Bringing together

the very best in

pet care

Annual Report and Accounts 2025

1–31 32–73 74–145

Strategic Report

1 Highlights

2 Chair’s Statement

3 Market overview

4-5 Chief Executive Officer’s review

6 Business model & investment case

7-8 Key performance indicators

9-12 Stakeholder engagement &

section 172 statement

13-15 Sustainability review

16-18 Chief Financial Officer’s review

19-29 Risk review

30 Going Concern and Viability

31 Non-financial and sustainability

information statement

Governance

32-33 Board of Directors

34 Leadership and purpose

35-36 Division of Responsibilities

37-39 Composition, Succession and Evaluation

40-41 Nomination and Corporate

Governance Committee Report

42-46 Audit and Risk Committee Report

47-48 Sustainability Committee Report

49-60 TCFD Statement

61-62 Directors’ Remuneration Report

63-70 Annual report on remuneration

71-72 Directors’ Report

73 Statement of Directors’ Responsibilities

in Respect of the Annual Report

and the Financial Statements

Financial statements

74-79 Independent Auditor’s Report

80 Consolidated income statement

80 Consolidated statement of

comprehensive income

81 Consolidated balance sheet

82 Consolidated Statement of Changes

in Equity as at 27March 2025

82 Consolidated Statement of Changes

in Equity as at 28March 2024

83 Consolidated statement of cash flows

84-138 Notes to the consolidated

financial statements

139 Company Balance Sheet

140 Company statement of changes

in equity as at 27March 2025

140 Company statement of changes

in equity as at 28March 2024

141-142 Notes to the parent company

financial statements

143-145 Glossary – Alternative

PerformanceMeasures

For more information:

Please visit our 2025 Sustainability Report

Our Purpose

To create a better world for pets

and the people who love them

Highlights

Sustainability highlights

250+

own brand complete cat and dog food

productscarbon footprinted

1.6m

pet meals donated at our

petfoodcollection points

60,000+

children attended a

Pets workshop

Financial highlights

£1,482.1m £133.0m

120.6m 13.0p +1.6%

Group Statutory Revenue (£m) Group Underlying PBT

(£m)

Group Statutory Profit Before Tax (PBT) (£m) Dividend Per Share (pence)

1 Alternative Performance Measures (APMs) are defined and reconciled to IFRS information, on pages 143 to 145.

+0.1%

+0.7%

+14.1%

2025

£1,480.2m

£1,404.2m

2024

2023

£1,482.1m

2025 £120.6m

£105.7m

£122.5m

2024

2023

2025 £133.0m

£132.0m

£136.4m

2024

2023

2025 13.0p

12.8p

2024

2023

We provide the best

products, services

and advice to guide

pet owners through

their pet care journey.

We are the UK’s leading pet care business, offering a unique

blend of pet care solutions seamlessly connected across all

channels, delivering an unrivalled experience to consumers.

Strategic Report Governance Financial Statements

Chair’s Statement

Delivering our strategy.

Strategy

A clear purpose runs through Pets at Home

– ‘to create a better world for pets and the

people who love them’ – and a clear strategy

is in place to deliver this.

This strategy is to build an integrated,

omnichannel, consumer-centric platform

which unifies our unique blend of products,

services, and advice, connecting them

seamlessly across all channels to deliver

an unrivalled experience for consumers. In

what has been a challenging year, two key

milestones have been delivered that will

underpin the business for many years to come.

In March 2024, we initially launched our new

digital platform to consumers. While initially

disruptive, the team has focused on building

functionality through FY25 and enters FY26

with a well-functioning app and website that

is expected to drive growth in the business.

Early progress has already been seen in

subscriptions which represent an important

part of the strategy and where the headroom

for growth is significant.

In early 2025, the business began the final

part of the distribution network optimisation

– moving our online sales across to our

Stafford DC. By March this was complete

and since that point the business has been

operating from a single DC.

While significant strategic progress has

been made in the year, it has not been

without challenge. Across the globe, the

pet market has been through a period of

subdued growth, while the UK economic

backdrop has also been more challenging

than many anticipated.

This has impacted our business, but we

remain fundamentally strong. We remain

the industry leader, the only business that

truly integrates product and service, and

we finished FY25 with more Pets Club

customers, more vets clients and higher

customer satisfaction meaning we are well

placed for the future.

Our commitment to running a sustainable

business is unwavering. Our values and

sense of responsibility run deeply through

our business and ensure we continue to

generate long-term sustainable growth for

allstakeholders.

Colleagues

Our colleagues, and their unrivalled skill,

passion, and expertise, remain a key strategic

advantage. They are the face of our business,

and work tirelessly every day to help guide

pet owners through their pet care journey.

The last 12 months represent another

critical period for the business with

important progress made, but also with

some challenges. Our colleagues have been

central to successfully navigating this and

positioning the business well for the future.

Personally, and on behalf of the Board,

I would like to thank them for their

ongoing hard work and dedication.

Governance

During the year, we were delighted to

welcome Garret Turley to the Board as an

independent Non-Executive Director. Garret

is a qualified veterinarian who co-founded

and built Pet Doctors, after which he

transitioned into private equity focusing on

health and education investments.

He also has significant board experience.

Hisexperience will be of great value to

the business.

We also saw Angelique Augereau step

down from the Board as an independent

Non-Executive Director.

Dividend

The business continues to be highly cash

generative, and despite strong levels of

investment, we finish the year in an ‘adjusted

net cash’ position.

As such, the Board has recommended a final

dividend of 8.3 pence per share, taking the

total dividend for the year to 13.0 pence per

share. The final dividend will be payable on

16July 2025 to shareholders on the register

at the close of trading on 6 June 2025.

Looking ahead

Looking ahead, the pet care sector remains

an attractive market with growth prospects

supported by pets increasingly being seen

as part of the family. Pets at Home, through

our fully integrated omnichannel model, is

well positioned to benefit. The significant

investments we have made in the business

in recent years are now largely complete, but

the benefits lie ahead of us. We therefore

look to the future with much optimism, and

I remain confident that our unique pet care

strategy will continue to deliver long-term

sustainable value to all our stakeholders.

Ian Burke

Chair

28 May 2025

FY25 has been a challenging but important year

for the business. Our two major projects, the

optimisation of our distribution network and

our digital platform, have been delivered against

the backdrop of subdued and volatile consumer

demand. With these projects complete our

business is well set up for the future.

Ian Burke, Chair

Pets at Home Group Plc Annual Report and Accounts 2025

Total UK pet spend

2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024

+8.0% CAGR

+4.7% CAGR

+9.0% CAGR

Market driver:

A stable UK

petpopulation

The UK is a nation of pet lovers,

with the pet population now

expected to remain stable after

a period of significant growth

in 2020-22, as it was for many

years prior.

Our approach:

We cater for a variety of pet

types at accessible locations

nationwide and online and

offer a wide range of pet

products and pet care services.

We are increasingly focused

on providing a personalised

proposition to pet owners,

throughout their pet life,

catering to all their pet

care needs.

Market driver:

Humanisation

of pets

Pets are increasingly being

treated as a member of the

family with a continued trend of

selecting higher quality diets, an

increased focus on gifting and

wellness, and a greater desire

to use the very best health care

treatments and supplements.

Our approach:

Through our in-store colleagues

and online content, we are able

to explain the health benefits of

feeding your pet a better quality

diet. With many colleagues being

pet owners themselves, they

understand the emotional bond

between pets and their owners

and we support this with high

quality, leading own brands such

as Wainwright’s and AVA.

Market driver:

Continued channel

shift to online

Online penetration of the pet

products market continues to

increase. Price competitiveness

and convenience remain

important to the online shopping

experience, driven by ease

of price comparison and the

different delivery options

typically offered.

Our approach:

The recent launch of our digital

platform and investment in

fulfilment capability, are critical

in unlocking future growth.

However, it is our omnichannel

capabilities that differentiate

us and our pet care centres

play a critical role enabling us

to offer products and services

to customers however it is most

convenient for them.

Market driver:

Advances in

veterinary care

The veterinary care market

continues to advance through

scientific research, and the

range of healthcare options

available to pet owners is

increasing. Together with

a growing awareness and

affordability of pet insurance,

more pet owners are able to

do what is best for their pet

throughout their lifetime.

Our approach:

We aim to partner with the

very best veterinarians and vet

nurses through our unique Joint

Venture model to deliver the

best possible care to clients.

By locating vet practices across

the UK, both inside Pets at

Home stores and in standalone

locations, and offering 24/7

access to trusted advice through

our telehealth business, we

make access to this high quality

care easy and convenient for

pet owners.

Market overview

A growing pet care market.

The pet care market remains attractive and in growth.

For more information:

Please visit www.petsathomeplc.com

UK Pet Market

Source: ONS household spending data

Strategic Report Governance Financial Statements

Chief Executive Officer’s review

Our platform to deliver future growth is now in place.

The past two years have seen a

profound transformation at Pets at

Home. We have moved from a business

with a strong presence in pet retail

and vets, to a true pet care platform.

Lyssa McGowan, CEO

I am tremendously proud of our

colleagues and partners for navigating

this challenging but critical period

which leaves us in a position to look to

the future with confidence. While FY26

comes with its own challenges as we

digest externally imposed cost headwinds

and heightened macro uncertainty,

our objective is clear – to deliver

outperformance against our underlying

markets, across our business.

Our strategy is clear. We are the UK’s only

complete pet care provider, and our recent

transformational investments will provide

a platform for outperformance through

unlocking new areas of growth in existing

and adjacent markets, generating long-term

sustainable value for all stakeholders.

FY25 has been a critical year in the

delivery of our strategy, completing

and bedding in two major investment

programmes, our distribution network

optimisation and our digital platform. This

investment has been critical to futureproof

the business and has required significant

focus and resource to deliver, against a

challenging and uncertain trading backdrop.

With these two key programmes now

complete, our focus is now firmly on

delivering the omnichannel benefits of

these investments across our 8.2m Pets

Club members. We will continue to improve

our experience and broaden our appeal as

we fully integrate vets, grooming and

insurance going forward. Our vision is on

track to build the world’s best pet care

platform, bringing together a best-in-

class omnichannel retail proposition with

our unique blend of services, through an

integrated and consumer-centric experience.

An integrated consumer experience

Our new digital platform is now live,

completing a key building block of

ourstrategy.

As consumers interact with our platform, we

are seeing increased conversion as consumer

journeys are simplified, and higher average

baskets as consumer engage with new features.

While FY25 was impacted by the transition

to the new platform, we have a long track

record of growing our online sales. We

expect to return to market outperformance

in FY26 and beyond as we leverage our

improved capability with a particular focus

on subscriptions growth and improved mix

through growing own brand and accessories

participation.

Our Pet Care Centres remain central to

our omnichannel experience. High quality

assets in their own right, and also providing

an important digital halo, with online sales

increasing over 25% in areas with a new

Pet Care Centre opening. Our new format

stores have performed well, with stronger

subscription and Pets Club sign-ups,

supporting a broader rollout, with 30

refreshes planned for FY26.

Consumers will continue to benefit as

we further enhance our experience, truly

integrating our unique blend of products,

services and advice. Most importantly, we

can begin to use our best-in-class, first party

data much more effectively to better meet

consumer needs and drive incremental

demand.

Growing our recurring revenue streams

Our revenues are increasingly predictable

as our business mix improves, with more

of our revenues coming from areas such

as vets, grooming, and subscriptions. We

plan to continue to grow this further with

subscription participation still fairly low

across our 8.2m Pets Club members and

0.6m non-Pets Club vet clients (of 1.7m total

active vet clients).

Acting responsibly has always been at the heart of our business. Our sustainability

agenda is fully integrated into our strategy, centred around a shared purpose of

creating a better world for pets and the people who love them.

We are proud of the progress we have made this year:

– We have carbon footprinted over 250 of our own brand complete cat and dog food

products representing over 65% of own brand complete cat and dog food sales,

this is a key enabler to understanding our Scope 3 emissions and prioritising where

we take action.

– We have Pet food bank collection points in all our Pet Care Centres, in partnership

with the Blue Cross, helping to keep pets in loving homes. In FY25 we collected

1.6m meals bringing the total since this initiative was launched to over 4 million.

– Over 60,000 children attended one of our ‘My Pet pals’ or ‘Scout Association’

Pet Care Centre workshops over the course of the year.

Spotlight on Sustainability

For more information:

Please visit our 2025 Sustainability Report

Pets at Home Group Plc Annual Report and Accounts 2025

Chief Executive Officer’s review continued

The new digital platform has already

unlocked strong growth in Easy Repeat

subscriptions, which are +35% YoY. These

consumers are showing c50% higher

frequency and c50% higher ACV than prior

to taking out a plan.

We have also recently launched Easy Repeat

a day so far. 75% of these in-store sign-ups

are opting for 2-4 weekly frequency vs 80% of

online sign-ups being 4-12 weeks. In addition,

over 90% of new sign-ups are opting for

Click & Collect.

Our headroom for growth remains significant,

with only c3% of our 8.2m Pets Club members

having an active Easy Repeat subscription

compared to over 50% of our vet clients who

have a Care Plan. Each 1% of consumers

moved onto Easy Repeat would add £10m

to our revenues.

Our relaunched Care Plans have been

a success in driving practice revenue

growth. Our Care Plans contributed 9%

to Vet Consumer revenue* growth as our

relaunched plans resonated well with

consumers and we sold more, higher

value plans, increasing the stickiness and

predictability of our vet revenues.

Differentiated, sector-leading vets

Our unique JV model has delivered another

year of double-digit growth and market share

gains. Our vet group is a clear #2 in the UK

First Opinion sector and is responsible for

33% of our consumer revenues, over 50% of

Group underlying PBT* and the majority of

Group Free Cash Flow*.

The Nation’s Local Vet. The success of our

vets business begins with delivering the

best outcomes for consumers and their

pets. Our practice owners operate with

clinical freedom, build their business with a

long term, community focus and compete

effectively to grow their consumer base,

supported by our national brand, platform

and industry leading support.

This shows up in differentiated economics

for us and our partners. In FY25:

– We increased our brand consideration

by 7pts and delivered a 4pts increase in

customer satisfaction from already high

levels.

– Average practice revenues grew 12.8%

to £1.4m.

– Our JV practices reduced total

indebtedness by £6.4m to £24.8m and

paid c£46m out to partners in dividends,

averaging over £150k per debt-free

practice.

This year we surpassed our vets FCF* target

of £60m. But the ambitions of us and our

partners are not satisfied. We will deliver

further growth through embedded maturity,

the rollout of new practices, and investments

in advanced capabilities and extensions.

While we expect recovery in Retail FCF*

in future, we expect Vets to continue to

contribute the majority of Group FCF*.

Practice maturity is not a constraint on our

growth, in FY25 sales growth in our 10+

year old practices was 11%. We have a clear

track record of growing practice revenues

beyond 10-years old through extensions

and advanced capabilities and plan for c15

further extensions in FY26 and c100 over the

medium term.

We also plan to accelerate our openings,

delivering >10 in FY26 and c100 over the

medium term.

We remain confident and consistent in our

view that our unique JV model still insulates

us from many areas of the CMA’s concern

and await the CMA’s provisional findings in

July 2025.

Insurance

Our new insurance venture will bring a

disruptive, Pets branded proposition to the

c£2bn pet insurance market. Pet insurance is

the largest vertical outside of Pets at Home’s

current core operations. It is expected, by

Mintel, to grow at c4% per annum reaching

c£2.5bn by 2029.We have secured an

experienced team, who have a 20% minority

stake, to build a capital light, Pets at Home

insurance proposition leveraging our brand,

data and leading consumer base. We will

deliver a disruptive consumer experience

by leveraging AI to remove key areas of

consumer friction.

We expect to incur start-up losses for

around 2 years as we move towards launch

and begin building our book of business.

We expect to reach break-even point

during FY28 before generating meaningful

profits thereafter. We believe over time the

business is capable of contributing c10%

of Group Profits.

Distribution optimisation complete

All sales channels now being serviced by our single site

distribution centre in Stafford.

Subscription revenues up +30%

Growth across Easy Repeat and Care Plans, our

improved offer and functionality is resonating well.

Pet Club member growth

continues

8.2m active members are now in the Club, up +5%.

Digital platform complete

Fully cut over and functioning well providing the

foundations to leverage our Pets Club data to drive an

increasingly personalised consumer experience.

Vet footprint growth & continued

investment in Pet Care Centres

3 new vet practices, 15 practice extensions, 4 new Pet

Care Centres and 32 Pet Care Centre refits.

Winning on vet talent

Improved attraction and retention, more

vets driving growth in visits.

Strategic highlights

Key elements of our strategy are now complete.

Strategic Report Governance Financial Statements

Business model & investment case

A clear and compelling investment case.

Our consumer focused business model and strategy.

A clear and

consistent

capital

allocation

policy

Winning market

share through

vets and

omnichannel

growth

Driving

efficiency

and operating

leverage

Delivering cash

profit growth

on normalised

capex

Mid-single

digit consumer

revenue growth

FCF conversion

ofProfit After

Taxat c90%

Profits growing

ahead of sales

Excess cash

returned to

shareholders

As we look forward, we have refined our medium-term framework reflecting

the shape of growth and profits we expect to deliver over the medium term.

Our Vision

An unrivalled experienceSeamlessly connectedA unified blend of products,

services and advice

Integrated Omnichannel Consumer-centric

To build the world’s best pet care platform

Driving economies

of scale and higher

productivity

Fuelling

consumer and

revenue growth

Delivering

economies of

scope

– Seamless and frictionless

– Easy and enjoyable

– Targeted and personalised

– Simple, unified experience across

app, online, physical and virtual

– Physical Pet Care centres

andpractices

– Virtual consultations

– Digital advice and support

– E-commerce, click & collect

– E-pharmacy and telemedicine

– Nutrition

– Accessories

– Preventative Care

– Curative Healthcare

– Grooming & Wellbeing

– Adjacencies

For more information:

www.petsathomeplc.com

Pets at Home Group Plc Annual Report and Accounts 2025

Key performance indicators

Another year of strategic progress.

To support delivery of our strategy, we have a clearly defined

setof key performance indicators.

We are committed to generating shareholder

value and financial returns, and therefore

focus on three financial metrics we believe

are the best measure of our performance.

Alongside financial KPIs, we also have KPIs

aligned to our strategic progress to ensure we

can track delivery against our key objectives.

Financial KPIs shown represent those used

by the business to monitor performance.

Management recognise that as Alternative

Performance Measures they differ to

statutory metrics, but believe they represent

the most appropriate KPIs.

Financial performance

What we are measuring

Group consumer revenue is statutory

Group revenue, less Joint Venture

veterinary practice fee income, plus gross

consumer sales made by Joint Venture

veterinary practices. This is an important

measure as it includes revenues from

practices whether they be under the Joint

Venture or Company managed model.

Why is it important?

By growing Group consumer revenue

across all parts of our business ahead of

the market, we are able to gain market

share. In particular, this means focusing on

the sales made by general vet practices,

whether they be under the Joint Venture

or Company managed model.

FY25 Result

Growth driven by Vets, with Vets

consumer revenue up 13.0%. Growth

driven by higher visits, average

transaction values and significant growth

in Care Plan revenues. Retail consumer

revenue down 1.8%, mainly impacted by

a challenging UK consumer backdrop.

Future plans

We expect our strategic initiatives to

deliver Group like-for-like revenue growth

ahead of the market across both the

Retail and Veterinary segments.

What we are measuring

Group underlying profit before tax (PBT) is

based on pre-tax profit before the impact of

certain costs or incomes that are excluded

as they are not generated from ordinary

business operations, infrequent in nature and

unlikely to reoccur in the foreseeable future

in order to reflect management’s view of the

performance of the Group. Statutory PBT in

FY25 was £120.6m, up 14.1% year on year.

Why is it important?

By generating strong levels of underlying

profit, we are able to demonstrate that our

strategy remains the right one, and that

we are delivering against our strategic

objectives.

FY25 Result

Vet Group underlying PBT of £75.9m up

23.3%, driven by the increase in fee income

year on year whilst maintaining a broadly flat

cost base. Retail underlying PBT of £72.9m

down 16.6%, driven by the impact of lower

revenues with gross margins* broadly stable.

Future plans

We expect Group underlying PBT of

between £115m-£125m in FY26.

What we are measuring

The cash available for return to

shareholders after investing in the needs

of the business.

Why is it important?

Delivering free cash flow allows

us to make strategic investments in

the business to fuel further growth,

whilst providing an appropriate return to

shareholders.

FY25 Result

Vet Group free cash flow £67.5m up 23.3%

due to double digit consumer revenue

growth flowing into JV fee income. Retail

free cash flow £30.6m up 14.6% due to

lower non-underlying costs YoY offsetting

the reduced Underlying PBT.

Future plans

Generating free cash flow from our vet

business remains a significant value

creation opportunity. This, alongside

profit growth in Retail, will enable Group

free cash flow to grow sustainably in the

medium term.

£133.0m +0.7%£1,961.9m +2.7% £83.8m +21.5%

Group Consumer Revenue

(£m) Group Underlying PBT

(£m) Free Cash Flow

(£m)

1 Alternative Performance Measures (APMs) are defined and reconciled to IFRS information, on pages 143 to 145.

2025 2025 2025£1,961.9m £133.0m £83.8m

£1,909.9m

£1,782.4m

£132.0m

£136.4m

£69.0m

£98.2m

2024

2023

2024

2023

2024

2023

For more information:

www.petsathomeplc.com

Strategic Report Governance Financial Statements

Strategic performance

What we are measuring

Growth in the net number

of active members of our

Pets loyalty club. An active

member is defined as a

consumer who transacted

across the group in the last

365 days prior to the end of

the reporting period.

Why is it important?

By providing complete

pet care through a trusted

brand, we will attract more

pet owners to engage with

the Group, increasing our

marketshare.

FY25 Results

Increased growth supported

by new digital platform user

journey alongside Pet Care

Centre colleague sign ups.

Future plans

We will continue to leverage

our integrated omnichannel

pet care model to make it

convenient and rewarding

for consumers to engage

seamlessly across our

full platform of products,

services and advice.

What we are measuring

The average annual spend from

our Pets loyalty club members

across the Group. This includes

all spend across both the Retail

and Vet Group businesses.

Why is it important?

Our Pets loyalty club is a unique

asset providing data and insight

to help us increase share-of-

wallet, engagement and loyalty,

encouraging further spend

across our full pet care platform.

FY25 Result

Faster customer growth than

anticipated diluted our overall

ACV but our retained customer

ACV is growing 1.3% to £216.

Future plans

Continuing to leverage our data

capabilities is a key underpin of

our future growth plans. We are

harnessing our deep actionable

insights to better serve the

needs of pet owners and deliver

more personalised content

andoffers relevant to each

individual pet.

