 million to $45 million of pro-forma adjusted EBITDA for the calendar year ending December 31, 2018, which adjusts for the impact of elimination of VIP’s sales to PetIQ. The acquisition is expected to further diversify PetIQ’s current net sales mix, with the combined veterinarian products business representing approximately 75 percent of net sales and the services business representing approximately 25 percent of net sales, based on aforementioned pro forma net sales for the calendar year ending December 31, 2018.
  • Further Diversifies and Strengthens National Retail Customer Base: PetIQ’s acquisition of VIP is expected to further strengthen the company’s existing partnerships with leading U.S. retailers and strengthen the company’s ability to develop new retail customers. Additional opportunity exists to expand distribution of PetIQ’s veterinary-grade products to current VIP customers, and provides for the potential delivery of VIP’s veterinary services to PetIQ’s existing network of customers.
  • Addition of Experienced Executive Team: The transaction will build upon PetIQ’s leadership team through the addition of VIP’s talented group of executives with substantial operational experience in the animal health and wellness industry and a proven track record of growth. The VIP management team will remain in place, with Will Santana joining PetIQ’s board of directors and continuing as chief executive officer of the wholly-owned subsidiary, which reflects VIP’s commitment and belief in the future success of the combined company.
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