PetMed Express, Inc. entered into an agreement to acquire PetCareRx, Inc. from Evolution VC Partners and Feenix Venture Partners for $36 million on January 13, 2023. Consideration for all of the issued and outstanding shares of capital stock: (a) $36 million in cash; (b) plus the amount of cash reflected on the final closing statement; and (c) plus any increase or minus any decrease in the adjusted net working capital of Company as reflected on the final closing statement as compared to a mutually agreed upon adjusted net working capital target. The transaction is subject to customary closing conditions and completion of regulatory review.

The deal has been approved by the board of directors of both PetMeds and PetCareRx. PetCareRx Requisite Shareholder Approval. Stockholders of PetCareRx approves the deal.

Following the closing of the transaction, PetMeds intends to keep the consumer facing PetCareRx e-commerce operation and brand running separately. The combined entities will expand PetMeds' existing base of over two million customers and will add approximately 10,000 incremental wellness products to the company's existing product offering. The deal is expected to close in the first quarter of 2023.

CapM Advisors acted as the financial advisor to PetMeds in this transaction. Curt Creely of Foley & Lardner LLP acted as legal advisor to PetMed Express, Inc. Aaron N. Goldberg of Holland & Knight LLP acted as legal advisor to PetMed Express, Inc.