What we are measuring

The proportion of total

consumer revenue contributed

by our three core subscription

offerings, namely veterinary

health care plans, flea and worm

subscriptions and our Easy

Repeat service.

Why is it important?

The ability to offer consumers

convenient pet care through

subscription services is a key

competitive differentiator for

theGroup.

FY25 Result

Strong growth across Easy

Repeat and Care Plans as our

improved offer and functionality

resonates with customers.

Future plans

Generating sales from

subscriptions is an essential

part of being a pet care platform

and not solely a retailer. We will

continue to focus on growth

in this area aided by our new

digitalplatform.

What we are measuring

The number of full-time-

equivalent vets and nurses

working across our vet

practices whether employed

directly by the Group or not.

Why is it important?

By creating additional

clinical capacity in our vet

practices, it enables us to

meet the growing demand

from pet owners, and further

grow our vet business

through new practice

openings and practice

extensions.

FY25 Result

Successful recruitment and

retention of clinical talent

supported by presence

at London vet show

and national marketing

campaign.

Future plans

By driving improvements in

recruitment, retention, and

wellbeing, we will ensure

we remain the employer

of choice for vets and

nurses, helping to underpin

continued growth across our

vet business.

£175 -1.7% 3.5k 6.0%8.2m +5.0%

13.0% +30.0%

Number of active

Pets Club members

Average Consumer Value % of consumer revenue

from subscriptions

Clinical FTE

2025 20252025 20258.2m £175 13.0% 3.5k

7.8m

7.7m

£178

£168

10.0%

6.7%

3.3k

3.0k

2024

2023

2024

2023

2024

2023

2024

2023

Key performance indicators continued

Pets at Home Group Plc Annual Report and Accounts 2025

Looking ahead

– Change Management inc.

technological innovation (e.g. AI)

– Reward and Benefits

– Safe and inclusive places to work

– Culture and values

– Training and development

Stakeholder engagement & S172 statement

Colleagues

FY25 priorities

– Our Purpose

– Values and Behaviours

– Reward and Benefits

– Training and

Development

– Change management

– Engagement and

Wellbeing

– Safe and inclusive

workplaces

Board and Day to Day Engagement

– Designated Board member for colleague engagement.

Focus during FY25 on active listening to colleagues

across the group at all levels through listening

sessions and spending time in business areas

– Board members spend time with colleagues

in-person at events and on store, practice, office

and distributionvisit

– 24/7 whistle-blowing line providing confidential

pathway for concerns

– Board discussions on key people metrics

(e.g. retention, gender pay)

– Multiple channels for colleague communication

including refreshed and relaunched intranet, regular

news updates, support office, retail and DC townhalls

(with virtual dial-in)

– Periodic EMT diary launched following success

of CEO diary

– Annual Colleague Conference in May 2024 featuring

relaunch of values and behaviours

– COO ‘ask email’ for retail and vet open to all

colleagues

– A Joint Venture Council representing our Joint

Venture Partners meets regularly to discuss strategic,

operational and clinical matters. It is attended by

members of the Vet leadership team. Board members

have also attended as guests on two occasions during

the year

– Colleague surveys are conducted on specific topics

to gain feedback, For example in FY25 a survey

on colleague reward was conducted with over

2000 responses.

Key results and decisions FY25

– The board have considered the impact

on colleagues as part of restructuring

activity that has taken place during the

year. This is in relation to the completed

head office restructure (project compass)

and the store restructuring

– Early stage discussions at the

Remuneration Committee in relation to

the planned reward and benefits review

in FY26 have been informed by the

colleague survey and insights gathered

during listening sessions

– Practice owners have been engaged

in the process of selecting a new

practice management system (PMS) and

planning the overall project. The Board

have considered the practice owner

perspective and what practice owners

are expecting from the PMS as part of

board discussions

Lead Executive

accountability

Chief People

andLegalOfficer

Section 172(1) of the Companies Act 2006 requires each Director to

act in the way they consider, in good faith, would be most likely to

promote the success of the Company for the benefit of its members

as a whole and in doing so have regard (amongst other matters) to the:

– Likely consequences of any decisions in the long term;

– Interests of the Company’s employees;

– Need to foster the Company’s business relationships with

suppliers, customers and others;

– Impact of the Company’s operations on the community and

environment;

– Desirability of the Company maintaining a reputation for high

standards of business conduct; and

– Need to act fairly between members of the Company.

Stakeholder engagement takes place at all levels within Pets and is

an integral part of how we are delivering on our purpose of creating

a better world for pets and the people who love them. The Board

engages directly and indirectly with its priority stakeholders with

different processes across the business to ensure stakeholder

considerations are fully embedded into Board decision-making.

This engagement helps provide a better understanding of

stakeholder’s points of view and the impact the Group has on them.

Engaging with our key stakeholders.

The Board has identified its key stakeholder groups as being:

(1) Colleagues including Joint Venture Partners, (2) Customers,

(3)Charities and Community, 4) Government and Industry Regulators,

(5) Investors and (6) Suppliers.

An overview is provided on engagement with all key stakeholders on

the following pages 9-12 and more information is contained in the

annual report as below.

Responsibility for engagement at an operational level sits

with members of the Executive Management Team (EMT)

and the oversight is with the Board of Directors.

– Page 25 provides more information on engagement

with customers

– Page 24 and 61 provide more information on

engagement with colleagues

– Pages 13-15 provides more information on engagement

with communities

– Page 71 provides more information on engagement with

Government through lobbying

Strategic Report Governance Financial Statements

Charity and Community

FY25 priorities

– Pet relinquishments

– Strategic partnerships

with national rescues

on mutual priorities

– Supporting local

communities through

volunteering

Board and day to day engagement

– Through our Pets Foundation charity work we engage

with and support local and national charities across

the UK. As the biggest grant giver to UK pet charities

we have invaluable insight into the pet charity sector

in the UK.

– Chair of the Board and Sustainability Committee Chair

spent time with the Foundation team on and off site

with charity partners.

– Attendance at industry events, including roundtables,

conferences, Government events enables the

Foundation team and trustees to continually listen and

engage with all key stakeholders in our sector .

– The Foundation Trustee Board appointed two new

external trustees to bring a greater diversity of

thought and experience to the Board.

– Our Pets Foundation adoption centres provide a safe

space for people to relinquish small pets they can no

longer care for and our teams find loving homes for

them. We remain the largest re-homing organisation

for small pets in the UK.

– All salaried colleagues are given a day to volunteer

each year at a cause of their choosing which supports

our purpose of creating a better world for pets and

the people who love them. 13k+ hours were donated

in FY25 from across the business, including the EMT,

these days help to connect colleagues at all levels of

the business with local community issues.

Key results and decisions FY25

– Insight from the sector on the key

reasons for pet relinquishment supported

the strategy to fund and support

programs such as the installation of pet

food collection points in pet care centres

to donate to local food banks.

– Engagement with charities on need for

pet rescue provision when relinquishment

can’t be avoided supported decision

for ongoing funding of this sector and

presence of small animal adoption

centres in our pet care centres.

Lead Executive

accountability

Chief People and Legal

Officer

Stakeholder engagement & S172 statement continued

Customer

FY25 priorities

– Consumer value

proposition

– Loyalty and

personalisation

– Subscriptions

– Omnichannel

– Expertise credentials

– Digital capability

Board and day to day engagement

– Ongoing listening programme with key insights shared

with EMT and Board at regular intervals. Quarterly

insights on customer satisfaction platform review

(290k customers/clients), brand and ad tracking

programme focused on priorities and annual survey

to 5000 pet owners.

– Consumer value proposition focus with detailed

input from Board and Executives to ensure offering

to customers enhanced.

– Programme to understand consumer usage and

attitudes towards own-brand pet nutrition to shape

future portfolio. Included speaking to over 4,000 pet

owners via focus groups and surveys.

– Face to face listening sessions with EMT and groups

of lapsed consumers to understand barriers to

choosing Pets.

– Pets Club data helping us understand how our

customers are shopping.

– Detailed consumer research conducted pre and post

new pet care centre and refits. The interventions

allowed us to assess the impact on brand perception

and customer experience.

Key results and decisions FY25

– Engagement informs our responses to

the key issues impacting our customers,

including selecting products and seeking

advice to care for their pets, convenience

and price.

– Investing further in what matters for

customers, including our national

distribution centre to provide fulfilment

for customers in store and online

shopping; the development of our

Pets Club loyalty club and easy repeat

development, pet expert advice and

differentiated own brand products.

– Customer and practice owner

perspectives have been taken into

account in the development of the new

insurance offering and what will be

important to both as we start to shape

the proposition.

Lead Executive

accountability

Chief Consumer Officer

Looking ahead

– Loyalty and Personalisation

– Omnichannel and app development

– Own brand

– Easy Repeat (subscriptions)

– Expert pet care advice

Looking ahead

– Ongoing support of pet rescues

– Strategic partnerships and grants to

keep pets with the people who love

them

– Community support led by

our colleagues who know their

communities best

Pets at Home Group Plc Annual Report and Accounts 2025

Government and Industry Regulators

FY25 priorities

– Employment and

business legislation

and policy

– Animal welfare

– Veterinary legislation

– Health and safety

– Technology

includingAI

– Sustainability

Board and day to day engagement

– We engage through select MP meetings, official

consultation responses to government departments

and select committees and hosting visits to veterinary

practices or pet care centres.

– Areas of priority include

– Engaging with policymakers on the importance

of a new Veterinary Surgeons’ Act. We are calling

for legislation that better supports the veterinary

profession and enhances their ability to treat

animals in their care above the current law which

was passed in 1966. A parliament roundtable

organised by us supported this call.

– Feeding back to Government on the Employment

Rights Bill to ensure this works as intended for

colleagues as well as businesses.

– Following and engaging on animal welfare specific

legislation, such as the Puppy Smuggling Bill and

working with bodies like the Animal Sentience

Committee to feed back the expert view of Vets for

Pets colleagues as policy is considered.

– We also engage through our industry representatives

including, the British Retail Consortium (BRC)

and British Veterinary Association (BVA). We are

represented on working groups including the climate

action roadmap.

– We engage on technological innovation such as

AI and its impact on the future of work, operational

efficiencies and customer experience.

– The CMA’s review of the veterinary services sector

for household pets continues to provide us with

opportunity to articulate and present the benefits of our

unique joint venture model. We have represented our

and our practice owner views at all relevant

opportunities throughout the review.

Key results and decisions FY25

– The board have stayed close to the

CMA market investigation and key

decisions considering our engagement

with the CMA, key updates and decision

points in terms of our responses to the

market investigation.

Lead Executive

accountability

Chief People and

LegalOfficer

Stakeholder engagement & S172 statement continued

Investors

FY25 priorities

Providing context and

clarity around the

performance of the

Retail and Vets business.

Alongside making them

aware of key events

throughout the year.

Namely, the CMA

investigation into the

veterinary sector as well as

progress updates on both

the new digital platform

and distribution network

optimisation projects.

Board and day to day engagement

– The CEO, CFO and Investor Relations team are

involved in ongoing interactions throughout the year

via conference calls, meetings, small round table

events, hosting site visits to our pet care centres

and vet practices as well as attending investor

conferences both in the UK and overseas.

– The CEO, CFO and Investor Relations team have a

positive, ongoing and transparent dialogue with our

shareholder base and value feedback and insight

which is then shared.

– The board regularly receives updates on investor

relations, which includes feedback from our principal

shareholders to ensure that these views inform

decision making throughout the year.

Key results and decisions FY25

– Key issues that matter to shareholders

include, the outcome and clarification

from the CMA investigation, seeing

our two key strategic investments in

distribution and digital deliver the

benefits which have been spoken about

and awaiting to see the Retail business

return back into positive LFL territory.

– The investor perspective has been taken

into account by the Board in relation

to their approach to capital allocation

(including buyback) and dividend

decisions.

Lead Executive

accountability

Chief Executive Officer

and Chief Financial Officer

Looking ahead

– Employment and business legislation

and policy

– Animal welfare legislation

advancements

– Veterinary legislation changes

– Technology including AI

Looking ahead

– As we continue to execute our

strategy in the year ahead, it is crucial

we keep investors informed of any

significant developments within any

of our key strategic pillars.

Strategic Report Governance Financial Statements

Suppliers

FY25 priorities

– Development of long-

term partnerships

– Supplier agreements

– Focus on margin

– Supply chain security

and technological

innovation

– Growth and innovation

opportunities

– Responsible product

manufacturing and

sourcing

– Supplier climate action

programme maturity

Board and day to day engagement

– A focus of FY25 was getting the right team structures

and leadership in place for our supplier engagement

strategy. The trading team are set up to focus on

building long term relationships with terms and

security that work for us, our customers and set our

suppliers up for success.

– The Board receives regular feedback on substantive

supplier and partner matters via the CEO and

Chief Operating Officer. Trading showcases provide

platforms for Board members to engage with the

trading team on key priorities and opportunities.

– Key Supplier meetings were hosted by our Chief

Operating Officer to reset and align priorities with

suppliers for FY25 onwards. This included sessions

on innovation and sustainability.

– The supplier engagement strategy includes regular

touchpoints including on-site at suppliers, at our

offices and pet care centres.

– In September 2024, our largest suppliers attended

a one day event in our offices hosted by the COO to

receive an overview on strategy, digital developments

and sustainability. A Q&A session

was held.

– Continued focus on our long term partnership with

Cranswick and investment in Meatly, the cultivated

meat pet food company.

– Responsible sourcing and manufacturing in our supply

chain from a human rights, raw materials and carbon

and nature-based impacts perspective remains a key

priority and the Sustainability Committee received

updates throughout the year.

– Our responsible sourcing handbook details our

requirements from a raw material, climate action,

packaging and human rights perspective.

– Supplier Climate Action Programme supports supplier

climate action and Pets progress on scope 3 emissions.

Key results and decisions FY25

– Building stronger relationships to manage

short term issues and deliver our long

term strategy.

– Our ongoing collaborative approach to

delivering our sustainability commitments

has resulted in a deeper understanding

of our scope 3 emissions.

– Suppliers covering 76% of retail and

vet spend are now registered with our

supplier climate action programme and

we have seen an increase in the number

of suppliers who have carbon reduction

plans in place from 14 in FY24 to 25

in FY25.

Lead Executive

accountability

Chief Operating Officer

Stakeholder engagement & S172 statement continued

Looking ahead

– Mutually beneficial partnerships

which work for all parties

– Supply chain security

– Growth and innovation opportunities

– Responsible product manufacturing

and sourcing

– Supply chain decarbonisation

Pets at Home Group Plc Annual Report and Accounts 2025

Sustainability review

Our Better World pledge.

Strategy overview

We call our sustainability strategy ‘Our Better

World Pledge’ and it articulates how we

deliver our purpose ‘to create a Better World

for Pets and the People who love them’. FY25

was the second year of implementation of

the refresh of this strategy and we are really

proud of the progress that we have made

across our new initiatives alongside the

ongoing achievements of more established

programmes. We believe that this work

creates value for all of our stakeholders

and sets us apart from other pet care and

veterinary businesses.

Our materiality assessment ensures that

we prioritise and focus on issues that are

important for environmental or social reasons,

where we are best placed to act and where

we can make a significant impact. We have

aligned our strategic priority areas with

our business strategy to make sure we are

integrating our approach. Our strategic

focus on sustainable pet food, advocating

for pet welfare, and creating rewarding and

sustainable careers in pet care for everyone,

are good for the planet, pets and people

but also integral to the business’ financial

sustainability. This alignment is key to driving

engagement and action and ultimately

achieving our goals.

Embedding our strategy

inourbusiness

We continue to have a fantastic response

to our volunteering programme called

Our Better World Pledge Days, which has

remained an underpin to annual bonus

for relevant colleagues. Over 13,000 hours

have been donated this year and over

2,000 colleagues have participated.

Over 50,000 hours have been donated

since we launched the scheme in FY22.

In FY24 and FY25, the annual bonus

criteria has included a sustainability target

representing 10% of the maximum award.

The Directors’ Remuneration Report from

page 61 contains more details.

During the year our planet advocates from

across the business have met three times

providing collaboration and education

opportunities for the advocates and a

listening channel for ideas and feedback.

Our revolving credit facility, agreed in March

2022, is linked to sustainability targets.

We have financial incentives (or penalties)

to accelerate our work on pets, people and

planet through targets focused on carbon

reduction, supporting pets in need and

community action. In the third year of this

scheme we have achieved two of the three

targets as summarised in the table below.

We have missed our target on volunteering

hours which was impacted by significant over

achievement in the previous year making

the target (which is set as 10% growth vs

prior year) difficult to achieve. This was

exacerbated by headcount reductions

which took place during the year reducing

the number of eligible colleagues. More

details on our sustainability linked loan (SLL)

performance can be found in a separate

PDF summary available on the Pets at Home

Group investor website.

Sustainability linked revolving credit facility: summary of FY25

performance against Sustainable Performance Targets (SPTs)

SPT ESG Topic SPT description Measurement

FY25

target

FY25

actual Achieved

SPT 1

Scope 1 and 2

carbon emissions

performance

location-based

(Scope 1 and 2

tCO

e) intensity

Tonnes CO

divided by Group

statutory revenue

17.6 15.7 Yes

SPT 2

Lifelines pet

charity scheme

Monies raised

through the Pets

club lifelines

scheme

£m £3.1m £3.4m Yes

SPT 3

Community

volunteering

Total hours

donated through

‘Better World

Pledge Days’

programme

Hours 18,098 13,314 No

Strategic Report Governance Financial Statements

Highlights

– First UK launch, at our Brentford

Pet Care Centre of a pet food

product containing cultivated meat

produced by Meatly in partnership

with ‘The Pack’.

– Over 250 complete own brand dog

and cat food products have been

carbon foot printed representing

over 65% of complete own brand

dog and cat food sales.

– Over 88 priority suppliers registered

with our supplier climate action

programme in its first full year.

– Woodland Trust pet memory

scheme has completed its fourth

year, over £1m donated to date

which has created, restored and

protected over 8,000 acres of

UK native woodland.

– Successful launch of our

anaesthetic gas stewardship

programme with over 300

practices registered and over 800

anaesthetic ambassadors in place.

Highlights

– Our charity ‘The Pets Foundation’,

raised over £5.7m during FY25

and reached a cumulative total

over £60m of funds raised since

forming in 2006.

– The ‘Pets Club’ loyalty scheme

raised ‘lifelines’ worth over £3.4m.

‘Lifelines’ are points earned

through spending in our pet care

centres, vets or groomers that are

then converted into vouchers and

donated to local and national pet

charities.

– Pet food collection points are in

all stores, in partnership with the

Blue Cross. During the year we

dedicated a specific fundraising

event to this initiative which

contributed to us donating pet

food which has enabled over 1.6

million pets to be fed for one day

in FY25 and over 4 million since

the pet food bank initiative was

first introduced in FY22.

Highlights

– Increase of 10% in our vet nurse

apprentices, and our vet graduate

programme has 304 graduates

across both cohorts.

– 1044 colleagues have been trained

to pet care expert level and we

have over 2000 suitably qualified

persons (SQP) working in our pet

care centres.

– Over 6,000 colleagues have

completed the four modules of our

nutritionist core training programme

and over 1,500 have completed the

five modules of the intermediate

level nutritionist training.

– Development of our diversity data,

exceeding our target with over 86%

data completion rates for support

office and retail based colleagues.

– Over 13,000 volunteering hours

donated, bringing the cumulative

total to over 50,000 hours since the

scheme launched in FY22.

Sustainability review continued

Sustainability strategy.

Our Purpose

To create a better world for pets

and the people who love them

Planet Pets People

To make pet care

environmentally sustainable.

To improve the life of

every pet in the UK.

To be the best employer and

developer of pet care talent.

By leading in sustainable

pet food:

– Environmental impacts on carbon,

land use, water and nature.

– Innovative, sustainable packaging.

– Nutritional needs met, affordably.

By being the leading advocate for

pet welfare:

– Adopting the highest welfare and

clinical standards for pets in our care.

– Providing pet owners with the best

products, service and advice.

– Using our voice and expertise

to advocate for pets.

– Being the largest grant giver

to petcharities in the UK.

By creating rewarding,

sustainable careers in pet care

for everyone:

– Continuous investment in pet

careexpertise.

– Compelling clinical careers and

development opportunities.

Colleagues fully representing

ourdiverse communities.

For more information about the

Planet pillar progress see our

sustainability report

For more information about

the Pets pillar progress see our

sustainability report

For more information about the

People pillar progress see our

sustainability report

Pets at Home Group Plc Annual Report and Accounts 2025

Sustainability review continued

Looking ahead.

Planet Pillar

In the current unprecedented global political

and economic situation there remain

challenges in delivering our ambitious carbon

emissions reduction targets where broader

national and international systems changes

are required. For example the development

of battery technology and supporting

charging infrastructure for heavy goods

vehicles, the continued decarbonisation of

the grid and the adoption of regenerative

and more sustainable agricultural practices.

While we acknowledge that we won’t be

able to meet our targets without progress in

these complex areas, we are committed to

focussing on where we have the opportunity

to make the biggest impact, as the UK’s

leading pet care business.

Within our planet pillar we will prioritise

opportunities in our business and our

broader value chain to reduce our emissions

and understand our impact on nature. Our

supplier climate action programme will

continue to be extended to more suppliers

and we will start to track their progress

across our carbon maturity framework. We

have prioritised suppliers in our retail supply

chains where the majority of our Scope 3

emissions sit. Going forward we will extend

this to our priority vet and goods not for

resale suppliers. We will look to extend

the carbon foot printing of our own brand

complete cat and dog food products to

the majority of our ranges; we have already

completed over 250 by the end of FY25.

This data is now being used to inform new

product developments and new product lists

and to feed into reformulations of existing

ranges. We have also got sufficient insight to

start to educate our colleagues so that they

can support pet owners who seek to include

sustainability considerations into their

decision making criteria.

As we look ahead to this year we have some clear priorities

outlined which will enable the implementation of our strategy.

Veterinary specific planet initiatives

Within the Vet Group we will continue to

promote our anaesthetic gas stewardship

programme to our practices and roll out our

successful trial of reusable surgical textiles

and flexible plastics recycling schemes

topractices.

Antimicrobial stewardship is an area on ongoing

focus following the launch of guidance to

practices and our continued involvement in

a multi- year ground-breaking antimicrobial

usage research project in partnership with

the Royal Vet College and Vet Compass. This

project focuses on improved stewardship in

veterinary antimicrobial usage across all of

our practices using a blended qualitative and

quantitative approach.

Pet pillar

Good things happen every time our pets club

customers shop with us and their loyalty earns

lifelines which are converted into vouchers

donated to local and national charities.

The Pets Foundation will continue to be

there for pets when they need us through

our fundraising and grant programme and

to support programmes that support people

through pets. We will measure and report

on the impact that donations from the

Foundation and other charitable activity

hason pets and people.

People pillar

From a people perspective we will be further

developing our market leading pet expertise

and clinical programmes. After the first full

year with our three clinical academy hubs

and on line offering, we will continue to

develop our offering to meet the needs of

ourclinical colleagues.

We are focused on increasing the

representation of ethnic diversity amongst

our colleagues to better connect with diverse

pet owners and reflect the communities we

operate in. Although we have seen a material

increase from 3% to 5.6% in two years, we

have significant opportunity ahead. We will be

further developing our inclusive recruitment

processes, and inclusive leadership education

to enable our leaders and managers to fulfil

new representation goals in an authentic and

credible way. We’ll be monitoring progress

through our enhanced diversity data capture

andreporting.

We will also continue to consider gender

diversity at all levels across the Group.

For the purposes of section 414C(8) of the

Companies Act 2006, as at the end of FY25,

the gender split of colleagues was as set

outbelow:

Male Female

Non

binary/

prefer not

to say/

unknown

Directors of Pets

at Home Group plc 4 3 0

Senior managers

63 69 1

Total colleagues

4,336 13,368 362

1 Senior managers includes Executive

Management Team and colleagues at functional

director and head of level.

2 Includes colleagues employed by Group entities

and joint venture practices.

Our Sustainability Report provides

stakeholders with an overview of our

sustainability strategy and performance

against our targets. The Sustainability

Committee report(including our TCFD

statement) ison page 47.

For more information:

Please visit our 2025

Sustainability Report

Strategic Report Governance Financial Statements

Chief Financial Officer’s review

Resilient profits and

solidcashgeneration.

Financial review of FY25

The FY25 period represents the 52 weeks

from 29 March 2024 to 27 March 2025. The

comparative period represents the 52 weeks

from 31 March 2023 to 28 March 2024.

The Group’s results are shown as three

segments that represent the size of the

respective businesses and our internal

reporting structures; Retail (includes

products purchased online and in-store,

pet sales, grooming services and insurance

commissions), Vet Group (includes general

practices and our veterinary telehealth

business) and Central (includes Group

costs and finance expenses).

Revenue

Group consumer revenue* grew 2.7% to

£1,961.9m (Vet Group up 13.0% to £655.1m,

Retail down 1.8% to £1,306.8m).

Group statutory revenue grew 0.1% to

£1,482.1m with like-for-like (LFL*) revenue

down 0.4%.

Vet Group statutory revenue was up 16.8%

to £175.3m with LFL* revenue up 16.2%.

– LFL* growth was higher than Joint

Venture fee income which grew by 15.2%

to £103.4m.

– Revenues from company managed

practices increased by 17.7% to £52.5m.

– The Vet Connection (our telehealth

business), generated revenue of £4.0m,

+24.7% YoY

– During FY25 it became necessary to

reappraise our approach to Care Plan

recognition due to changes in the

consumer proposition that resulted in

a mismatch between cash receipts and

revenue recognised using the previous

approach. Under the new approach cash

receipts and revenue recognised are

closely aligned.

– This change resulted in a £19.9m increase

in consumer revenues* recognised in

FY25 and a £4.9m increase in underlying

PBT*. The £4.9m increase in underlying

PBT* is greater than previously expected

due to a higher level of consumer

revenues* from Care Plans and a

higher proportion coming through our

full consolidated company managed

practices than previously expected.

Retail statutory revenue was down 1.8%

to £1,306.8m with -2.0% LFL* growth.

– Throughout FY25 our LFL* performance

was impacted by a subdued UK

consumer backdrop, a deflationary

environment and the impacts of

normalisation of new pet ownership.

– We also experienced some disruption in

our online revenues from transitioning to

our new digital platform and, in the latter

part of the year, in moving our online

sales across to our Stafford distribution

centre, which was expected.

– By category, Food sales declined 1.2%

where we saw elements of deflation

due to higher promotional participation

across the industry. Accessories was down

3.5%. Discretionary accessories remains

the most impacted area due to the

subdued consumer backdrop, down 5.9%.

Consumable accessories was up 0.7%

reflecting strong volume performance.

In an environment that presented many challenges in

FY25, we have shown great discipline to deliver resilient

profits and improved free cash generation alongside

delivery of two key elements of our strategy.

Mike Iddon, CFO

FY25 Financial Highlights

Group Statutory Revenue

£1,482.1m

+0.1%

Group Statutory PBT

£120.6m

+14.1%

Group Underlying PBT*

£133.0m

+0.7%

Dividend Per Share

13.0p

+1.6%

* Alternative Performance Measures (APMs) are defined and reconciled to IFRS information, on pages 143 to 145.

Pets at Home Group Plc Annual Report and Accounts 2025

Chief Financial Officer’s review continued

Gross margin

Group gross margin increased YoY by 17bps

to 46.9%. Vets contributed 22bps towards the

Group movement, with Retail down 5bps.

– Gross margin within the Vet Group

increased by 118bps to 52.6%. The

main contributor being strong sales

performance within our Joint Venture

estate leveraging a relatively fixed cost

base and we also saw strong sales and

profit conversion within our Company

managed practices.

– Gross margin within Retail was 46.1%,

a 7bps YoY reduction due to adverse

mix due to faster growth in food and

non-discretionary accessories. FX

partially offset this due to a favourable

FX contracted rate in FY25 ($1.26) vs

FY24 ($1.19). For FY26 we are currently

hedged at a rate of $1.27.

Operating costs

We managed our cost base tightly in FY25.

Operating costs

of £558.3m were 2.4%

lower, driven by a £13.9m reduction in non-

underlying costs. In FY25, we incurred a total

of £12.4m of non-underlying operating costs

(FY24: £26.3m). Before non-underlying costs,

underlying operating costs

were flat YoY

despite the headwinds of National Living

Wage increases (c£16m) and the removal

of business rates relief (c£2m).

For FY26 we will continue to keep a tight

grip on our costs. FY26 will be another

year where we face higher than usual

cost inflation including externally imposed

cost headwinds of:

– +6.7% National Living Wage increase and

higher National Insurance contributions –

c£18m in FY26 taking the cumulative cost

of NLW and NICs absorbed over the last

3 years to c£48m.

– New plastic packaging regulations – c£2m.

In addition, we have made choices to

continue to invest in the future of the

business in the form of higher marketing

(c£3m) and the rebuild of bonuses (c£10m).

Where possible we will be mitigating these

costs as well as other cost headwinds we

face through our ongoing productivity

initiatives, our investments in automation

and our ongoing programme of lease

renegotiations totalling c£30m in FY26.

As a result of our productivity actions, in

FY26 our operating costs

will grow no more

than 5%, against gross cost inflation closer

to 10%. The extent to which we can further

mitigate cost inflation will depend on the rate

of sales growth we are able to deliver, which

is dependent on how consumer demand

evolves and how inflation comes through.

Finance expense

The net finance expense, including interest

charged on lease liabilities, increased to

£15.8m (FY24: £13.6m). Of this, £13.2m

(FY24: £13.3m) related to interest expense

on lease liabilities.

Profit before tax (PBT)

Group statutory PBT of £120.6m increased

£14.9m (14.1% YoY) due to a £13.9m reduction

in non-underlying costs. The bulk of non-

underlying costs were due to the completion

of our distribution network optimisation

programme. No non-underlying costs are

expected to be incurred in FY26.

Group underlying PBT* was £133.0m (FY24:

£132.0m), with underlying PBT margin

9.0%, up 5bps YoY, due to a greater profit

contribution from the Vet Group, which has

now overtaken Retail contribution.

Vet Group statutory PBT was £75.9m (FY24:

£58.8m). Vet Group underlying PBT* was

£75.9m (FY24: £61.6m) with underlying PBT

margin

of 43.3% (FY24: 41.0%), driven by

a strong sales performance leveraging a

broadly flat cost base.

Retail statutory PBT was £66.9m (FY24:

£64.8m). Retail underlying PBT* was £72.9m

(FY24: £87.4m) with underlying profit margin

of 5.6% (FY24: 6.6%). With gross margins

broadly stable and operating costs held flat,

the profit decline was driven by the decline

in sales.

Central costs of £15.8m (FY24: £17.0m)

includes payroll costs for Group functions,

professional fees, and Plc- related costs.

Central costs also include the initial

Insurance set up costs of £0.4m which

were incurred in FY25, with c£3m expected

to be incurred in FY26.

Taxation, profit after tax, and EPS

– Total tax expense was £32.4m for the

period. The effective tax rate for FY25 is

26.7% (FY24 25.1%), which is higher than

the UK corporation tax rate due to prior

year adjustments in relation to deferred

tax which is expected to unwind in future

years with no future impact on cash tax.

– Statutory profit after tax increased by

11.4% to £88.2m.

– Statutory basic earnings per share (EPS)

were 19.0 pence (FY24: 16.6 pence) and

underlying basic EPS* were 21.0 pence

(FY24: 20.7 pence).

Working capital

The cash flow movement in working capital

for FY25 was an outflow of £3.3m, (FY24:

£4.6m outflow).

Compared to FY24 last year:

– Inventories increased by £9.4m YoY as

we intentionally built up online stock

levels to support the operation as we

transitioned to Stafford DC, which is

expected to unwind in FY26.

– Trade and other receivables increased

by £0.9m YoY, driven by the reducing

Vet Group operating loan balance offset

by timing differences in supplier-funded

marketing activity.

– Trade and other payables have increased

by £10.7m YoY linked to higher levels

of inventory.

– Provisions decreased by £3.7m YoY as

we unwound the restructuring costs

provided for in FY24 linked to the

now complete Distribution network

optimisation programme.

Investment

Capex was £45.9m (FY24: £42.9m/FY23 £75.4m)

signalling an end to peak investment in

our strategy.

Investment remained focused on three

strategic growth areas;

– £12.1m (FY24: £9.5m) digitising the

business via our new digital platform.

– £5.0m (FY24: £6.4m) investment into

distribution via our network optimisation.

– £27.9m (FY24: £25.9m) investment into

our Pet Care Centre estate including new

Pet Care Centres and refits.

Strategic Report Governance Financial Statements

Chief Financial Officer’s review continued

Free cash flow*

Free cash flow* (FCF), was £83.8m (FY24:

£69.0m) represents an 86% FCF* conversion

against underlying profit after tax.

– Vet Group FCF* £67.5m up 15.8% due to

double digit consumer revenue* growth

flowing into JV fee income.

– Retail FCF* £30.6m up 14.6% due to lower

non-underlying costs YoY offsetting the

reduced Underlying PBT*.

Free cash flow

(£m) FY25 FY24

Underlying PBT* 133.0 132.0

interest (net) 15.8 13.4

Depreciation

(underlying) 98.8 101.7

Underlying EBITDA 247.6 247.2

Share-based payment

charge 5.9 5.9

Non-underlying cash

costs

(11.3) (18.3)

Lease payments

(80.1) (82.2)

WCAP (3.3) (4.6)

Operating cash flow 158.8 147.9

Capex

(48.4) (48.0)

Bank Interest (net) (1.8) 1.0

Debt issue costs 0.0 (0.9)

Tax (20.9) (20.2)

Purchase of own

shares (employee share

schemes) (3.9) (10.8)

Free cash flow* 83.8 69.0

Divisional free cash flow FY25 FY24

Retail 30.6 26.7

Vet Group 67.5 58.3

Central (14.3) (16.0)

Group

83.8 69.0

– The cash generation described above,

enables us to invest to grow our business

as well as fund our dividend payment

and £25m buyback programme. Our

closing net cash position* at the end of

the period was £6.2m (cash £39.5m, debt

£33.3m), and total indebtedness* was

£342.1m post lease liabilities (£348.3m).

This represents a leverage ratio* of 0.0x

underlying EBITDA or 1.4x on a lease

adjusted basis.

Net cash* (£m) FY25 FY24

Opening net cash

8.8 54.7

Free cash flow

83.8 69.0

Equity dividends paid (59.7) (60.7)

Share buyback (25.1) (50.3)

Acquisitions (2.3) (2.4)

Disposals 0.7 (1.5)

Closing net cash

6.2 8.8

Pre-IFRS 16 leverage

0.0x (0.1)x

Lease adjusted

leverage

1.4x 1.5x

The Group’s underlying cash return

on invested capital (CROIC)* in the

period decreased to 18.5% (FY24: 19.4%)

having been through a period of peak

investment as we built our digital

platform and optimised our distribution

network down to a single site, with the

cash benefits to come in future years.

Capital allocation

Our capital allocation policy prioritises

investing cash in areas that will expand the

Group and deliver attractive returns. These

areas include organic investment (into our

digital capability, our infrastructure, and our

store refit programme), our dividend policy

(targeting a payout of 50% of earnings per

share over the medium term) and value-

accretive opportunities including M&A (which

are strategically aligned to expanding our

platform in core and adjacent markets).

We will return to shareholders any surplus

cash after these items, and it is the Board’s

intention to review this on an annual basis.

Having completed £125m in share buybacks

over the past three years, reducing the

shares in issue by c8%, we plan a further

£25m buyback in the current financial year.

Dividend

The Board has recommended a final dividend

of 8.3 pence per share, taking the total

dividend for the year to 13.0 pence per

share (FY24 12.8 pence per share). The final

dividend will be payable on 16 July 2025 to

shareholders on the register at the close of

trading on 6 June 2025.

Mike Iddon

Chief Financial Officer

28 May 2025

* Alternative Performance Measures (APMs) are defined and reconciled to IFRS information, on pages 143 to 145.

1 Gross margin is calculated as gross profit as a percentage of revenue.

2 Operating costs are the sum of selling and distribution expenses, administrative expenses, other income and non-underlying costs.

3 Underlying PBT margin is calculated as underlying profit before tax as a percentage of revenue.

4 Working capital is the sum of YoY movements in trade and other receivables, inventories, trade and other payables, and provisions.

5 Non-underlying cash costs excludes income from disposal of investment (£2.3m) and non-underlying depreciation of right-of-use asset (£3.4m).

6 Lease payments are cash payments for the principal portion of the right-of-use lease liability, they also include costs to acquire right-of-use assets and the right-of

use asset costs.

7 Capex is proceeds from the sale of property, plant and equipment less costs to acquire right-of-use assets and acquisition of property, plant and equipment and other

intangible assets. It also includes investment capital contributions and proceeds from repayment of partner loans.

Pets at Home Group Plc Annual Report and Accounts 2025

Board

– Sets strategy

– Collectively responsible for managing risk

– Sets tone from the top

– Sets risk appetite, risk tolerance and determines the

nature and level of principal risks

– Horizon scans for emerging risks

Risk review

A practical approach.

Effective risk management is an integral part of running

our business and is fundamental to us achieving our

strategic objectives, implementing core business initiatives,

and protecting long-term stakeholder value.

Risk management

The Board is responsible for the nature and level of the principal

risks we are willing to take and have overall responsibility for the

Group’s risk and internal control frameworks and for reviewing

the effectiveness of these at least annually. As such they have

approved our principal risks as set out on pages 21 to 29.

Risk governance

The diagram below provides an overview of our risk governance

framework and responsibilities for risk management that support this.

Principal

risks and

uncertainties

Executive Management Team (EMT)

Collectively responsible for

identifying and managing risk, and

monitoring risk exposure

Audit and Risk Committee (ARC)

– Oversees the Group’s internal control and risk management frameworks

– Provide oversight and challenge to the assessment of principal,

corporate, and emerging risks

– Advises the Board on risk appetite

Group Internal Audit

– Provides objective assurance

to the Board and ARC on

the effectiveness of the risk

management framework

– Risk-based internal audit plan

approved through a direct

reporting line to the ARC

– Respond to new areas of risk

or change and re-prioritise

plan throughout the year

Business assurance functions

Monitor compliance with

policies and procedures and

provide assurance over business

controls to the management

committees and the EMT

Operational risk

Monitor adherence with risk

appetite framework implement

risk management processes and

risk framework improvements

Operational senior management

& risk champions

Ensure risk management

process is adhered to

Management Committees

Provide a strategic, operational

and Group-wide lens to the

management of corporate level

risks

Corporate

risks

Business

risks

Top down

Oversight, identification, assessment and

mitigation of principal and corporate risks

Bottom up

Identification, assessment and mitigation

of risk across key business areas

Escalation

For further details about key roles and responsibilities within our governance structure, please see the Governance Report on page 34.

First line of defence Second line of defence Third line of defence

Strategic Report Governance Financial Statements

Risk review continued

Risk management process

Our risk management process has five steps,

integrated across the three lines of defence

and our governance framework. Having a

top down, bottom-up approach gives us a

comprehensive view of risks, either current or

emerging, their status and the effectiveness

of mitigation plans. An appropriate level of

oversight and assurance is provided through

this process.

1 & 2. Identify and assess – Each business,

function and key project team identify their

current and emerging risks considering

their strategic plan, objectives, and external

environments. A standardised risk scoring

methodology is used across the Group to

analyse risks. This helps the escalation and

consolidation of risks into a Group-wide view.

Horizon scanning exercises are conducted

with the senior management team as part of

the annual strategy and business planning

cycles and risk management processes.

3. Manage – Each business, function and

key project maintain detailed risk registers

and mitigation plans which are reviewed and

approved by their leadership teams and the

appropriate EMT member three times a year.

Each principal, corporate and emerging risk

is owned by a member of the EMT who is

accountable for confirming that adequate

controls and necessary mitigation plans are

in place to bring the risk within an acceptable

tolerance. A range of risks which are not

currently considered significant enough

to be included on the corporate risk register

are managed on an ongoing basis.

4. Monitor – Each risk register is reviewed

by the relevant senior management team at

least three times a year before submission

to the EMT. Threats on the watch list are

reviewed alongside the risk registers. Risk

scoring and key risk indicators are also

reviewed to track the risk and progress of

mitigation plans. Assurance is obtained from

across the three lines of defence to support

this process. Risks are also reported to

relevant management committees.

5. Report – The corporate risk register is

reported to the EMT, Board and ARC three

times a year. Risks are considered both

independently and collectively alongside

emerging risks to fully understand their

dependencies and potential impact on the

business. The ARC conducts deep dives in

key risk areas with the EMT and functional

leadership teams. The principal risks and

uncertainties are submitted to the ARC

ahead of final review and approval by

the Board.

Emerging risks and opportunities

We define emerging risks as those that can

potentially have a significant impact on the

Group in the medium to long term, where the

full extent of the scale, impact, or likelihood

may not be fully understood but needs to

be tracked. Identification and review of

emerging risks and opportunities follows our

risk management process described above.

Emerging risks considered a priority are

summarised against each principal risk.

Climate risks

Climate change risks are also integrated

into our risk management process. Actions

identified are captured on the Group’s

risk register and are monitored by the

Sustainability Committee (supported by the

ARC). Details of this and our overall approach

can be found in our Sustainability review

on page 13.

Material Controls

The ARC receives bi-annual updates on

internal controls. During the year, we have

made progress in planning for compliance

with the requirements of the UK Corporate

Governance Code 2024. Key activities

include:

– Defining material controls

– Enhancing our Risk and Control

framework with particular focus on

data governance, AI, pet welfare and

improvements in the operation of some

key IT operational controls

– Agreeing our assurance approach

These will remain key areas of focus as we

continue to embed control improvements

ahead of our March 2027 compliance date.

Risk review continued

Pets at Home Group Plc Annual Report and Accounts 2025

Risk review continued

Brand & reputation

Owner: Chief Consumer Officer

Risk Type: Strategic

Risk profile

L M H

Risk appetite

L M H

Links to strategy

1 2 3 4 5 6 7 8 9

Change on previous year:

Description

Protecting and enhancing our strong brand value and holding pet welfare as our number one priority is essential in attracting and retaining our

consumers and clinical talent and the trust and value our stakeholders place in us. This is the responsibility of every colleague. We are aware that trust

and reputation can quickly be lost so we continuously monitor and ensure that our business actions align to pet welfare and consumer and clinical

expectations.

Key responses

– The Pet Welfare Committee upholds and drives animal

welfare standards within our own operations including

the quality and welfare considerations of our products

and services.

– The majority of practices are accredited or working

towards being accredited under the RCVS Practice

Standards Scheme (PSS).

– Rigorous pet welfare standards are in place and

operationalised through quarterly unannounced

audits across stores, in-store adoption centres, and

grooming salons. Quarterly announced audits and

three separate, external, independent veterinary-led

audits each year for each animal supplier.

– Risk-based product safety and integrity testing and

inspection programme to monitor ongoing safety

compliance of our own label products.

– Own label products developed with the support of

the Group’s internal veterinary expertise and external

behavioural experts.

– Dedicated Compliance Team to monitor customer

reviews and customer complaints.

– Tested product recall procedures.

– Conducted monthly research with our consumers

and wider market to understand their changing needs

and expectations and understand their opinions and

expectations on our brand to drive business action.

– Third party media, digital and social media monitoring

service in place to track corporate and consumer

brand references. Ongoing horizon scanning to

identify and track emerging themes and threats.

– Onboarded an integrated corporate affairs agency

to support with media engagement and corporate

reputation management.

Outlook and further actions planned

– Protecting, enhancing, and communicating our strong

brand value will remain our focus in FY26, with core

messages around pet welfare and clinical expertise.

– We will continue to support the CMA enquiry

through to their conclusions during FY26 and ensure

that outcomes are put into practice with the best

interest of consumers.

– A new Clinical Governance and QI Framework will be

rolled out over FY26. We are committed to continual

monitoring, improving capability, and supporting our

colleagues and supply partners to maintain high pet

health and welfare standards.

– Review of clinical complaints processes and

management reporting.

– Implementing a comprehensive brand and consumer

tracking programme to continually monitor our

consumer expectations, brand health and consumer

reputation. The results will drive business action

where required.

– Establish stronger processes for managing digital

and social media risks.

– Continue to build a credible and visible evidence-

based active leading voice on pet health and

welfare with consumers and the pet care industry

to drive the highest standards and change where

required. Provide expert opinion to decision makers

around potential changes to the Veterinary

Surgeons Act 1966.

– Review of Non-Traditional Companion Animals

(NTCA) and how we respond and educate.

– Introducing new data-driven platforms to identify

and monitor product safety risk and improve

reporting on raw material source.

Emerging risks

– New and emerging animal

diseases particularly

associated with imported pets.

– Veterinary professional

regulatory changes.

– Veterinary professional and

public opinion around the

keeping and selling of NTCA.

Risk appetite

We place the welfare of pets and the value of our brand at the front and centre of all we do, along with our societal responsibilities in relation to the

planet and people. The Group has low appetite for any risk which may compromise the trust and value which our communities and stakeholders place in

our brand.

Risk Profile/Risk Appetite:

Low

Medium

High Change on previous year: Stable Increased Decreased

Link to strategy

Grow system capacity behind vets

joint venture model

Supercharge omnichannel

subscriptions

Align and target (using data)

marketing spend and GTM behind

Pets and Pets Club

Evolve our pet care centres and

colleague model, with expertise at

the heart

Drive omnichannel nutrition share

through own, owned and exclusive

nutrition brands at all price points

Overhaul accessories to significantly

improve value, pace of innovation

and online growth

Create a better world for planet, pets

and people

Launch and scale a differentiated

insurance proposition

Automation and AI to enhance

performance

Strategic Report Governance Financial Statements

Link to strategy

Grow system capacity behind vets

joint venture model

Supercharge omnichannel

subscriptions

Align and target (using data)

marketing spend and GTM behind

Pets and Pets Club

Evolve our pet care centres and

colleague model, with expertise at

the heart

Drive omnichannel nutrition share

through own, owned and exclusive

nutrition brands at all price points

Overhaul accessories to significantly

improve value, pace of innovation

and online growth

Create a better world for planet, pets

and people

Launch and scale a differentiated

insurance proposition

Automation and AI to enhance

performance

Owner: Chief Information Officer

Risk Type: Operational

Risk profile

L M H

Risk appetite

L M H

Links to strategy

1 2 3 4 5 6 7 8 9

Change on previous year:

Description

The availability and security of our IT systems and accurate data is vital for us to operate safely whilst maintaining the security of customer, colleague, and

Company confidentialdata.

Key responses

– Continued to invest in our cyber

security position delivering the cyber

security strategy.

– Continued to invest on colleague awareness

and training across the business.

– Expanded out detection and response

capabilities, launched our third-party risk

management process to reduce third-

party risk.

– Updated colleague authentication

controls to reflect industry best practices

including Multi Factor Authentication

and passwords.

– Provided six monthly updates to the ARC.

Outlook and further actions planned

– Our Cyber Security strategy, that began in FY23, is designed

to take a risk-based approach to improve our security

maturity, minimise the likelihood of and increase the ability

to identify and respond to a cyber-attack.

– We continue to measure our security maturity and identity

improvements in line with industry best practices.

– The strategy includes colleague awareness and training,

improved third-party risk management and privilege

account management.

– We continue to monitor for emerging and changing threats

to ensure we appropriately respond and protect against an

ever-adapting threat landscape.

– We are continuing to invest in a programme of activity to

improve our IT controls framework and identity and access

management, which will further support our Cyber Security

strategy and system resilience.

Emerging risks

– Artificial Intelligence has been

observed in increasing the

complexity and volume of attacks

such as phishing as the threat

actors automate processes.

– Geopolitical situations are creating

more advanced attacks, which may

inadvertently impact our business

or be repurposed by organised

cybercrime gangs.

– As more companies become

victims of cyber-attacks, customers

and colleagues who reuse emails

and passwords become an attack

vector.

Risk appetite

The Group has zero tolerance for cyber security risk which may compromise our reputation, our technology solutions, and the personal data within them.

We endeavour to protect our data in line with legislation and best practice. The Group accepts a balanced level of operational technology risk to protect

and enhance our operations. We have plans in place to minimise the likelihood and impact of any business-critical technology failure.

Owner: Chief Consumer Officer

Risk Type: Strategic

Risk profile

L M H

Risk appetite

L M H

Links to strategy

1 2 3 4 5 6 7 8 9

Change on previous year:

Description

A key part of the Group’s strategy is to grow and strengthen our omnichannel pet care platform, which offers a wide range of pet product and services

through both physical and digital channels. If we fail to deliver our planned growth and maintenance in our footprint, or fail to invest sufficiently in our

digital and consumer capacity and capability, our expected growth and financial performance could be adversely impacted.

Key responses

– Opened 4 new pet care centres and completed 32 pet care centre refits.

– Opened 3 new vet practices and completed 15 practice extensions; and

significantly enhanced our practice partner pipeline.

– Completed the transition of our multichannel operations to our single-

site distribution centre.

– Continued to enhance our digital pet care platform, across seven themes:

‘attract’ (driving traffic to the platform), ‘engage’ (ensuring customers find

what they need), ‘convert’ (turning platform sessions into sales), ‘retain’

(increasing customer satisfaction and loyalty), ‘platform’ (optimising the

platform infrastructure and underlying processes), ‘insights’ (equipping

business teams with actionable insight to drive improvements), and

‘customer service’ (equipping the team with the capability to serve

customers).

– Made progress in our consumer data utilisation, offering much improved,

personalised user experience and functionality across app and website.

– Maintained flexibility across our entirely leased store estate.

Outlook and further actions

planned

– The Group is in a strong competitive

position through our unique omnichannel

pet care model.

– We will continue to invest in our physical

locations (both pet care centres and vet

practices), including new sites, refits and

extensions, as well as in the key enabling

infrastructure, in particular our supply

chain and digital pet care platform.

– We will continue to evolve our consumer

value proposition based on consumer

insights, offering ever more personalised

and bespoke consumer journeys to

enable us to maximise our share of wallet

across our consumers’ pet care spend.

Emerging risks

– Speed of change in

innovation and advances

in pet care and clinical

technology.

– Cost increases seen in

materials and labour.

– Material changes in

customer behaviour and

needs, driven by concerns

around affordability,

sustainability, and the

environment making pet

ownership less attractive.

Risk appetite

We have a higher appetite for risk in the creation of long-term value, developing our strategy and taking advantage of opportunities. In the execution of

our strategic initiatives, where we need to maximise benefits realisation, we will only accept a moderate level of risk.

Information security and business critical systems

Omnichannel consumer proposition

Risk review continuedRisk review continued

Pets at Home Group Plc Annual Report and Accounts 2025

Risk review continued

Owner: Chief People and Legal Officer

Risk Type: Operational

Risk profile

L M H

Risk appetite

L M H

Links to strategy

1 2 3 4 5 6 7 8 9

Change on previous year:

Description

The success of our business over the long term depends on the Group operating sustainably in financial, environmental, and social terms. Our

stakeholders, including investors, colleagues and customers need to be assured that we are acting responsibly across our business operations and supply

chains. If we do not meet these expectations the Group’s brand reputation, licence to operate and financial performance could be threatened. This

includes progressing towards our 2040 net zero target across our own operations and our value chains and over the long term managing the physical risks

from climate change and the transition risks from failing to effectively decarbonise our business.

We have a sustainability programme ‘Our Better World Pledge’ with governance covering the different areas of the business in relation to environmental

responsibilities. This is important as we navigate the need to balance commercial decisions with environmental and regulatory requirements and

management of potential increased costs of sustainable materials. This governance also oversees consideration to potential future disclosure

requirements such as The Taskforce on Nature-related Financial Disclosures (TNFD).

Key responses

– Long-term SBTi approved (2040) net zero and

medium-term (2030) carbon reduction targets

in place.

– Assessment of physical and transitionary climate

change-related risks (see TCFD statement page 49).

– Allocation of capital across our five year strategic

planning horizon to enable the delivery of further

operational carbon reductions. In FY25 this has

been used to finance the instalment of solar

panels on the roof of our new distribution centre

in Stafford.

– Development of decarbonisation programmes

including :

– Successful launch of Supplier Climate

action programme to support our suppliers’

decarbonisation plans.

– Focus on pet food sustainability with a

sustainability analyst in place who is leading the

carbon foot printing of our own brand complete

dog and cat food products.

– Establishment of the sustainable anaesthesia

programme with vet practices to enable them to

manage their use of anaesthetic gases within a

framework of clinical excellence.

Outlook and further actions planned

– Our progress in delivering our updated

sustainability strategy, ‘Our Better World Pledge’

can be found in summary on page 13 and in our

separate Sustainability Report. This includes

our performance against our targets relating to

sustainability and climate change.

– We will continue to progress the initiatives that

we launched during FY25 including:

– supplier decarbonisation support.

– carbon foot printing all our priority complete

own brand cat and dog products.

– expanding our vet practices specific

programmes including anaesthetic gas

stewardship, surgical textiles and flexible plastics

recycling.

Emerging risks

– Our TCFD scenario analysis

identified ‘declining pet ownership

in a warming world’ as an emerging

risk. Our TCFD statement on page

49 explains this risk in more detail.

Risk appetite

The Group takes its responsibilities in relation to sustainability seriously, not only because it is the right thing to do, but because it is critical to ensuring

the sustainability of the business. We define sustainability as achieving environmental sustainability, social sustainability as well as financial sustainability

and all three of these dimensions are critical to creating value in the long term.

Sustainability and climate change

Link to strategy

Grow system capacity behind vets

joint venture model

Supercharge omnichannel

subscriptions

Align and target (using data)

marketing spend and GTM behind

Pets and Pets Club

Evolve our pet care centres and

colleague model, with expertise at

the heart

Drive omnichannel nutrition share

through own, owned and exclusive

nutrition brands at all price points

Overhaul accessories to significantly

improve value, pace of innovation

and online growth

Create a better world for planet, pets

and people

Launch and scale a differentiated

insurance proposition

Automation and AI to enhance

performance

Strategic Report Governance Financial Statements

Owner: Chief People & Legal Officer

Risk Type: Strategic

Risk profile

L M H

Risk appetite

L M H

Links to strategy

1 2 3 4 5 6 7 8 9

Change on previous year:

Description

Our 18,000+ colleagues and Practice Owners are fundamental to the success of our business. It is essential that we attract, retain, develop, and reward

our talent across the Group. Having the right talent with the right skills, capabilities and expertise, alongside succession planning will help us meet the

needs of our customers, drive our customer-centric, omnichannel pet care ecosystem and deliver our business strategy.

Key responses

– Carried out a company-

wide survey on rewards

and benefits to gain

better understanding

of our colleague

preferences. This is to

inform and guide our

thinking on our reward

strategy for FY26.

– Changed focus to

colleague engagement

and listening through

face to face sessions with

a Board member.

– Continued development

of career pathways to

retain talent groups

and develop internal

capability. Programmes

such as ‘Leading the

Way’ and the launch

of ‘Clinical Academy’

positively impacted this

progress.

– Continued the promotion

of our national tactic to

recruitment with ‘always

on’ approach.

– Optimisation of social

media sites and careers

website.

– Made a number of

improvements to support

our practice’s way of

working with locums.

– Investment in ED&I

workshops across retail.

Outlook and further

actions planned

– We will focus on the

attraction and retention of

diverse and critical talent,

continuing to reduce

colleague turnover.

– Development and

increased visibility of

colleague skills ensuring

we have the right skills

and organisational

capability to deliver the

business strategy.

– Identifying skills gaps

and core competencies

by role to support

capability and expertise

in all areas.

– Support the delivery of

the strategy through

a focus on people

management and

leadership capability.

– FY26 will also focus on

organisational capability

and the effectiveness of

our people systems to be

an enabler to this.

– People data and

analytics will continue

to be key in ensuring

the People strategy

supports the delivery of

the business strategic

pillars, supporting key

commercial drivers.

– Focus on enhancing our

employer brand to attract

and retain top talent in a

competitive market.

– By highlighting our

commitment to diversity,

equity, and inclusion, we

aim to build a workforce

that reflects diverse

perspectives.

Retail

– We will continue to

ensure that within our

Pet Care Centres, roles

are fit for purpose and

encapsulate the skills

and capability needed

for the future.

– We will continue to drive

knowledge and expertise

along with providing

transparent career

pathways.

– We will launch ‘Leading

the Way’, prioritising

existing managers

and high potential

colleagues on the path

to management.

– We have reviewed and

listened to colleagues

in relation to our total

reward and wellbeing

offering for colleagues

and managers.

Vet

– We will deliver a suite

of career and personal

development activities to

practice colleagues via

our ‘Clinical Academy’.

– Improve our Extra

Mural Studies (‘EMS’)

bursary programme

working within the

community and early

careers partners to

increase social mobility

and broaden our talent

pool and raise the

profile of our employer

brand within the clinical

profession.

– Support our Practice

Owners and their

teams to leverage the

uniqueness of our JV

model to attract and

retain colleagues who

are the right fit for

their practice.

Emerging risks

– The level of uncertainty

and change across the

political landscape in

the UK and globally and

the pace at which this

may emerge.

– The potential for overall

increased employment

costs in relation to

government policy.

– The impact of new

legislation through the

Employment Rights Bill.

– Continuing restrictions

and challenges in the

specialist and clinical

talent market.

– The continued impact

of increased salary

requirements for skilled

worker visas.

Risk appetite

We expect our colleagues and Practice Owners to act in line with our culture, values, and behaviours. The business has no appetite for risk relating to the

health, safety, and wellbeing of our colleagues. We do however accept that there is an inherent level of risk in attracting and retaining critical talent across

the business.

People and organisational capability

Link to strategy

Grow system capacity behind vets

joint venture model

Supercharge omnichannel

subscriptions

Align and target (using data)

marketing spend and GTM behind

Pets and Pets Club

Evolve our pet care centres and

colleague model, with expertise at

the heart

Drive omnichannel nutrition share

through own, owned and exclusive

nutrition brands at all price points

Overhaul accessories to significantly

improve value, pace of innovation

and online growth

Create a better world for planet, pets

and people

Launch and scale a differentiated

insurance proposition

Automation and AI to enhance

performance

Risk review continuedRisk review continued

Pets at Home Group Plc Annual Report and Accounts 2025

Risk review continued

Link to strategy

Grow system capacity behind vets

joint venture model

Supercharge omnichannel

subscriptions

Align and target (using data)

marketing spend and GTM behind

Pets and Pets Club

Evolve our pet care centres and

colleague model, with expertise at

the heart

Drive omnichannel nutrition share

through own, owned and exclusive

nutrition brands at all price points

Overhaul accessories to significantly

improve value, pace of innovation

and online growth

Create a better world for planet, pets

and people

Launch and scale a differentiated

insurance proposition

Automation and AI to enhance

performance

Owner: Chief Consumer Officer

Risk Type: Strategic

Risk profile

L M H

Risk appetite

L M H

Links to strategy

1 2 3 4 5 6 7 8 9

Change on previous year:

Description

The Group competes in a wide-ranging competitive market including other pet specialists, pure play online competitors, online marketplaces, direct to

customer businesses, supermarkets, discounters, online pet healthcare platforms, veterinary groups, and independent practices. There continues to be

strong online competition including new start-ups, and those focused on subscriptions. We must continue to offer an attractive model for our future

veterinary Practice Owners while keeping ahead of, and responding to, developments by our competitors around price, range of services offered, clinical

care, and experience. There also remains a level of uncertainly around the UK economy and consumer confidence. Failing to be aware and manage all

these factors could have an adverse impact on the Group’s financial performance and opportunities for growth.

Key responses

– Completed the transition of our multichannel

operations to our single-site distribution centre.

– Continued to enhance our digital pet care platform,

across seven themes: ‘attract’ (driving traffic to the

platform), ‘engage’ (ensuring customers find what they

need), ‘convert’ (turning platform sessions into sales),

‘retain’ (increasing customer satisfaction and loyalty),

‘platform’ (optimising the platform infrastructure and

underlying processes), ‘insights’ (equipping business

teams with actionable insight to drive improvements),

and ‘customer service’ (equipping the team with the

capability to serve customers).

– Made progress in our consumer data utilisation,

offering much improved, personalised user

experience and functionality across app and website.

– Continued optimisation of our Pets Club member

offers utilising proprietary propensity modelling.

– Continued focus on new product development and

innovation, including our exclusive partnerships

with innovative brands.

– Monthly consumer research and brand sentiment

tracking to understand changes to consumer

behaviour, identify opportunities and to monitor

the effectiveness of our brand marketing

communications.

– Deepened our consumer and competitor insight

reviews, which our EMT use to shape and evolve

the businesses’ priorities.

Outlook and further actions planned

– We will remain within a highly competitive market

and there remains ongoing uncertainty for our

consumers as to the impact of the economic

backdrop on household budgets. However, we have

the strategies, processes, and structures in place to

monitor this and review our consumer propositions

as required.

– Continued investment into our consumer

experience – both in our pet care centres and

within our digital pet care platform.

– Further enhancements to our subscription

propositions, including the expansion of our

Easy Repeat proposition to stores.

– Well established product development processes,

which will ensure we launch new or enhanced

products/ranges to our core food, health, and

accessories categories.

– Developing and expanding our veterinary

services by continuing to open new practices,

extending existing practices, investing in our

practice infrastructure (including our new Practice

Management System), and enhancing the

omnichannel journeys for our vet clients.

– Regular monitoring of the market and competitor

pricing to ensure we continue to provide

competitive value and provide the best options

for our consumers.

– Monitoring the effectiveness of our processes by

regularly tracking our business and competitors

against the measures our consumers tell us are

important to them and drive their behaviour.

– Continue the development of impactful consumer

propositions which meet consumers’ pet care

needs and deliver differentiated value.

Emerging risks

– Disruption from new competitors

taking advantage of new market

dynamics and/or existing

competitors receiving greater

investment.

– Increased competition from

generalist retailers putting greater

focus on the pet category.

– Macroeconomic weakness and low

levels of consumer confidence.

– Material changes in consumer

buying behaviour driven by

concerns around affordability,

sustainability, and the environment

making pet ownership less

attractive.

Risk appetite

The Group recognises that to successfully compete and grow the business we need to take an acceptable level of risk, whilst staying within our overall

Group risk appetite. We have a higher appetite for risk in the creation of long-term value, developing our strategy and taking advantage of opportunities.

In the execution of our strategic initiatives, where we need to maximise benefits realisation, we will only accept a moderate level of risk.

Competition and consumers

Strategic Report Governance Financial Statements

Owner: Retail Chief Operating Officer and Vet Group Managing Director

Risk Type: Operational

Risk profile

L M H

Risk appetite

L M H

Links to strategy

1 2 3 4 5 6 7 8 9

Change on previous year:

Description

As we source our products and raw materials globally, we are exposed to the risks associated with international trade, such as supplier failure or disruption,

inflation, changing regulatory frameworks and currency exposure. Failing to meet our responsible sourcing commitments could damage consumer

confidence and our business reputation, which could have a negative impact on business performance. Disruption in the end to end supply chain, from

international tariffs, through to global freight instability, to disruption at our distribution centre or the wholesaler for veterinary products may result in

significant interruption to the supply of stock to stores, essential products to our practices and in the fulfilment of online orders.

Key responses

– Our Responsible Products Committee is responsible

for developing the strategy for managing the

environmental and ethical impacts of our products

on our value chain.

– A comprehensive Supplier Code of Conduct

provides clear supplier expectations in relation

to human rights, environmental, ethical, and legal

standards. This is supported by a Responsible

Sourcing Handbook which brings our Supplier Code

of Conduct to life with detailed implementation

requirements, guidance, and signposting to

additional resources. Our responsible sourcing

requirements form a key part of our contractual

agreements with suppliers.

– Engagement with industry bodies and external

experts for collaboration, sharing and development

of industry best practice.

– Qualified Internal Ethical Auditors across both the

UK and Hong Kong.

– Modern slavery awareness training forms a key part

of our mandatory colleague training for Support

Office colleagues.

– Dedicated whistleblowing reporting mechanism

for workers within our supply chain.

– Robust onboarding and ongoing monitoring

programme of own label supplier standards

including announced and semi-announced audits

of production facilities conducted by Pets at Home

colleagues or third-party audit bodies. Suppliers are

supported to remediate non-conformances.

– Data systems are used to manage our supplier

audits, enabling us to better track the resolution of

issues and understand more about our suppliers,

their workforce, and their risk profile.

– Vaccine supply and freight costs for veterinary

products managed through close interaction with

the supplier. Agreed ring-fenced stock has partially

protected us from market shortages of products.

– Business continuity plans are in place for the

distribution centre.

Outlook and further actions planned

– Rising production, material and labour costs,

potential changes to shipping routes and the

disruption of raw material supply chains puts

pressure on suppliers and means normal levels of

due diligence could be bypassed to ensure the

continuity of labour and materials for the fulfilment

of customer orders. This increases the risk of

human rights violations and environmental damage

occurring undetected in lower tiers of supply

chains. We work in partnership with our suppliers

and in collaboration with industry to understand

and mitigate these risks together and include,

where relevant, contingency plans.

– Potential risk of supplier failure, either through

insolvency or through an inability to deliver

products due to global supply chain challenges and

macro-economic barriers to trade.

– Our overseas supplier audit programme continues.

We have invested in the team and from April 2024

we have increased the frequency and depth of

supplier compliance and ethical audits, whilst

proactively reviewing risk profiles from other

countries before we engage.

– We are working with our own label suppliers to map

lower tiers of the supply chain and to support them

in conducting risk assessments. Where there is a

high risk commodity, industry, sourcing location

or vulnerable workers, we will work with them to

ensure we have full visibility of ethical standards.

Emerging risks

– Geopolitical uncertainty and

disruption including international

tariffs through to global freight

instability.

– Continuing labour shortages in the

UK manufacturing, logistics and

agricultural sectors.

Risk appetite

The Group does not tolerate any breach of Company policies, local laws, or regulations in our supply chain. We have clear expectations of our suppliers in

relation to upholding human rights, providing safe working conditions, meeting acceptable labour standards, and protecting the environment. The safety

and integrity of our products is of paramount importance so we will not compromise standards. We always collaborate with our suppliers to help them

achieve our requirements but where standards are persistently not met or we encounter a zero-tolerance issue, we will end our business relationship.

Responsible sourcing and supply chain

Link to strategy

Grow system capacity behind vets

joint venture model

Supercharge omnichannel

subscriptions

Align and target (using data)

marketing spend and GTM behind

Pets and Pets Club

Evolve our pet care centres and

colleague model, with expertise at

the heart

Drive omnichannel nutrition share

through own, owned and exclusive

nutrition brands at all price points

Overhaul accessories to significantly

improve value, pace of innovation

and online growth

Create a better world for planet, pets

and people

Launch and scale a differentiated

insurance proposition

Automation and AI to enhance

performance

Risk review continued

Pets at Home Group Plc Annual Report and Accounts 2025

Risk review continued

Link to strategy

Grow system capacity behind vets

joint venture model

Supercharge omnichannel

subscriptions

Align and target (using data)

marketing spend and GTM behind

Pets and Pets Club

Evolve our pet care centres and

colleague model, with expertise at

the heart

Drive omnichannel nutrition share

through own, owned and exclusive

nutrition brands at all price points

Overhaul accessories to significantly

improve value, pace of innovation

and online growth

Create a better world for planet, pets

and people

Launch and scale a differentiated

insurance proposition

Automation and AI to enhance

performance

Owner: Chief Financial Officer

Risk Type: Financial

Risk profile

L M H

Risk appetite

L M H

Links to strategy

1 2 3 4 5 6 7 8 9

Change on previous year:

Description

The Group requires adequate cash resources to enable it to fund its growth plans through its capital projects, capital allocation policy, and working

capital requirement. Without adequate cash resources, the Group may be unable to deliver its growth plans, with a consequent impact on future

financial performance. The Group’s growth plans in respect of Joint Venture veterinary practices are predicated on the availability of finance for new

Joint Venture Practice Owners to fund both the capital cost and working capital requirement for each new practice opening or capacity extension. The

Group also provides additional financial support to veterinary practices to underpin their working capital requirements and growth in clinical capacity.

This investment is a particular feature of the Joint Venture operating model and in making this investment the Group considers its total returns across all

practices on a portfolio basis.

Key responses

– The Group’s finances are continually monitored

in the context of its growth plans and of the wider

economic landscape. The Group’s core financing

facilities are in place until September 2028. The

Group maintains close working relationships with

its banking partners to ensure sufficient liquidity

and credit is available. The Group monitors a range

of potential cash flow sensitivities to ensure the

banking facilities in place remain sufficient and

adequate considering evolving macro and micro-

economic factors.

– The Group ensures that all cash surpluses are

invested with banks that have credit ratings and

investment criteria that meet the requirements set

out in the Group Treasury Policy, which is Board

approved and linked to our risk appetite.

– The Group’s key suppliers are exposed to credit

risk and the business has identified alternative

suppliers where appropriate and developed

contingency plans in respect of own label and

private label food products.

– The Group has from time to time bought out and

consolidated Joint Venture veterinary practices.

As part of these acquisitions, the Group has settled

any liabilities for third party bank loans and leases

within these practices on behalf of the Joint

Venture Practice Owner, with all such liabilities

being written off.

– For the practices which the Group continues

to operate under a Joint Venture Agreement,

the Group has an established credit impairment

provision to reflect the assessment of extended

loans and investments being repaid over different

lengths of time, with different risks of return, to

provide for any potential shortfall. The Group has

facilities in place with recognised lenders that give

us confidence that our medium-term growth plans

are financed adequately.

Outlook and further actions planned

– The Group’s liquidity headroom, and the length

of time to expiry of the Group’s core financing

facilities, will continue to be monitored periodically.

– The evolving political and macro-economic

situation is likely to lead to sustained uncertainty

in relation to forecast cash flows, liquidity, and

credit requirements. We will continue to monitor

our finances and build relationships with our

finance providers to ensure that the business is well

positioned to manage its cash flows effectively and

ensure sufficient liquidity is available.

– We recognise the value in supporting some of our

Joint Venture veterinary practices with additional

funding during the year ahead to enable and

support their growth. Such funding will be available

for those businesses that remain viable over the

longer term, considering resilience evidenced

within the sector throughout the last financial year.

Emerging risks

– The evolving supply chain and

inflationary factors.

Risk appetite

We apply a cautious and balanced approach to funding, liquidity, and credit risks to safeguard access to funding whilst maintaining sufficient liquidity to

meet our current financial obligations and future financial forecasts. The Group does not tolerate any breach in liquidity and credit contracts or Group

liquidity and credit financial policies.

Liquidity and credit

Strategic Report Governance Financial Statements

Owner: Chief Financial Officer

Risk Type: Financial

Risk profile

L M H

Risk appetite

L M H

Links to strategy

1 2 3 4 5 6 7 8 9

Change on previous year:

Description

The Group has an exposure to exchange rate risk in respect of the US dollar, which is the principal purchase currency for goods sourced from Asia. The

Group also faces risks from changes to interest rates due to its exposure to debt facilities with floating interest rates linked to SONIA. The Group has an

exposure to potential tax compliance issues which could lead to financial or reputational loss. If we do not manage these exposures, there could be an

impact on the Group’s financial performance with a consequential impact on operational and growth plans.

Key responses

– We manage our exposure to exchange rate

fluctuation based on our risk appetite via forward

foreign currency contracts that are designated as

cash flow hedges. The Group has an established

guiderail for foreign exchange hedging in terms

of both percentage forecast foreign currency

purchase coverage and time horizon hedged out to.

– Our exposure to interest rate fluctuation is

managed via floating to fixed interest rate swap

contracts that are designated as cash flow hedges.

The Group has an established guiderail for interest

rate hedging in terms of both percentage forecast

debt coverage and time horizon hedged out to,

based on our risk appetite.

– All hedging activity is undertaken by the Treasury

function in accordance with the Treasury Policy

that sets out the criteria for counterparties with

whom the Group can transact, which states that all

hedging activities are undertaken in the context

of known and forecast cash flows, with speculative

transactions specifically prohibited.

– The Group operates within the Tax Policy

framework which maintains a low risk appetite

approach to its tax affairs.

Outlook and further actions planned

– The political and macro-economic environment

has resulted in ongoing foreign currency volatility

and interest rate uncertainty, and we may see this

continue for some time.

– Ongoing currency movements between the USD

and GBP may result in further exchange risk.

– These risks are appropriately mitigated through the

Group’s Treasury Policy, Tax Policy and Tax Strategy.

We do not expect any increased threat from other

significant macro-economic changes in the short to

medium term.

Emerging risks

– Continued macro-economic and

geopolitical uncertainty.

Risk appetite

The Group has a low appetite for treasury and finance risks. We apply a cautious approach to safeguard the strength and resilience of the balance sheet.

We also take an ethical and low risk approach to tax. The Group does not tolerate any breach in key financial policies, such as the Treasury Policy and

Tax Policy and Strategy.

Treasury and finance

Link to strategy

Grow system capacity behind vets

joint venture model

Supercharge omnichannel

subscriptions

Align and target (using data)

marketing spend and GTM behind

Pets and Pets Club

Evolve our pet care centres and

colleague model, with expertise at

the heart

Drive omnichannel nutrition share

through own, owned and exclusive

nutrition brands at all price points

Overhaul accessories to significantly

improve value, pace of innovation

and online growth

Create a better world for planet, pets

and people

Launch and scale a differentiated

insurance proposition

Automation and AI to enhance

performance

Risk review continued

Pets at Home Group Plc Annual Report and Accounts 2025

Risk review continued

Owner: Chief Financial Officer

Risk Type: Financial

Risk profile

L M H

Risk appetite

L M H

Links to strategy

1 2 3 4 5 6 7 8 9

Change on previous year:

Description

Many of the Group’s activities are regulated by national and international legislation, applicable industry regulations and standards including, but not

limited to, consumer and competition laws and regulations, trading, advertising, packaging, product quality, health and safety legislation and guidance,

pet shop licensing, National Minimum Wage and National Living Wage, Equality Act, modern slavery, anti-bribery and corruption, data protection,

environmental regulations, the Corporate Governance Code, the RCVS Code of Professional Conduct for Veterinary Surgeons, and the off-payroll

regulations (IR35).There have also been significant global developments in artificial intelligence technologies and a regulator-led approach to AI

regulation, together with the upcoming implementation of the EU AI Act which has extra-territorial effect. Failure to comply with the obligations set out

in this paragraph and other applicable legislation or recommendations of any regulatory investigations may lead to financial penalties and reputational

damage and other consequences for the business and its Directors.

Key responses

– We actively monitor regulatory developments in

the UK and Europe (as applicable) and our existing

obligations where we have internal policies and

standards to ensure compliance where appropriate.

Training is provided for colleagues.

– We operate a confidential whistleblowing hotline

for colleagues, Practice Owners, suppliers, and

people working within our supply chain to raise

concerns regarding any potential breach of legal or

regulatory obligations in confidence.

– Our suppliers commit to comply with all relevant

business regulations for the territories in which they

operate and to meet international labour standards

which are laid out in our Supplier Code of Conduct.

We reinforce this by placing contractual obligations

on our suppliers and support where necessary.

– The Group’s Data Protection Officer and Executive

sponsored Steering Committee monitors Group

compliance with legal requirements relating to

personal data, ensuring relevant policies are up

to date and works with our Information Security

Steering Committee which monitors data security.

– We understand the value of ongoing training and

communication to raise awareness of the personal

data handled by the business, how to keep it safe

and how to help prevent personal data incidents.

We carry out regular induction, awareness, and

refresher training for all our colleagues in Retail,

Vets, and the Support Office.

Outlook and further actions planned

– We continue to monitor legal and regulatory

developments across the UK and Europe and

will plan accordingly.

Emerging risks

– New and amended regulations.

– Significant strengthening of UK

consumer laws and regulations

including those on the use of

digital information, and increasingly

stringent environmental regulation.

– Sector review and market

investigation by the CMA into

veterinary services for household

pets in the UK.

– Increasing AI use and regulation.

Risk appetite

The Group is committed to acting ethically, lawfully, and always in the best interests of our stakeholders and therefore has an extremely low appetite for

compliance breaches, either regulatory or of our principal internal polices, including for example, our Health and Safety policy and our Code of Business

Ethics and Conduct. Anyone who acts on our behalf is expected to act in line with our policies, values, and behaviours and to take the necessary steps to

comply with applicable laws and regulations.

Legal and compliance

Link to strategy

Grow system capacity behind vets

joint venture model

Supercharge omnichannel

subscriptions

Align and target (using data)

marketing spend and GTM behind

Pets and Pets Club

Evolve our pet care centres and

colleague model, with expertise at

the heart

Drive omnichannel nutrition share

through own, owned and exclusive

nutrition brands at all price points

Overhaul accessories to significantly

improve value, pace of innovation

and online growth

Create a better world for planet, pets

and people

Launch and scale a differentiated

insurance proposition

Automation and AI to enhance

performance

Strategic Report Governance Financial Statements

In accordance with the UK Corporate

Governance Code 2018 (the Code) the

Directors assessed the prospects of the

Company and potential threats to its resilience.

Approach to Going Concern

and Viability

The Group and Company’s business

activities, together with the factors likely to

affect its future development, performance

and position, are set out in the Strategic

Report. The financial position of the Group

and Company, its cash flows, liquidity

position and borrowing facilities are

described in the Chief Financial Officer’s

review. The Group has developed a detailed

strategic and business planning (‘SBP’)

process, which comprises a Strategic Plan

containing financial projections for a 5 year

period and covers assessment of markets,

consumer demand and competition, and a

Business Plan which forms a detailed near

term one year plan for the upcoming financial

year. The SBP process produces standard

outputs in respect of the key financial

performance metrics of the Group which

deliver consolidated financial plans at both

Group level and at a number of levels within

the Group.

Short term

The Directors of the Group have prepared

cash flow forecasts for a period of at least

12 months from the date of the approval of

these financial statements which indicate

that, despite taking account of reasonably

possible downsides, the Group will have

sufficient funds, through its revolving credit

facility, to meet its liabilities as they fall due

for that period.

Medium to longer term

The Strategic Plan is reviewed each year

by the Board as part of the strategy review

process. Once approved by the Board, the

Strategic Plan is cascaded across the Group

and provides the basis for setting all detailed

financial budgets and strategic actions

that are subsequently used by the Board

to monitor performance. The SBP process

covers a five-year period. The five-year plan

provides a robust planning tool against which

strategic decisions can be made in making

their viability assessment.

Material uncertainties and assumptions

In preparing the forecasts for the Group,

the Directors have carefully considered the

impact of consumer confidence, geopolitical

tensions including emerging risks such as

tariffs, and the actual and potential impact

on supply chains, as well as energy cost

inflation on liquidity and future performance.

The Group has also considered the impact

of climate change and the Task Force on

Climate Related Financial Disclosures

(‘TCFD’) scenario analysis conducted in

undertaking this assessment. The Group

expects to be able to refinance external

debt and renew committed facilities as they

become due, which is the assumption made

in the viability scenario modelling.

Risk management

The Group and Company’s approach to risk

management and risk governance, along with

the principal risks and uncertainties, are set

out on pages 21 to 29. The Board conclude

that, given the level of headroom, none of

the changes in the risk profiles, risk appetites

or risk scores based on the likelihood and

impact had a significant impact on the

Group and Company’s viability.

Sensitivity and stress testing

The Group has access to a revolving

credit facility of £300m which expires on

30 September 2028 and a £23.3m asset

backed loan which expires on 27 March 2030.

The Group had £33.3m drawn down at

27 March 2025 and cash balances of £39.5m.

The lowest level of headroom forecast over

the next 12 months from the date of signing

of the financial statements is in excess of

£329.0m in the base case scenario. On a

sensitised basis, the lowest level of headroom

forecast over the next 12 months from the

date of approving of the financial statements

is £301.9m due to the removal of the dividend

payment in a scenario 3.

The Group has been in compliance with

all covenants applicable to this facility

within the financial year and is forecast to

continue to be in compliance for a period

of 5 years from the date of signing of the

financial statements.

A number of severe but plausible downside

scenarios were calculated compared to the

base case forecast of profit and cash flow to

assess headroom against facilities over the

next 5 year period. These scenarios included:

– Scenario 1: Reduction on Group like-

for-like sales growth assumptions of 1%

in each year throughout the forecast

period, but ordinary dividends continue

to be paid.

– Scenario 2: Using scenario 1 outcomes

and further impacted by a conflated risk

impact of £64.8m on sales and £25.1m on

PBT per annum (using specific financial

risks taken from Group risk register

with sales and PBT financial impact

quantified), with dividends held at

13.0p per share per annum.

– Scenario 3: Group like-for-like sales

growth at 0% in each year and a

conflated risk impact of £144.8m on sales

and £44.2m on PBT is applied (using the

top risks from Group risk register with

sales and PBT impact quantified), with

dividends cut to nil to conserve cash.

Against these negative scenarios, adjusted

projections showed no breach of covenants.

Further mitigating actions could also be

taken in such scenarios should it be required,

including reducing capital expenditure.

Going concern and viability statement

Despite net current liabilities of £135.2m at

Group level and £922.8m in the Company,

the Directors of Pets at Home Group Plc,

having made appropriate enquiries including

the principal risks and uncertainties on

pages 20 to 29, consider that the Group

and Company will have sufficient funds

to continue to meet their liabilities for a

period of at least 12 months from the date

of approval of these financial statements

and throughout the strategic planning

horizon period of 5 years, and therefore, it is

appropriate to adopt the going concern basis

in preparing the Group consolidated financial

statements and the Company only financial

statements as at and for the period ended

27 March 2025.

Going Concern and Viability

Pets at Home Group Plc Annual Report and Accounts 2025

Non-financial and sustainability information statement

Non-financial measures are an important part of our business. The table

below constitutes the Company’s non-financial and sustainability information

statement as required by sections 414CA and 414CB of the Companies Act 2006.

Our Sustainability Report and corporate website (https://www.petsathomeplc.

com/investors/) contain non-financial information, including actions, to manage

our environmental and social impact and look after our colleagues.

Risk Relevant policies and documents Impacts and metrics

Environmental – Packaging Policy

– Environmental Policy

– TCFD statement and climate

financial disclosures pages 49

to 60

– Sustainability Report

– Supplier Code of Conduct

– Responsible Sourcing Handbook

– Raw Materials Sourcing Policy

– Impacts on climate, environment,

deforestation in our operations, supply

chains and product impacts

– Climate change risk management & mitigation

Colleagues – Diversity and Inclusion Policy

– Whistleblowing Policy

– Sustainability Report

– Health and Safety Policy

– Colleague Handbook

– Annual Report pages 14 to 15,

37 to 38 and 41

– Culture, engagement, safety and wellbeing

– Pay and reward, training and development

– Diversity and Inclusion

Social matters – Responsible Sourcing Handbook

– Anti-bribery and corruption

– Sustainability Report

– Tax Strategy

– Pets Foundation Impact Report

– Working with suppliers on supply chain

ethics and environmental impact

– Community & charity impact

– Responsible business

Respect for

human rights

– Human Rights Policy

– Supplier Code of Conduct

– Whistleblowing Policy

– Modern Slavery Act Statement

– Annual Report pages 48

– Human rights in our business & supply chains

– Supplier expectations

– Grievance mechanisms

Anti-corruption

and anti-bribery

matters

– Anti-Bribery Policy

– Code of Ethics and Business

Conduct

– Responsible Sourcing Handbook

– Supplier Code of Conduct

– Annual Report page 36

This Strategic Report has been approved by the Board of Directors and is signed on its behalf by:

Mike Iddon

Chief Finance Officer

28 May 2025

Copies of our policies are available on our

investor website: www.petsathomeplc.com

Information relating to our business

model is included on page 6

Our non-financial KPIs are

detailed on page 8

Information relating to how the business

manages risk is set out on pages 19 to 29

Strategic Report Governance Financial Statements

Board of Directors

Chair Non-Executive Directors

Ian Burke Zarin Patel Natalie-Jane

Macdonald

Roger Burnley

Chair Senior Independent

Non-Executive Director

Independent

Non-ExecutiveDirector

Independent

Non-ExecutiveDirector

Independent

Non-ExecutiveDirector

Chief Executive Officer Chief Financial Officer

Appointment to the Board

2020

Appointment to the Board

2021

Appointment to the Board

2023

Appointment to the Board

2023

Appointment to the Board

2024

Appointment to the Board

2022

Appointment to the Board

2016

Current roles

n/a

Past roles

– Member of the Board of

Governors of Birmingham

CityUniversity

– Non-Executive Chair of Studio

Retail Group Plc

– Non-Executive Senior

Independent Director of

intuproperties Plc

– Chair and Chief Executive

Officer of Rank Group Plc

– Chief Executive Officer of

Holmes Place Health Clubs

– Chief Executive Officer of

Thistle Hotels Plc

– Chair of Vet Partners

HoldingsLtd

Current roles

– Senior Independent Director,

Chair of the Audit and Risk

Committee and member of the

Remuneration Committee at

Anglian Water Services Limited

– Independent Non-Executive

Director, Audit and Risk

Committee Chair and a

member of the Sustainability

Committee at Hays Plc

– Independent Non-Executive

Director and Chair of the Audit

and Risk Committee of HM

Treasury

– Trustee of National Trust

– Member of Chapter Zero

Past roles

– Independent member of the

Audit and Risk Committee of

John Lewis Partnership Plc

– Chief Financial Officer of

the BBC

– Chief Operating Officer of

The Grass Roots Group Plc

Current roles

– Chair of Nuffield Health

– Chair of Voyage Care

– Non-Executive Director of

Riverstone Living

Past roles

– Lecturer in General Medicine

and Clinical Pharmacology

– Head of Medical Ethics, British

Medical Association

– Managing Director of Bupa

Health and Wellbeing

– Chief Executive Officer of

Acorn Care and Education

– Chief Executive Officer of

Sunrise Senior Living

– Non-Executive Director of

Royal National Orthopaedic

Hospital

– Non-Executive Director

of PHIN

– Non-Executive Director

of Which?

Current roles

– Chair of Plate-Up Limited

– Chair of Finnebrogue Artisan

– Luminary Advisor with

Accenture

Past roles

– Executive Director at

J Sainsbury Plc

– COO and CEO at

Asda Stores Limited

– Advisor with Bain & Company

Current roles

– Chair of Blackrose Corporate

Finance

– Chair of Koala Care

Holdings Limited

– Non- Executive Director

at Dunrogan Limited

– Trustee at Outside In

Past roles

– Interim Executive Chair at

Avado PQ Limited

– Partner at August Equity LLP

– Partner at Bridges Fund

Management Ltd

– Managing Director of

Pet Doctors Ltd

Current roles

– Chief Executive Officer

Past roles

– Chief Consumer Officer at

Sky UK Limited

– Non-Executive Director at

Wm Morrison Supermarkets Plc

Current roles

– Chief Financial Officer

– Non Executive Director and

Audit and Risk Committee

Chair of Wickes Group Plc

Past roles

– Chief Financial Officer of

New Look

– Held a number of senior

finance roles over 13 years

working for Tesco Plc both in

the UK and overseas. These

included Group Planning,

Tax and Treasury Director, UK

Finance Director and Chief

Financial Officer of Tesco

Homeplus (South Korea)

– Number of senior roles with

Kingfisher Plc and Whitbread Plc

Contribution to the Board

Wealth of experience from the

leisure and retail sectors. Ian

has significant prior experience

of participation in audit and

remuneration committees.

Contribution to the Board

Wide ranging financial and

commercial expertise. Zarin is

also a Chartered Accountant.

Contribution to the Board

Strategic and operational

healthcare experience, together

with knowledge of complex

consumer businesses.

Contribution to the Board

Deep knowledge of the retail

sector and food supply chains.

Contribution to the Board

Significant strategic experience in

veterinary and healthcare.

Contribution to the Board

Broad experience in consumer-

facing businesses, expertise

in customer and digital first

initiatives, experience in data

and digital transformation.

Contribution to the Board

Financial knowledge and

retail industry expertise.

Committees



Committees



Committees



Committees



Committees



Committees

Pets at Home Group Plc Annual Report and Accounts 2025

Board of Directors continued

Executive Directors

Garret Turley Lyssa McGowan Mike Iddon

Chair Senior Independent

Non-Executive Director

Independent

Non-ExecutiveDirector

Independent

Non-ExecutiveDirector

Independent

Non-ExecutiveDirector

Chief Executive Officer Chief Financial Officer

Appointment to the Board

2020

Appointment to the Board

2021

Appointment to the Board

2023

Appointment to the Board

2023

Appointment to the Board

2024

Appointment to the Board

2022

Appointment to the Board

2016

Current roles

n/a

Past roles

– Member of the Board of

Governors of Birmingham

CityUniversity

– Non-Executive Chair of Studio

Retail Group Plc

– Non-Executive Senior

Independent Director of

intuproperties Plc

– Chair and Chief Executive

Officer of Rank Group Plc

– Chief Executive Officer of

Holmes Place Health Clubs

– Chief Executive Officer of

Thistle Hotels Plc

– Chair of Vet Partners

HoldingsLtd

Current roles

– Senior Independent Director,

Chair of the Audit and Risk

Committee and member of the

Remuneration Committee at

Anglian Water Services Limited

– Independent Non-Executive

Director, Audit and Risk

Committee Chair and a

member of the Sustainability

Committee at Hays Plc

– Independent Non-Executive

Director and Chair of the Audit

and Risk Committee of HM

Treasury

– Trustee of National Trust

– Member of Chapter Zero

Past roles

– Independent member of the

Audit and Risk Committee of

John Lewis Partnership Plc

– Chief Financial Officer of

the BBC

– Chief Operating Officer of

The Grass Roots Group Plc

Current roles

– Chair of Nuffield Health

– Chair of Voyage Care

– Non-Executive Director of

Riverstone Living

Past roles

– Lecturer in General Medicine

and Clinical Pharmacology

– Head of Medical Ethics, British

Medical Association

– Managing Director of Bupa

Health and Wellbeing

– Chief Executive Officer of

Acorn Care and Education

– Chief Executive Officer of

Sunrise Senior Living

– Non-Executive Director of

Royal National Orthopaedic

Hospital

– Non-Executive Director

of PHIN

– Non-Executive Director

of Which?

Current roles

– Chair of Plate-Up Limited

– Chair of Finnebrogue Artisan

– Luminary Advisor with

Accenture

Past roles

– Executive Director at

J Sainsbury Plc

– COO and CEO at

Asda Stores Limited

– Advisor with Bain & Company

Current roles

– Chair of Blackrose Corporate

Finance

– Chair of Koala Care

Holdings Limited

– Non- Executive Director

at Dunrogan Limited

– Trustee at Outside In

Past roles

– Interim Executive Chair at

Avado PQ Limited

– Partner at August Equity LLP

– Partner at Bridges Fund

Management Ltd

– Managing Director of

Pet Doctors Ltd

Current roles

– Chief Executive Officer

Past roles

– Chief Consumer Officer at

Sky UK Limited

– Non-Executive Director at

Wm Morrison Supermarkets Plc

Current roles

– Chief Financial Officer

– Non Executive Director and

Audit and Risk Committee

Chair of Wickes Group Plc

Past roles

– Chief Financial Officer of

New Look

– Held a number of senior

finance roles over 13 years

working for Tesco Plc both in

the UK and overseas. These

included Group Planning,

Tax and Treasury Director, UK

Finance Director and Chief

Financial Officer of Tesco

Homeplus (South Korea)

– Number of senior roles with

Kingfisher Plc and Whitbread Plc

Contribution to the Board

Wealth of experience from the

leisure and retail sectors. Ian

has significant prior experience

of participation in audit and

remuneration committees.

Contribution to the Board

Wide ranging financial and

commercial expertise. Zarin is

also a Chartered Accountant.

Contribution to the Board

Strategic and operational

healthcare experience, together

with knowledge of complex

consumer businesses.

Contribution to the Board

Deep knowledge of the retail

sector and food supply chains.

Contribution to the Board

Significant strategic experience in

veterinary and healthcare.

Contribution to the Board

Broad experience in consumer-

facing businesses, expertise

in customer and digital first

initiatives, experience in data

and digital transformation.

Contribution to the Board

Financial knowledge and

retail industry expertise.

Committees



Committees



Committees



Committees



Committees



Committees

Committees – Key

Nomination and Corporate Governance

Remuneration

Chair of Committee

Audit and Risk

Sustainability

Strategic Report Governance Financial Statements

Leadership and purpose

Principal governance activities during the year.

2025 Board considerations

During the year the Board spent its time considering a wide

range of matters, including:

– Development of the Group’s strategic plan

– In depth reviews on key strategic initiatives

– Updates from key business functions, including retail, vets

(including the Joint Venture Council), IT (including data)

and investor relations

– Business performance

– Sustainability and climate matters

– Overall performance of individual business functions

– Budgets and long-term plans for the Group

– Risk management and controls, including reputation risk and

corporate governance

– Financial statements, announcements and financial reporting

matters

– Competitor and customer updates

– Diversity, talent, capability and succession planning matters

– Reviewing Committee reports

– Approving significant items of capital expenditure and contracts

requiring Board approval as reserved matters

– Group culture, behaviours, engagement and colleague listening

– Shareholder feedback

– Regulatory matters, corporate governance and corporate

reporting

– Approval of the financing arrangements and treasury items

– Non-Executive Director and Executive Management Team

succession and talent development

– Engagement with key stakeholders and the impact of Board

decisions on such stakeholders

– Capital allocation

– Political matters and public affairs

– The CMA review and Market Investigation into the vet services

sector for household pets

– Board evaluation

– Key strategic projects and priorities across the Group

Compliance with the 2018 UK Corporate Governance Code

(the ‘2018 Code’)

The Governance Report outlines how the Board has applied the

main principles of good governance as required by the UK Corporate

Governance Code issued by the Financial Reporting Council in July

2018, the Disclosure Guidance and Transparency Rules (DTRs) and the

Listing Rules (LRs) (as replaced by the UK Listing Rules (UKLR)).

The Board is responsible for ensuring that the Group has the

necessary frameworks in place to ensure compliance with the Code.

The Board believes that during this year, the Group was in full

compliance with the Code. The Code can be viewed on the

FRC’s website at frc.org.uk.

Board

Audit

and Risk

Committee

Nomination

and Corporate

Governance

Remuneration

Committee

Sustainability

Committee

Number of meetings

7 4 2 5 3

Director

Ian Burke (Chair) 7/7 – 2/2 – 3/3

Zarin Patel 7/7 4/4 2/2 5/5 3/3

Angelique Augereau

5/5 – – 1/1 2/2

Roger Burnley

6/7 3/4 1/2 5/5 3/3

Susan Dawson

2/2 1/1 – 2/2 1/1

Mike Iddon

7/7 – – – 3/3

Natalie-Jane Macdonald

7/7 4/4 2/2 2/2 2/3

Lyssa McGowan

7/7 – – – 3/3

Garret Turley

4/4 – 2/2 – 2/2

Oversight of development and implementation of strategy

The Board continues to oversee and support the transformation and

development of the strategic vision for the Group, in line with the

Board’s aim to generate and preserve long-term value. During the

Board meetings this year, significant focus and time has been given

to Group strategy and strategic priorities. The Board has also

considered risks and opportunities to the business throughout the

year during the course of Board meetings.

Board meetings and attendance

The Board met formally seven times this year and attended an

annual strategy day meeting. Ad hoc meetings of both the Board

and Committees were arranged as appropriate to deal with matters

between scheduled Board meetings. Board meetings were preceded

by Committee meetings with the meetings lasting the majority of

the day in most cases. Topics for the Board meetings are determined

in advance to ensure that essential topics are covered at the

appropriate time and new items including key strategic issues are

added as and when appropriate in consultation with the Board and

Executive Management Team, supported by the Company Secretary.

All Directors receive papers in advance of Board meetings via an

electronic board paper system which enables efficient dissemination

of quality information in a safe and secure manner. These include

a monthly Board report with updates from each of the Chief

Executive Officer and the Chief Financial Officer, which monitors the

achievements against the Group’s key performance indicators, both

financial and strategic. Performance against budget is reported to the

Board monthly and any substantial variances are explained.

Forecasts for the year are revised and reviewed regularly. Members of

the Executive Management Team and senior leadership team are also

invited to present at Board meetings from time to time so that Non-

Executive Directors keep abreast of developments in the Group. These

meetings are an opportunity for the Board to meet colleagues below

the level of the Executive Management Team and for colleagues

asked to present, this is a valuable part of their career development. It

is important to the Group that all Directors understand external views

of the Group. The Director of Investor Relations reports to the Board

on broker and shareholder views throughout the year.

Directors’ conflicts of interest

The Articles of Association of the Company give the Directors the

power to consider and, if appropriate, authorise conflict situations

where a Director’s declared interest may conflict or does conflict

with the interests of the Company. Procedures are in place at every

meeting for individual Directors to report and record any potential

or actual conflicts which arise. The register of reported conflicts is

maintained by the Company Secretary and reviewed by the Board at

least annually. The Board has complied with these procedures during

the year. No conflicts of interest or related party transactions were

reported by the Board during FY25.

1 Excludes the strategy day, which all Directors

(appointed before that date) attended.

2 Angelique stepped down from the Board on

20 January 2025.

3 Roger did not attend one of the Board, Audit and

Risk and Nomination and Corporate Governance

Committee meetings due to a prior commitment and

was appropriately updated after those meetings.

4 Susan stepped down from the Board on 11 July 2024.

5 Although not formally appointed as members, Lyssa

and Mike attended meetings of the Audit and Risk

and Remuneration Committees as observers at the

invitation of the Chair.

6 Natalie did not attend a Sustainability Committee

meeting due to a prior commitment and was

appropriately updated after the meeting.

7 Garret was appointed to the Board on 12 July 2024.

Pets at Home Group Plc Annual Report and Accounts 2025

Division of Responsibilities

How we are governed.

Our governance structure

The Group’s governance framework concerning the Board and Committees is outlined below.

The Board

The Company is led and controlled by the Board which is collectively

responsible for the long-term sustainable success of the Group.

The roles of Chair, Chief Executive Officer and Senior Independent

Non-Executive Director are separate and clearly defined, with the

division of responsibilities set out in writing and agreed by the

Board. The definitions of the roles and division of their respective

responsibilities are published on The Pets at Home Group investor

website https://www.petsathomeplc.com/investors/corporate-

governance/division-of-responsibilities-for-the-ceo-and-the-

chairman/.

Board changes

Susan Dawson stepped down from the Board as an Independent

Non-Executive Director at the end of the Annual General Meeting

on 11 July 2024 and was replaced by Garret Turley, who was appointed

on 12 July 2024. Angelique Augereau stepped down from the Board

on 20 January 2025.

Board Committees

The Board has established four Board Committees to discharge its

responsibilities within a system of delegated authorities: Audit and

Risk, Nomination and Corporate Governance, Remuneration, and

ESG (renamed as Sustainability during the year). Each Committee

has written terms of reference which are approved by the Board and

reviewed each year. The terms of reference for all Committees were

reviewed during the year for changes required by the Corporate

Governance Code 2024. The terms of reference are available on request

from the Company Secretary and on The Pets at Home Group investor

website https://investors.petsathome.com/investors/governance.

Executive Management Team

In addition to the Board, the Group has the Executive Management

Team comprised of the Chief Executive Officer, Chief Financial Officer,

Retail Chief Operating Officer, Vet Business Managing Director,

Chief People and Legal Officer, Chief Information Officer and Chief

Consumer Officer. Senior leadership teams for the retail, vet and

consumer divisions support the Executive Management Team with the

implementation of strategy and risk and governance oversight.

Management and operational committees

Investment committee

The Investment Committee assists the Board with the Group’s stores

and veterinary surgery rollout and development process to ensure the

Group’s investment process is managed effectively and rigorously. The

Committee is chaired by the Chief Financial Officer and attended by

the Chief Executive Officer and other members of the senior leadership

team, including the Group Property Director and the Director of Group

Development. The Committee meets formally at least nine times a

year. The role of the Committee includes considering proposals for

the acquisition of new premises proposed for use by a member of the

Group and capital expenditure relating to such premises, and includes

a regular review of the property investment criteria for such decision

making, as well as reviewing proposals presented for lease renewals

and alternative strategies for new store investment and formats and

proposals for the disposition of any premises by way of sub-letting,

assignments, surrenders or relocations and approving or rejecting

any such proposals as appropriate.

Each of the matters approved by the Committee is subject to further

approval by the Board where it falls within the level of expenditure

requiring full Board approval. Details from the Committee meetings

are provided to the Board on a regular basis.

Health and Safety Committee

Health and safety is a key priority for the Board and senior

management. The Board has established a Health and Safety

Committee tasked with reviewing the Group’s overall health and

safety performance. The Committee is chaired by the Legal Director

and Company Secretary with the agenda led by the Group Head of

Health and Safety. The Committee is attended by key individuals

in the business who are responsible for certain areas of health and

safety including from the veterinary business, retail, distribution and

grooming. The Distribution Centre has its own dedicated health and

safety manager and has a separate health and safety sub-committee

which also meets on a regular basis. The Group has a designated

health and safety manager and a team of health and safety advisors.

The Group’s health and safety policy is reviewed on a regular basis.

Plc Board

Executive Management Team

Audit and Risk

Committee

Nomination and

Corporate Governance

Committee

Retail Leadership Team

(RLT)

Vet Leadership Team

(VLT)

Remuneration

Committee

Sustainability

Committee

Consumer Leadership Team

(CLT)

Delegated decision making authority

Reporting of information up

Trading Meetings, Management and Operational Committees, Transformation Steercos

Strategic Report Governance Financial Statements

Pensions Committee

The Pensions Committee operates to consider pensions related issues

across the business.

Pet Committee

The Pet Committee is established to lead the business in maintaining

its trusted voice on pet welfare, aiming to achieve measurable

improvements and be the primary advocate for pets in alignment with

the Company’s sustainability commitments outlined in the Pet pillar

of the key strategic pillars being: adopting the highest welfare and

clinical standards for pets in our care, providing owners with the best

products, services and advice, and using our voice and expertise to

advocate for pets.

Responsible Product Committee

The Responsible Product Committee is responsible for considering

sustainability issues in the supply chain.

Climate Change and Waste Committee

The Climate Change and Waste Committee considers all climate and

waste matters, including carbon and resource impacts of our building

infrastructure through the use of energy to heat and cool and the

investment in areas such as renewable energy, energy generation and

energy use reduction technologies, logistics impacts through our own

fleet and third parties and specific impacts of our veterinary business,

such as anaesthetic gas use and other clinical opportunities.

Transformation Steercos

Transformation Steercos operate to guide our large-scale

transformation projects. Their main roles and responsibilities include

ensuring that projects align with the Group’s long-term strategic

goals and that project resource is appropriately allocated, identifying

and mitigating risks that could impact a project’s success, keeping

all relevant stakeholders informed of a project’s progress and making

key decisions that influence the direction and success of a project.

Internal control and risk management

The Board is responsible for the Group’s system of internal control

and for reviewing its effectiveness. The Board has carried out a robust

assessment of the Group’s emerging and principal risks, including

those that would threaten its business model, future performance,

solvency, liquidity or reputation as detailed on page 44. The Board

delegates to the EMT the responsibility for designing, operating and

monitoring these systems. The systems are based on a process of

identifying, evaluating and managing key and emerging risks, and

include the risk management processes set out on pages 19 to 29

of the Strategic Report (Risk Review).

The systems of internal control operate effectively across the Group

and therefore our conclusion is that such systems were in place

throughout the period and up to the date of approval of the Annual

Report. The systems of internal control operate across the Group

and are designed to manage rather than eliminate the risk of failure

to achieve business objectives. They can only provide reasonable

and not absolute assurance against material errors, losses, fraud

or breaches of laws and regulations. The key controls the business

relied upon during the year are set out below:

– The annual Group-wide strategic review of the existing five-year

strategic plan took place in November 2024. The business carried

out its annual business plan and budget cycle, again culminating

in formal review and approval by the Board on 27 March 2025.

– Management accounts have been reviewed at meetings of

the Board. These reviews covered the comparison of actual

performance against budget in the period end management

accounts and consideration of outturn for the year. The period

end accounts are prepared by the finance team and reviewed by

the Chief Financial Officer.

– All capital investments during the year have been approved by the

Chief Financial Officer; an authority framework is in place which

details the approvals required for specific levels of capital spend

including those capital projects requiring full Board approval. In

line with delegation by the Board, the Investment Committee has

reviewed and approved investments in respect of the acquisition

and fit-out of new stores, and new standalone and in-store

veterinary practices.

– An independent internal audit department is established with its

scope agreed directly with the Audit and Risk Committee and has

reported at each Audit and Risk Committee meeting throughout

the year. All internal audit reports are presented to the Committee

for review and consideration of any material findings. Where audit

findings have been raised, management have agreed appropriate

actions and these are prioritised based on risk. Further details of

the areas covered in the internal audit reports can be found in the

Audit and Risk Committee Report on page 45.

– A clearly articulated delegated authority framework, including in

respect of all purchasing activity, is in place across the Group. This

is complemented by systemic controls including a contract approval

policy that reflects the agreed authority framework and clear

segregation of duties between relevant functions and departments.

– A schedule of matters reserved for the Board is in place

for approving significant transactions and strategic and

organisational change. This underpins Board discussion of the key

risks and uncertainties facing the Group and the risk management

system. Further details are contained in the Audit and Risk

Committee Report on page 44.

– A clear Anti-Bribery Policy and Code of Ethics and Business

Conduct are in place, as noted in detail below.

– An effective fraud framework has also been established.

Whistleblowing policy

The Company has a duty to conduct its affairs in an open and

responsible way. We are committed to high standards of corporate

governance and compliance with legislation and appropriate codes

of practice. By knowing about any wrongdoing or malpractice at

an early stage, we stand a good chance of taking the necessary

steps to stop it. The Group has a whistleblowing policy designed to

encourage colleagues to identify such situations and report them

without fear of repercussions or recriminations provided that they

are acting in good faith. The policy, which was reviewed and updated

during the year, sets out how any concerns may be raised and how

they will be handled. The Senior Leadership Team participated in an

interactive session with Natalie-Jane MacDonald, Non-Executive

Director for Colleague Engagement, to discuss colleague listening and

whistleblowing and their obligations as leaders during the year.

Anti-Bribery Policy

The Group has a zero tolerance approach to bribery and corruption

and supports colleagues to make decisions in line with this position.

The Group’s Anti-Bribery Policy applies to all colleagues and extends

to our business dealings and transactions in all countries in which the

business operates. The policy is implemented in conjunction with the

Group’s Code of Ethics and Business Conduct which is published on

The Pets at Home Group investor website https://www.petsathomeplc.

com/sustainability/documents-policies/policies/. Colleagues also

receive training in relation to bribery and corruption as appropriate.

Following an audit of our anti-bribery processes and procedures

during the year, both the Anti-Bribery Policy and Code of Ethics and

Business Conduct were reviewed and updated to incorporate the

audit recommendations.

Share dealing code

The Company has adopted a share dealing code in relation to its

shares which applies to: Directors, any other Persons Discharging

Managerial Responsibility and certain colleague insiders of

Group companies. Such individuals are responsible for procuring

the compliance of their respective connected persons with the

Company’s share dealing code.

Division of Responsibilities continued

Pets at Home Group Plc Annual Report and Accounts 2025

Composition, Succession and Evaluation

Board composition

The 2018 Code recommends that at least half the board of Directors

of a UK-listed company, excluding the chair, should comprise Non-

Executive Directors determined by the board to be independent in

character and judgement and free from relationships or circumstances

which may affect, or could appear to affect, the Directors’ judgement.

As at the date of this report, the Board consists of 7 members being

the Non-Executive Chair, four other Non-Executive Directors and

two Executive Directors. The biographies of the Directors can be

found on pages 32 and 33.

The Board believes it has an appropriate balance of Executive and

independent Non-Executive Directors, having consideration to the

size and nature of the business, and that all of the current Non-

Executive Directors are independent in character and judgement.

Each Director brings different skills, knowledge and experience,

and the Board considers that both individually and collectively,

the Directors have this range of skills, knowledge and experience

(including strategic and commercial experience, and diversity of

experience) as well as the necessary dedication to lead the Group

andcontribute significantly to the work of the Board.

The skills matrix for the Board on page 39 demonstrates the breadth of

experience of the Directors. More than half of the Directors are considered

to be independent in accordance with the 2018 Code. The 2018 Code

also recommends that, on appointment, the chair of a company with a

premium listing on the Official List should meet the independence criteria

set out in the 2018 Code. The Board considers that Ian Burke meets the

independence criteria set out in the 2018 Code.

Board effectiveness

The Directors act collectively in the best interests of the Group via the

Board and its Committees and devote such time and consideration

as necessary to fulfil their duties. The time commitments of each of

the Non-Executive Directors are considered regularly and reviewed

annually. The Board is satisfied that the Chair and each of the Non-

Executive Directors are each able to devote sufficient time and

consideration to the Group’s business in order to provide constructive

challenge, strategic guidance and specialist advice. In considering

any additional roles or external appointments to be undertaken by

Board members, the Chair and the Board assesses whether any

actual or potential conflict of interest may arise and also the impact in

terms of time commitment, to ensure that there are no over-boarding

concerns. There were no changes to Board members’ external

appointments during the year.

Directors’ induction and ongoing training

It is important to the Board that Non-Executive Directors are able to

influence and challenge appropriately. New Directors receive a full,

formal and tailored induction on joining the Board, including meeting

with the Executive Management Team and advisors. The induction

includes visits to the Group’s stores, veterinary practices, Distribution

Centre and other operational locations, together with training on the

Group’s core values, culture, environmental, social and governance

issues as well as behaviours in place to support the Group’s values.

Individual training needs are reviewed regularly and training is provided

where a need is identified or requested. All Directors receive frequent

updates on a variety of issues relevant to the Group’s business,

including regulatory and governance issues. The Board also has access

to the Deloitte Academy training portal and Directors have attended

a variety of training sessions throughout the year via this system.

Appointment terms and election of Directors

All Directors have service agreements or letters of appointment in place.

Further detail of their terms are set out in the Remuneration Policy

which is located on The Pets at Home Group investor website in the

2023 Annual Report (https://www.petsathomeplc.com/investors/).

The service agreements and letters of appointment are available for

inspection at the Company’s registered office during normal business

hours. All Directors will stand for re-election in accordance with the

2018 Code at each Annual General Meeting. The Chair also liaises with

Non-Executive Directors each year to assess and review their individual

contributions to the Board and performance. The skills and experience

which each Non-Executive Director brings to the Board are detailed in

their biographies on pages 32 and 33, and in the Board Skills Matrix on

page 39, demonstrating why their contribution is, and continues to be,

important to the Group’s long-term sustainable success.

Diversity and inclusion

The Board understands the importance of having a diverse

membership and recognises that diversity encompasses not only

gender but also background, ethnicity and experience.

The Group’s diversity and inclusion aim is to increase diverse

representation of colleagues to reflect the communities we live

and work in. The Group’s policy for all colleagues and applicants

(including at Board and Board Committee level) is to remove barriers

to ensure equality of opportunity regardless of sex, race, ethnic origin

or nationality, pregnancy or maternity, age, disability, religious or

other philosophical belief, marital status, sexual orientation, gender

or gender reassignment. Our culture of inclusivity ensures colleagues

with different backgrounds, interests, appearances, perspectives

and working styles feel welcome. Applications for employment from

candidates who have a disability are given full and fair consideration,

and candidates are assessed in accordance with their particular

skills and abilities. The Group takes all reasonable steps to meet its

responsibilities towards the training and employment of people with a

disability, and to ensure that appropriate training, career development

and promotion opportunities are available to all colleagues, irrespective

of disability. Every effort is made to provide continuity of employment

in the event that any colleague becomes disabled. Attempts are made

in every circumstance to provide employment, whether this involves

adapting the current role and remaining in the same role, or moving to

a more appropriate role. The Group continues to be a member of the

Business Disability Forum and Diversity in Retail.

The Nomination and Corporate Governance Committee monitors the

diversity of the Board and the Executive Management Team on an

ongoing basis to ensure that the requirements of the Code are met.

No changes were recommended this year. The Board was considered

to have an appropriate mix of tenure, skills and experience. In line with

the ethos across the business, the Board believes that appointments

should be made solely on merit. The Board continues to ensure that it

maintains an appropriate balance through a diverse mix of experience,

background, skills, knowledge and insight, to further strengthen its

current diversity and experience. Further work has been undertaken

by the Group this year on diversity and inclusion, as detailed on

pages 14 to 15 and in the Sustainability Report.

The Board was pleased to continue to meet the Parker Review targets

on ethnic diversity again this year. The Board was also pleased that

the business continued to rank well in the FTSE Women Leaders

Report on gender balance, with 43.8% of the Executive Management

Team and their direct reports being female.

The Company met all three targets on board diversity set out in

UKLR 6.6.6(9) as follows:

1. 43% of the individuals on the Board are women, achieving the

40% target.

2. Two senior positions on the Board are held by women, exceeding

the target of at least one.

3. Two individuals on the Board are from a minority ethnic

background, exceeding the target of at least one.

Strategic Report Governance Financial Statements

Board

byTenure

Board

by Age

Board

by Gender

Balance of the Board

(Exec/Non-Exec)

Under 1 year 1/7

1–3 years 3/7

3–8 years 3/7

45–50 1/7

50–55 0/7

56–60 3/7

61–65 2/7

+66 1/7

Female 3/7

Male 4/7

Executive Directors 2/7

Non-Executive

Directors 5/7

Composition, Succession and Evaluation continued

The following tables set out the information required by UKLR 6.6.6R(10) in the prescribed format.

(1) Table for reporting on gender identity or sex

Number of

Board members

Percentage of

the Board

Number of

senior positions

on the Board

(CEO, CFO, SID

and Chair)

Number in

executive

management

Percentage

of executive

management

Men 4 57% 2 3 37.5%

Women 3 43% 2 5 62.5%

Not specified/ prefer not to say – – – – –

(2) Table for reporting on ethnic background

Number of

Board members

Percentage of

the Board

Number of

senior positions

on the Board

(CEO, CFO, SID

and Chair)

Number in

executive

management

Percentage

of executive

management

White British or other White (including minority-white groups) 5 71% 2 7 87.5%

Mixed/ Multiple ethnic groups – – – – –

Asian/Asian British – – – – –

Black/African/ Caribbean/ Black British – – – – –

Other ethnic group 2 29% 2 1 12.5%

Not specified/ prefer not to say – – – – –

For the purposes of making the disclosures set out above, the data was collected through voluntary self-reporting submissions as at 31 October 2024

to align with the Group’s submission to the FTSE Women Leaders Review and as at 20 December 2024 to align with the Group’s submission to

the Parker Review, or otherwise by way of individual confirmations. The data is correct as at the financial year end.

Succession

The Board has continued to focus on succession planning and Group talent development this year. Further detail of the work undertaken by the

Nomination and Corporate Governance Committee in this area is included on page 40.

Board evaluation

The 2018 Code recommends that the Board continually monitors and improves its performance. The effectiveness of the Board is important

to the success of the Group, and the Board’s annual review provides a useful opportunity for the Directors to reflect on their collective and

individual effectiveness and to consider any changes.

This year the Board appointed an independent third party to carry out an externally facilitated evaluation of the Board and its Committees, which

also sought to identify areas where the performance and procedures of the Board might be further improved to optimise its effectiveness. Further

information relating to this year’s Board evaluation can be found in the Nomination and Corporate Governance Committee Report, on page 41.

1 Board members refers to those individuals in role as at the date of this report.

2 Executive management refers to those individuals comprising the Executive Management Team, including the CEO and the CFO, and the Company Secretary, as at

the date of this report.

Pets at Home Group Plc Annual Report and Accounts 2025

Composition, Succession and Evaluation continued

Board Skills Matrix

Director

Ian

Burke

Zarin

Patel

Roger

Burnley

Natalie-Jane

Macdonald

Garret

Turley

Lyssa

McGowan

Mike

Iddon

Pet Owner ✔ ✘ ✔ ✔ ✘ ✔ ✔

Expertise

Accounting, Finance and Audit

✔ ✔ ✔

✘ ✘ ✘

✔

Risk Management

✔ ✔ ✔ ✔

✘ ✘

✔

Regulatory

✔ ✔ ✔ ✔ ✔

✘

✔

Governance

✔ ✔ ✔ ✔ ✔ ✔ ✔

Corporate Transactions (M&A)

✔ ✔ ✔ ✔ ✔ ✔ ✔

International (running a non UK Business)

✔

✘ ✘ ✘ ✘ ✘

✔

General Management (CEO)

✔ ✔ ✔ ✔ ✔ ✔ ✔

People and Culture

✔ ✔ ✔ ✔ ✔ ✔ ✔

General Retailing Experience

✔ ✔ ✔ ✔

✘

✔ ✔

Customer Service and Communications Experience

✘

✔ ✔ ✔

✘

✔ ✔

Online Retailing Experience

✔ ✔ ✔ ✔

✘

✔ ✔

Marketing/Branding

✔ ✔ ✔ ✔

✘

✔ ✔

General Services

✔

✘

✔ ✔ ✔ ✔

✘

Veterinary

✘ ✘ ✘ ✘

✔

✘ ✘

Healthcare

✘ ✘ ✘

✔ ✔

✘ ✘

Charity/Social Purpose

✔ ✔ ✔ ✔ ✔

✘

✔

Data

✘

✔ ✔ ✔

✘

✔

✘

Artificial Intelligence

✔ ✔

✘ ✘ ✘ ✘ ✘

IT and Technology

✘

✔ ✔

✘ ✘

✔

✘

Omnichannel

✔ ✔ ✔ ✔

✘

✔ ✔

Strategic Leadership

✔ ✔ ✔ ✔ ✔ ✔ ✔

Vision and Mission

✔ ✔ ✔ ✔ ✔ ✔ ✔

Sustainability and Climate Change

✔ ✔ ✔ ✔ ✔

✘ ✘

Transformation Leadership

✔ ✔ ✔ ✔

✘

✔ ✔

Chair of PLC Board

✔

✘ ✘ ✘ ✘ ✘ ✘

Chair of PLC Board Committee

✔ ✔ ✔

✘

✔

✘

✔

Strategic Report Governance Financial Statements

Nomination and Corporate Governance Committee Report

The role of the Committee

The Committee is established to lead the process for nominating

suitable candidates for appointment as Directors to the Board and

to key senior leadership positions, and to ensure that appropriate

procedures are in place to keep the composition of the Board and

its Committees under review. The Committee is also responsible for

ensuring that orderly succession plans are in place for the Directors,

the Executive Management Team and the senior leadership team.

In carrying out its role, the Committee takes into consideration the

size, structure and composition of the Board and its Committees

(including the skills, knowledge, experience and diversity of its

members), the leadership requirements of the Group and the wider

commercial and market environment within which the Group operates.

The full terms of reference for the Committee can be found on

The Pets at Home Group investor website https://www.petsathomeplc.

com/investors/corporate-governance/nomination-and-corporate-

governance-committee/.

Committee membership

I chair the Committee and its members are the independent

Non-Executive Directors, being Zarin Patel, Roger Burnley,

Natalie-Jane Macdonald and Garret Turley. Susan Dawson and

Angelique Augereau were also members of the Committee during

the year, prior to stepping down from the Board on 11 July 2024

and 20 January 2025 respectively.

The Committee meets not less than once a year. There were three

formal meetings this year. Details of the Committee members during

the year and attendance was as shown in the table on page 34.

What we did in 2025

– Considered Board composition and how it may be enhanced.

– Reviewed and considered Board evaluation and effectiveness.

– Reviewed the independence of the Non-Executive Directors.

– Reviewed and considered Directors’ conflicts of interest.

– Reviewed the time commitment and length of service of the

Non-Executive Directors.

– Recommended the appointment of Garret Turley as

Non-Executive Director.

– Reviewed the Committee’s corporate governance obligations.

– Considered corporate governance updates.

– Undertook an external Board evaluation and continued to develop

identified areas for improvement.

What we will do in 2026

– Continue to review Board composition and effectiveness.

– Consider succession planning.

– Review corporate governance obligations and updates.

– Continue to monitor diversity.

Board appointments and resignations

The Board welcomed Garret Turley as an Independent Non-

Executive Director with effect from 12 July 2024. Garret chairs the

Sustainability Committee and is a member of the Nomination and

Corporate Governance Committee. It is essential that the Board

has appropriate experience in the veterinary sector and welcomes

Garrett’s experience and strategic knowledge in the veterinary sector

to support the Group’s growth strategy. Garret’s previous roles,

experience and skills are set out in his biography on page 33 and in

the Board Skills Matrix on page 39.

Susan Dawson stepped down from the Board as an Independent

Non-Executive Director at the end of the Annual General Meeting

on 11 July 2024. Angelique Augereau stepped down from the Board

on 20 January 2025.

In respect of the Board Committees, Garret Turley was appointed as

an additional member of the Nomination and Corporate Governance

Committee and the Sustainability Committee from appointment.

Natalie-Jane Macdonald was appointed as an additional member

of the Remuneration Committee from 24 January 2025.

At Executive Management Team level, Richard Dening-Smitherman

joined the business as the new Managing Director of the vet business.

Richard has experience in franchise businesses being relevant to

our vets business and has held senior roles at large national and

international organisations, most recently at Burger King UK where

he was Chief Operating Officer.

Succession planning and Group talent development

The Committee has considered the skills required to deliver the

strategy and longer-term objectives at Board, Committee and

Executive Management Team level. This has included reviewing

and putting in place an effective succession plan for both the

Board and the Executive Management Team.

The Committee also continues to focus on talent development,

retention and succession below Board and Executive Management

Team level in order to meet its responsibilities to review talent,

capability and succession at the most senior levels of the business.

Development plans have been put in place to support colleagues in

reaching their full potential. Continued progress has been made in

identifying gaps in the talent pool in addition to mitigating the risks

associated with unforeseen events such as key individuals leaving

the business.

Supporting Talent

and Succession.

Ian Burke

Chair, Nomination and Corporate Governance Committee

Pets at Home Group Plc Annual Report and Accounts 2025

Nomination and Corporate Governance Committee Report continued

Board evaluation and effectiveness

This year the Board appointed an independent third party (MWM

Consulting) to carry out an externally facilitated evaluation of the

Board and its Committees, which also sought to identify areas where

the performance and procedures of the Board might be further

improved to optimise its effectiveness. The evaluation consisted of

a questionnaire completed by each Board member and individual

discussions between each Board member and MWM Consulting, and

covered a number of key areas, including capability, composition,

stakeholders, dynamics and culture, meetings and information,

Committees, development, strategy, performance and effectiveness,

risk and opportunities and people.

The Committee reviewed and discussed the results. The Board

was considered to be effective and its overall performance was

rated strong, as were the relationships between the Non-Executive

Directors and the Executive Directors. The Board will give focus

to the recommendations for further improvement.

Diversity

The Board is committed to supporting work initiatives that promote

a culture of inclusion and diversity. The Committee recognises the

importance of diversity and inclusion both in the boardroom and

throughout the Group and understands that a diverse Board will offer

wider perspectives which lead to better decision-making, enabling it

to meet its responsibilities. We take into account a variety of factors

before recommending any new appointment to the Board, including

relevant skills to perform the role, experience, knowledge, ethnicity

and gender. The most important priority of the Committee, however, is

ensuring that the best candidate is selected to join the Board. We will

monitor the Group’s approach to people development to ensure that

it continues to enable talented individuals to enjoy career progression

with the Group.

Further details on Board diversity can be found on page 37 of the

Governance Report.

Conflicts of interest and independence of the

Non-Executive Directors

The Board has delegated authority to the Committee to consider, and

where necessary authorise, any actual or potential conflicts of interest

arising in respect of the Directors. Any potential conflicts of interest

arising during the year were considered during Board meetings.

We also support the Board in its annual consideration of the Conflicts

of Interest Register, which is carried out prior to the publication of the

Annual Report, and consider the independence of the Non-Executive

Directors, in the context of the criteria set out in the 2018 Code.

The Board’s view on independence is set out at page 37 of the

Governance Report. For further information on Board composition,

diversity and independence, please see the Composition, Succession

and Evaluation section of the Governance Report on pages 37 to 38.

Our 2025 Annual General Meeting will take place on 10 July 2025

at 11am at the Company’s office at Chester House, Epsom Avenue,

Stanley Green Trading Estate, Handforth SK9 3RN. I will be available

at the Annual General Meeting to answer any questions on the work

of the Committee and I look forward to reporting on further progress

as we continue our work next year.

Ian Burke

Chair, Nomination and Corporate Governance Committee

28 May 2025

Strategic Report Governance Financial Statements

Audit and Risk Committee Report

Introduction

I am pleased to report that the ARC (‘the Committee’) continues to be

actively involved in supporting the Board in fulfilling its responsibilities

to protect the interests of shareholders regarding the integrity

of the financial reporting, the adequacy and effectiveness of risk

management and internal control systems, and the effectiveness

of both internal audit and external audit.

Following the external audit tender carried out in 2024, and approval

at the AGM in July 2024, Deloitte LLP (‘Deloitte’) have been appointed

as the Company’s auditor and Rachel Argyle has been appointed

Audit Partner. Deloitte have brought fresh challenge and

perspectives to our external audit.

Membership and responsibilities

Committee members are independent Non-Executive Directors as

detailed on page 34. The Board considers that Committee members

collectively have competence relevant to the Group’s sectors and

have a sufficient level of financial expertise. As Chair, I have significant,

recent and relevant financial experience and am suitably qualified

being a Chartered Accountant. Further details of Committee members

and their experience can be found on pages 32 to 33.

The Chair of the Company’s Board, Executive Management Team

(‘EMT’) and senior managers within the business are invited to attend

meetings as appropriate to ensure that the Committee maintains a

current and well-informed view of events within the business, and

to reinforce an effective risk management culture. The Company

Secretary acts as secretary to the Committee. The external and

internal auditors are invited to attend all meetings, as are external

sustainability assurance providers where sustainability matters

are discussed. Outside the formal meetings the Committee chair

maintains an open dialogue with key individuals involved in the

Company’s governance, including the Chair of the Board, the Chief

Executive Officer, the Chief Financial Officer, the External Audit

Partner, the Head of Internal Audit and the Head of Risk. Committee

members meet in private prior to each Committee meeting and hold

separate private sessions with the internal auditor and the external

auditor, to provide opportunity for open dialogue and feedback

without management present.

Further details on the division of Board responsibilities and the

Committee’s role in complying with the UK Corporate Governance

Code are set out on page 34.

This year MWM Consulting carried out an external Board effectiveness

review (see page 41 for full outcomes). For the Committee the review

drew out that the quality of papers and support from the finance,

risk and internal audit functions needed to be stronger to enable the

Committee to operate with more clarity on the critical issues on its

agenda. Consequently we have made changes to strengthen the skills

needed in these areas.

The full Terms of Reference for the Committee, which were last

updated on 11 July 2024 can be found at https://www.petsathomeplc.

com/investors/corporate-governance/audit-risk-committee/.

What we did during the year

The Committee met on four occasions during the financial year, in

May 2024, September 2024, November 2024 and January 2025.

The Committee has carried out its responsibilities as set out in the

Terms of Reference, with each meeting having a distinct agenda

to reflect the annual reporting cycle of the Group. The agenda

is set into four key areas:

– Financial reporting

– Risk management systems and internal control

– External audit

– Internal audit

Financial reporting

A primary responsibility of the Committee is monitoring the integrity

of the financial statements, including significant financial reporting

issues and judgements. The Committee values the importance

and views of the external auditor and has taken regard to

matters communicated.

The Committee has reviewed the Annual Report and Accounts

for the period ended 27 March 2025, and the Interim Financial

Statements for the period ended 10 October 2024. The Committee

has challenged the judgemental areas and assessed whether suitable

accounting policies have been applied as well as to review the Annual

Report and Interim Statement to ensure they are fair, balanced and

understandable. To support these reviews, the Committee has insight

from the fresh perspectives provided by the new external auditors,

Deloitte and this supported our review and challenge of the detailed

papers provided by management explaining and substantiating key

accounting policies and key areas of judgement and estimation.

These papers include the review of:

– the classification of non-underlying costs and the appropriate

disclosure of the policy

– supplier income recognition policy

– revenue recognition policy, specifically accounting for

subscriptions

– the accounting for, and disclosure of, joint venture veterinary

practices in addition to the accounting for capital contributions

– the appropriateness of Cash Generating Units (CGUs) and

appropriate disclosure of the judgements involved

– critical accounting judgements and estimates

– appropriate classification of line items in the cash flow statements

– recoverability of loans and investments

– appropriateness of Alternative Performance Measures (‘APMs’)

and Key Performance Indicators (‘KPIs’), ensuring they are

meaningful, balanced and explained appropriately

– climate-risk related disclosures including the Task Force on

Climate-Related Financial Disclosures (‘TCFD’) and CFD.

– the Group’s distributable reserves position in advance of the

declaration of interim and final dividend

– the Group’s tax policy

– the Group’s treasury policy

To protect the interests

of shareholders.

Zarin Patel

Chair, Audit and Risk Committee

Pets at Home Group Plc Annual Report and Accounts 2025

Audit and Risk Committee Report continued

Ongoing viability

The Committee has reviewed and challenged the Longer-Term

Viability Statement (‘LTVS’) and going concern basis of preparation

in advance of its approval by the Board.

In considering viability overall, the Committee reviewed the Group’s

strategic plan with particular focus on the key assumptions in relation

to revenue, cost growth and cash flow management. Sensitivities to

these key assumptions were reviewed based on the impact of the

Group’s principal risks, individually and conflated, as set out on pages

21 to 29. The review includes the consideration of the impact of wider

macro-economic factors including normalising pet ownership trends,

low consumer confidence and recessionary impacts, competition,

current geopolitical tensions, continuing issues throughout our

global supply chains and climate change and the likely outcome of

the Competition and Markets Authority (‘CMA’) investigation of the

veterinary sector, as well as the potential impact of climate change

and CFD as set out in our TCFD scenario analysis. As noted above, we

have also considered the potential impacts of emerging new tariffs on

our supply chain, albeit it is too early to reach any firm conclusions.

The Committee is satisfied that it is appropriate for the Group to

continue to adopt the going concern basis in preparing the Annual

Report and Accounts of the Group and, further, that the Longer-Term

Viability Statement on page 30 is appropriate.

Significant matters and judgements

The Committee considered the significant matters in the year,

considering in all instances the views of the Company’s external

auditor. The Committee has assessed the principal risks and emerging

risks, and considers the key financial risks within the financial

statements to be the carrying value of goodwill and Parent Company’s

investment in subsidiaries, accuracy of supplier rebates in addition

to the assessment of control over Joint Ventures.

The assessment of control over Joint Ventures is now considered

to be a critical accounting judgement. This is not a change in the

judgement itself which remains unchanged.

Matter Nature of the risk How the risk was addressed by the Committee

Carrying value

of goodwill and

Parent Company’s

investment in

subsidiaries

The Group holds a significant goodwill balance,

and the Company holds significant investments

in subsidiary companies. There are several factors

that could impact on the future profitability and

cash flows of the business, such as the increasing

threat of competition in the pet sector, changes

in consumer and market behaviour, and changes

in the broader macro-economic environment

(including inflationary and recessionary pressures

and emerging tariff changes) and there is a risk that

the business will not meet the required financial

performance to support the carrying value of the

Group and Company’s intangible assets and the

investments in subsidiary companies.

Reference to financial statements; note 1.16 on

page 89 and note 13 on pages 105 to 107.

The Committee reviewed and challenged management’s process for testing

goodwill for potential impairment, allocation of goodwill across CGUs or

groups of CGUs, and ensuring appropriate sensitivity analysis and disclosure.

This included challenging the key assumptions within each group of CGUs:

principally cash flow forecasts, growth rates and discount rates, and comparing

the Group’s value in use to its market capitalisation. This review considered the

normalising pet ownership trends, low consumer confidence and recessionary

impacts, current geopolitical tensions, supply chain security, and climate

change and the likely outcome of the CMA review of the veterinary sector on

the Group’s financial performance and future cash flows and therefore the

carrying value of the Group and Company’s intangible assets.

The Committee also reviewed the external auditor’s work and conclusions

and the key assumptions they tested, and the evidence they used in reaching

their conclusions.

The Committee is satisfied that there is no impairment to the Group’s goodwill

balance or the Company’s investment in subsidiaries and that there is

appropriate disclosure in the financial statements.

Accuracy of

supplier rebates

A proportion of overrider income is based on

arrangements which are not coterminous with the

Group’s financial period, instead running alongside

the calendar year which means an element is

estimated based on forecast volumes.

Supplier rebate policy; note 1.19 on pages 91 to 92.

The Committee reviewed and challenged management’s supplier income

recognition policy including an assessment of the judgements applied in

the recognition of overrider income relating to the calendar year 2025. The

Committee is satisfied that the level of overrider income recognised in the

period is appropriate.

Assessment

of control over

Joint Ventures

Whether the level of an individual Joint Venture

veterinary practice’s indebtedness to the Group,

particularly those with high levels of investment

or indebtedness, implies that the Group has the

practical ability to control the Joint Venture, which

would result in the requirement to consolidate.

Reference to financial statements; note 1.4 on page

85 and note 1.22 on pages 92 to 93.

The Committee has continued to monitor the process and controls around

extending financial support to Joint Venture veterinary practices, and the

recoverability of those loans and investments.

We have also continued to review whether the level of practice indebtedness,

or any other factors, infers control to the Group of a practice, and whether this

challenges the existing accounting treatment.

The Committee is satisfied the Group does not control the individual Joint

Venture veterinary practices.

Ensuring a fair, balanced, and understandable Annual Report

and Financial Statements

The Board is required to provide its opinion on whether it considers

that the Group’s 2025 Annual Report and Financial Statements,

taken as a whole, are fair, balanced and understandable and provide

the information necessary for shareholders to assess the Group’s

position and performance, business model and strategy. During

2025 the Committee considered the many components of business

performance to ensure it had a full understanding of the operations

ofthe Group.

Key matters considered by the Committee include:

– reviewing, understanding and supporting the key judgements

taken and estimates made and ensuring transparent disclosure

– ensuring an appropriate balance of GAAP and non-GAAP financial

measures, reconciliations and rational for using Alternative

Performance Measures

– considering each element of fair, balanced and understandable

to ensure reporting was comprehensive, in compliance with

accounting standards and other regulatory requirements

Strategic Report Governance Financial Statements

The Committee has concluded that the disclosures, as well as

processes and controls underlying its production, were appropriate

and recommended to the Board that the Annual Report and Financial

Statements are fair, balanced, and understandable, while providing

the information necessary for shareholders to assess the Group’s

position and performance, business model and strategy.

Climate change disclosures

Climate disclosures and emissions reporting is an area which is

complex and continually evolving. Committee members have received

professional guidance and training in relation to the expected future

reporting landscape, with particular focus on upcoming Task Force on

Nature-Related Financial Disclosures (‘TNFD’) disclosure requirements,

the associated LEAP assessment and the Transition Plan Taskforce

(‘TPT’), and aligning with the new standards (IFRS S1 and S2) released

by the International Sustainability Standards Board (‘ISSB’) which have

not yet been endorsed in the UK.

The Committee have worked with the Sustainability Committee to

continue to support the development of the Group’s climate risk

scenario planning and reporting in relation to Task Force on Climate-

Related Financial Disclosures (‘TCFD’) and the related considerations

in the Group’s going concern and longer-term viability assessment,

including reviewing the commitments published by the Group.

The Committee have supported the re-appointment of Deloitte to

perform limited assurance over selected GHG emissions metrics

Scopes 1, 2 and limited Scope 3 this year.

Risk management systems and internal controls

Risk management and the system of internal control are the

responsibility of the Board. It ensures that there is a process in

place to identify, assess and manage significant risks that may affect

achievement of the Group’s objectives and that the level and profile

of such risks is acceptable (based on the Board’s risk appetite).

The processes have been in place for the year under review and

up to the date of approval of the Annual Report and Accounts.

The Committee provides oversight and challenge to the assessment

of principal risks as set out on page 20. The Committee has continued

to monitor and challenge the control environment of the Group

including its general risk management, risk register and internal

controls processes, as well as emerging and evolving risks considering

the presence of key risk factors. This has included assessment

of the likelihood and impact of principal risks materialising, and

the management and mitigation to reduce the likelihood of their

incidence or their impact. The Committee explores specific principal

and corporate risks of the Group in detail, inviting the management

team to discuss the risks, mitigations and further proposed actions.

In 2025 the key topics covered in deep dives were cyber security,

data privacy, business continuity planning, the pace of replacing

ageing technology assets as well as health and safety.

During the year the Executive team have refreshed the risk

management process ensuring new divisional leaders have clearly

framed the risks in the context of the current economic backdrop,

have articulated their risk appetite more precisely and set up regular

monitoring of mitigations and the acceptability of residual risks

carried by the Group. Skills in the central risk team have also been

strengthened under the leadership of an experienced manager and

the recruitment of a professionally qualified risk professional. Taken

together this will better support the Committee’s work on effective

risk management.

The Group’s principal risks and uncertainties are set out on pages 21

to 29. The three lines of defence governance model is set out on

page 19 along with the Board’s risk management process.

The Committee has monitored the progress of the internal controls

enhancement project which has progressed well, being focused

on improving the internal control environment whilst adapting to

changes to the UK Corporate Governance Code.

The material controls have been defined and the control gaps and

areas which require further remediation are being worked through.

The principal risks have been considered and cascaded down to the

material controls.

Most core business processes and related risks and controls have

been documented. Key processes have been assigned to business

owners and recommended actions to improve control weaknesses

and the maturity of the control environment are being implemented.

These relate to the retention of evidence, segregation of duties and

the formality and consistency of control operation. We continue to

have a strong focus on IT controls where the initial documentation

is substantially complete, and our work continues to be focused on

control improvements. In line with the FRC recommendations, the

focus has also broadened to include non-financial controls, including

business processes and controls across cyber security, pet welfare

standards as well as data as an asset and data integrity. We have

agreed our audit and assurance policy to guide the Committee’s

work in assessing effectiveness of material internal controls and

implemented enhanced first and second lines of defence.

Information security and business critical systems, including cyber

security risk, continues to be one of the Group’s Principal Risks and

an area we remain vigilant over given the increasingly complex

nature of cyber attacks. We continue to review and improve our cyber

protection approach, test and refine our incident response processes,

including incident rehearsals strengthening the underlying framework.

We are also reviewing our business continuity and disaster recovery

capabilities in order to identify improvements in these areas.

The Committee has reviewed the effectiveness of data protection

policies, training plans and compliance.

AI is being used increasingly across the business to enhance

efficiency, support innovation and improve the consumer experience.

It brings complex risks and requires controls and guardrails over

development, deployment and performance. The Committee has

overseen the development of the AI governance framework, which is

a material control framework, to ensure the framework is appropriate

and the Acceptable Use Policy has been appropriately rolled out

across the Group.

The Committee has reviewed health and safety performance reports

twice in the year, including strategies and action plans developed by

management. The Committee has also reviewed the effectiveness

of the Group’s whistleblowing procedures, and incident reports are

reviewed regularly. Compliance with codes of conduct and culture

and other key policies such as anti-bribery and corruption, anti-money

laundering, and compliance with the Companies Act are conducted

on an ongoing basis.

The Committee has reviewed the fraud effectiveness framework and

the profit protection framework, including an update on the business

assessment of fraud risks.

The Committee has continued to monitor the progress and delivery

of major projects throughout the year including the digital platform

and capability (Project Polestar), the pilot phase of the new practice

management system within the Vet Group (Project Darwin) and the

completion of the transition of our multichannel operations to our new

distribution centre in Stafford (Project Spice), building on the lessons

learned analysis carried out by the Board in relation to the transition

of our store operations to Stafford. During the year the Committee

appointed an independent and deeply experienced leader to provide

assurance over the delivery of Project Darwin and to embed more

rigorous disciplines over transformation programmes following the

lessons learnt analysis.

The Committee has also performed risk reviews with management

on several risk areas in the year including a review of treasury policy,

ensuring it remains appropriate for the Company, and has overseen

the adequacy of insurance coverage over material risks for the Group,

and the maintenance of appropriate standards of pet welfare.

Audit and Risk Committee Report continued

Pets at Home Group Plc Annual Report and Accounts 2025

Audit and Risk Committee Report continued

The Board, through the Audit and Risk Committee, are satisfied

that the internal control framework is effective but acknowledges

that the Internal Controls project is progressing to enhance the risk

management process and internal financial controls, which both the

Board and Committee will continue to monitor in FY26.

Internal audit

The internal audit function is independent and has a direct line of

report into the Committee, and is an important part of the independent

assurance processes within the business. A number of audits are

outsourced to PwC, as part of our co-source agreement in order to

ensure the team have adequate resource and appropriate expertise.

The Committee reviews and approves the internal audit plan every

year which is developed to address principal and corporate risks across

the business as well as reviewing core governance, financial and

commercial processes. We use the varied experience of the Committee

members to ensure assurance is focused on all the right issues.

The Committee reviews the reports and recommendations in detail

and monitors management’s responsiveness to the findings and

recommendations to ensure action is taken in a timely manner to

improve the control environment.

The Head of Internal Audit attends each Committee meeting,

updating on progress against the audit plan, reporting on any key

control weaknesses identified and progress against mitigating actions.

This year, ahead of the next External Quality Assessment of Internal

Audit and the new Global Internal Audit Standards and the UK Internal

Audit Code of Practice, the Committee made a number of changes to

strengthen the function. Firstly risk management was separated and

put under the leadership of a more senior and experienced manager

(see risk section above). We also rotated PwC’s internal audit lead to

bring in a new leader with fresh perspectives and experience from a

broader range of sectors who will bring more insight and challenge

to the work of internal audit. We have also appointed a new Head of

Internal Audit to bring in stronger leadership and audit experience.

During the year the internal audit team performed internal audits

over risk areas covering Strategic, Operational, Financial, and Legal

and Compliance.

Strategic audits covered the implementation and continued

enhancements in relation to the new digital platform (Project

Polestar). The requirements for the level of assurance over the

new Vet Group Practice Management System (Project Darwin) and

Vet Group consumer data (Project Wallace) will be developed into

FY26. We have ongoing embedded assurance within major strategic

projects to report back to the Board and Committee on key risk

themes. Following recommendation by the Committee, the Board has

carried out a lessons’ learned analysis in relation to transition of our

distribution centre (Project Spice) which has been taken on board in

the planning for the transition of the multichannel operations.

Operational audits included an in-depth best practice review of the

business continuity scenarios and framework, review of the efficiency

around retail transport and logistics and a review of critical cyber and

information security suppliers.

Legal and regulatory compliance audits included a review of the

whistleblowing policy, including benchmarking against best practice

framework and a review of the health & safety framework.

All reports, related findings and recommended actions have been

discussed by the Committee and are tracked to completion.

Over the next three years the internal audit plan will focus on culture,

data governance, pet welfare, supply chain resilience, discounting

refunds and assurance for the key strategic projects in place including

enhancements in relation to the new digital platform (Project Polestar)

and development of the Vet Group consumer data (Project Wallace).

The plan will be reviewed every six months to ensure it remains

flexible and aligned to the timing of business priorities and key

strategic projects. In FY26 the Committee will also carry out a review

of the activities and effectiveness of the internal audit function to

meet the requirements of the internal audit plan.

External audit

Following the audit tender conducted in 2024 Deloitte have been

appointed auditors for the financial year ended 27 March 2025.

A formal handover process was undertaken to ensure an effective

transition from KPMG to Deloitte. Deloitte presented their transition

plan, and audit strategy, plan and risk assessment at the September

2024 ARC meeting, following their official appointment at the AGM

in July 2024. A competitive tender process will be carried out within

10 years of their appointment. The Committee reviewed and

approved the FY25 external audit fees.

Deloitte carried out a review of the interim reporting and presented

their audit findings to the Committee, identifying their consideration

of the key audit risks for the year and the scope of their work. These

reports are discussed throughout the audit cycle.

Deloitte have brought a fresh pair of eyes to our key financial risks,

accounting policies and the Annual Report and Financial Statements,

which the Committee has valued and endorsed the choice of new

auditors in 2024. They have also improved audit quality by using

advanced analytics applications in a number of areas. This improves

coverage of audit to a substantial portion of high volume transactions

as well as predictive analysis to better identify exceptions on which

audit effort is directed.

Deloitte also attend the Committee meetings and meet separately,

without management present, to discuss any matters in detail.

Deloitte have been re-appointed to perform the limited assurance

review over selected ESG metrics this year.

External auditor’s effectiveness

The Committee considered the quality, effectiveness, independence,

and objectivity of the external auditors through the review of all reports

provided, regular contact and dialogue both during Committee

meetings and separately without management. The Committee also

considered the firm’s Audit Quality Indicators such as experience

of the audit team and their sector and PLC experience, reviewing

FRC’s Audit Quality Inspections, ICAEW reviews and firm wide Quality

Management Systems. The Committee was satisfied that taken

together Deloitte had performed their audit effectively, efficiently

and to a high quality. The FRC carried out an Audit Quality Review

of KPMG’s audit of the Company for the year ended 28 March 2024

and discussed the detailed findings with the Committee Chair.

As this is Deloitte’s first year as auditors, a survey will be conducted

across Committee members, management, and members of the

finance and IT teams in Autumn 2025, to assess audit quality and

effectiveness. The questionnaire will focus on the effectiveness of the

first year audit compared to expectations set during the audit tender

process, as well as overall audit quality.

Strategic Report Governance Financial Statements

Audit and Risk Committee Report continued

Auditor independence

Maintaining the objectivity and independence of the external auditors

is essential. The Committee has taken appropriate steps to ensure that

the Company’s external auditors are independent of the Company

and obtained written confirmation from them that they comply with

guidelines on independence issued by the relevant accountancy and

auditing bodies.

Additional non-audit services provided by the auditors may

impair their independence or give rise to a perception that their

independence may be impaired. The Group has a policy in relation

to the provision on non-audit services that is aligned with the FRC’s

2024 Ethical standard to provide further clarity over the type of work

that is acceptable for the external auditors to conduct. The policy sets

out the process required for approval and a cap to the total non-audit

fees for permitted services (at 70% of the audit fee). The policy was

last reviewed in the year ended 27 March 2025.

Audit and non-audit fees paid to Deloitte in the year were £1,701,000

and an analysis is presented in note 3 to the consolidated financial

statements. Non-audit fees represent 8% of the audit fee. Non-audit

services provided by the external auditors during the 2025 financial

year comprised audit related assurance services, in the form of an

independent review of the interim financial statements, assurance over

selected ESG metrics and a financial covenant compliance certificate.

The Committee concluded that the provision of such services

was appropriate given that they were closely related to the

work performed in the external audit process and, for reason of

effectiveness and efficiency, it was considered advantageous to

engage the external auditors due to their knowledge and expertise.

Resolutions to re-appoint Deloitte as auditors and to authorise the

Directors to agree their remuneration will be put to shareholders at

the Annual General Meeting that will take place on 10 July 2025.

What we will do in 2026

The Committee will continue to carry out its responsibilities as set out

in the terms of reference and has an annual plan for meeting agendas.

Particular areas of focus in FY26 will include:

– monitoring emerging and maturing risks,

– continuing to develop our internal controls framework and monitor

progress of the internal controls project ahead of our compliance

date of March 2027

– ensuring the Company maintains an audit and assurance policy,

which provides a framework as to how the Company is obtaining

assurance on reporting beyond that required by the statutory

external audit. The policy will be based on the identified principal

risks and material controls

– monitoring and building our fraud policy and conduct an annual

fraud effectiveness review across the business.

– reviewing the progress and delivery of major strategic projects

– reviewing the development of the data protection framework

and data compliance programme across the business and carry

out a regular review of the responsible AI governance framework,

ensuring it remains appropriate as our understanding of AI

continues to evolve

– review and assessment of the internal audit plan to ensure it is

aligned to the principal risks of the business

In conjunction with the Sustainability Committee, we will:

– review the content, integrity and completeness of external

statements and disclosures about sustainability activity, prior

to Board approval, including information to be included in the

Annual Report, and mandatory or voluntary disclosures in line with

recommended practice and regulatory requirements. This will

include assessment of new reporting standards such as the TNFD

and publication of climate transition plans in line with stakeholder

expectations assess and challenge the material climate related

risks including the Scope 3 impact on supply chains, and the

delivery risks in Net Zero transition plans for products and

services. Linked to the audit and assurance policy the Committee

will review the requirement for extended external assurance

of sustainability related matters, and as necessary, appoint

external parties to provide assurance on relevant reporting.

We are also reviewing our approach to pet welfare in regard

to our audits, pet health data and colleague enquiries, as set

out in the Sustainability Committee report on pages 47 to 48.

Where requested by the Board, the Committee will ensure that a

robust assessment of the principal and emerging risks facing the

Company has been undertaken (including those risks that would

threaten its business model, future performance, solvency or liquidity)

and provide advice on the management and mitigation of those risks.

Audit Committees and the External Audit: MinimumStandard

The Committee confirms that for the year ended 27 March 2025,

it has complied with the Audit Committees and the External Audit

Minimum Standard (‘the Standard’). The Committee in conducting

its recent audit tender in 2024 disclosed the criteria in the 2024

Committee Chair’s Report. Elsewhere in this report we have explained

how significant issues and accounting policies are considered, how

independence and objectivity is assessed and how audit quality is

actively monitored.

Further engagement

I look forward to seeing you at the 2025 AGM and if you wish to discuss

any aspect of this report, please contact me via our Company Secretary,

Ms Lesley Lazenby at companysecretary@petsathome.co.uk.

Zarin Patel

Chair, Audit and Risk Committee

28 May 2025

Pets at Home Group Plc Annual Report and Accounts 2025

Sustainability Committee Report

What we did in FY25

– Reviewed the net zero transition priorities and the role of carbon

mitigation and capture

– Approved the Vets for Pets antimicrobial stewardship guidance

documents

– Continued to focus on the monitoring and delivery of our high

standards of pet welfare across the Group

– Received an update on the Human Rights strategy including

progress resulting from the increased dedicated resource in this

important area

What we will do in FY26

In addition to our continued review on pet welfare, during FY26

we will focus on the implementation of the strategy:

– Agree additional measures to support the net zero transition,

in particular assessing an updated glidepath

– Review the effectiveness of the Groups’ charity strategy and

support of pet charities across the UK

– Evaluate specific areas of our People pillar where the

Sustainability Committee has oversight including diversity

and inclusion, community impact and human rights

Introduction and strategic approach

In my first year as Chair, I am pleased to present, on the behalf of

the Sustainability Committee, our report on our activity for the year

ending 27 March 2025. In my first meeting as Chair, the Committee

agreed to change its name from ESG to Sustainability. We felt that

Sustainability better captured the broader more holistic view of the

Company’s impact, better reflected the Company’s internal values

and purpose and our recognition that we can deliver competitive

advantage through our sustainability efforts.

The Committee oversees the governance of our sustainability strategy

‘Our Better World Pledge’ which has been in place for four years. Our

strategic approach to sustainability is organised around three pillars

of Planet, Pets and People where the Group has material impact and

creates value. We believe these pillars are the right way through which

to approach our responsibilities and align with our Group purpose, to

create a better world for pets and the people who love them.

In relation to the planet pillar, the strategy is focussed on the Group’s

response to the climate emergency and the increasing concerns

around bio diversity loss. This cuts across all areas of the business,

particularly the impacts of pet care products which make up the vast

majority of the Group’s Scope 3 emissions. This delivery of the SBTi-

approved carbon reduction targets and the transition to the 2040

net zero target are a key area of Committee discussion.

Recognising that the Group participates in a broad range of activities

and services involving pets, their welfare remains a central part of

the Committee’s focus and a standing item on every Committee

meeting agenda. The Committee maintains a regular review of pet

welfare governance and this was the main agenda item at the March

meeting . The Committee regularly reviews the Group’s policies and

procedures in relation to pet welfare in its retail business and supply

chain, and the development of its clinical governance framework in

the veterinary services business.

The Committee’s focus on people includes the approach to assessing

salient human rights risks across the operations and supply chains and

to diversity and inclusion.

The three management committees established five years ago to

support Our Better World Pledge strategy, have continued to meet

on a regular basis. Each of them is chaired by a Director and our

Sustainability Director also attends all of these meetings.

Committee membership

The Sustainability Committee, which meets at least three times a

year, is chaired by Garret Turley. Acknowledging the importance of

Sustainability to the Group, all five additional non-executive Board

members have been selected to attend the meetings.

The CEO Lyssa McGowan is the Executive member of the Committee.

In addition Lucy Williams, Chief People and Legal Officer, attends

in her capacity of being the executive member with sustainability

responsibility. Amy Whidburn, Sustainability Director also attends

each meeting.

A continued focus on

planet, pets and people.

Garret Turley

Chair of the Sustainability Committee

Strategic Report Governance Financial Statements

Highlights

A. Strategic progress

In addition to the focus on pet welfare, during the year the

Committee has reviewed a number of topics central to the

delivery of the Sustainability strategy:

Net Zero Transition

– At the July 2024 meeting the Committee reviewed and

discussed a thought provoking future facing paper which

painted a picture of the Pets business in 2031, the same date

as the delivery of the SBTi medium term carbon reduction

target. The paper described the key changes that would

have taken place to enable this successful transition. The

Committee discussed the balance between the current

priority of carbon reduction, via the eight net zero transition

priorities, and reliance on change in areas that are important

in the transition, but where the business has less direct

control. These indirect areas include consumer behaviour

change, investment in innovative technologies (over and

above our current investment in cultivated meat) broader

advocacy and lobbying in developments such as regenerative

agriculture and grid and transport decarbonisation. These are

challenges faced by many other businesses which is why we

continue to have an active involvement in industry bodies.

The Committee agreed to continue with the current focus on

the eight net zero transition priorities and to review our role

to support broader changes on a regular basis. A separate

and connected paper on carbon capture and mitigation

summarised the current nature based and technology based

solutions and provided a helpful summary of the current

landscape, over which we agreed to maintain a watching brief.

Leading in sustainable pet food

– Pet food is one of the eight net zero transition priorities and

a particular focus as it is a non discretionary purchase for pet

owners and has carbon and nature impacts. The Committee

meeting in March 2025 received an update on progress in

this area and was delighted that over 250 of our own brand

complete cat and dog food products, representing over 65%

of own brand complete cat and dog food sales have been

carbon footprinted. These insights are now being used to

support reformulation of existing ranges and inform new

product recipes and new product listings. Sustainable pet

food has, for the first time, been included as a module in

nutrition training for colleagues. This enables our colleagues

to have informed discussions with pet owners who are

interested in including sustainability considerations into

the nutrition choices for their pets.

Human Rights

– The second Committee meeting in September 2024 received

the annual update on the Human Rights strategy along with

the approval of the annual Modern Slavery Act statement.

Additionally, a supplier exit policy was reviewed and approved.

The Committee received an update on the work and progress of

the Ethics and Sustainability lead who had been appointed to

the Hong Kong Sourcing Office during the year. The strategy of

prioritising in house audits of all of our own brand existing and

prospective tier one factories was discussed and agreed. The

results of his initial 24 visits were also discussed. The subject

of relative risks by geographic region was explored and it was

agreed that the Committee would continue to monitor the

effectiveness of the current approach and additional resource

in the context of the sourcing strategy. The Committee

welcomed the additional colleague training that had been

undertaken and the integration of ethical audits with the

onboarding of new suppliers.

Antimicrobial Stewardship

– This critical one health topic was reviewed at the September

2024 and March 2025 meetings. Detailed guidance has been

developed for practice owners and data monitoring is now

in place. The Group will also continue to play an active role in the

RVC Vet Compass project on antibiotic usage in cats and dogs.

Pet Governance

– This Committee received a detailed update from the

Veterinary Service Director (VSD) on Pet Governance in

relation to pets that we sell in our pet care centres. The

Vet Services team are reviewing our approach to pet

welfare including our store and breeder audits, our ongoing

monitoring of pet health data and responding to colleague

enquiries and requests for advice in relation to pet health.

The Vet Services team will make recommendations on

opportunities to further improve our data capture and

audit approach and our supply strategy for live pets.

The Committee will continue to receive regular updates

on this important area

B. Embedding the refreshed strategy

In the second year of the implementation of the refreshed

strategy it has continued to be important to embed the delivery

into relevant teams across the organisation:

– The Executive Management Team continued to have a

proportion of their annual bonus dedicated to sustainability

performance. The Committee agreed that this would be

measured by the FY25 milestones being achieved across each

of the 12 Sustainability targets.

– From a broader colleague perspective, the sustainability team

have brought together the ‘planet champions’ across the

business, a movement of colleagues who have volunteered

to support the planet activities in their own pet care centres,

vet practices or offices

– The volunteering programme called ‘Our Better World Pledge

Days’ has been successfully bringing teams together to

participate in community activities that have a positive

impact on planet, pets or people, bring the strategy to life

at a local level.

C. Governance and Controls

Governance and Controls continue to be reviewed in relation to

the strategy:

– At the July meeting the Committee reviewed the developing

regulatory landscape with a particular focus on TNFD, TPT

and ISSB requirements.

The latest Terms of Reference for the committee can be found

on the Pets at Home Group investor website.

Garret Turley

Chair of the Sustainability Committee

28 May 2025

Sustainability Committee Report continued

Pets at Home Group Plc Annual Report and Accounts 2025

TCFD Statement

Introduction

Pets at Home recognise the climate emergency poses risks and opportunities to our strategy and operations. To that end, sustainability and

climate change is featured as a principal risk within our Annual Report (see page 23). Pets at Home is required to comply with the reporting

recommendations of the TCFD (as set out in Listing Rule LR 6.6.6R (8)). This report also meets the requirements for Pets at Home to comply

with CFD, a part of the Companies Act.

In this section, we outline our approach to climate-related risks and opportunities, which our scenario analysis concludes will likely present

over the long term which we define as between five and 20 years.

Our disclosures are consistent with the TCFD’s four elements, and its 11 recommended disclosures, in line with the TCFD ‘Guidance for All Sectors’

(LR 6.6.6R (8)). Please see the table below for a cross-reference index of these requirements and where to find them.

Reporting boundaries and ‘Net Zero’ definition

To encompass our unique business model Pets at Home Group deviates from the standard GHG protocol guidance on defining reporting

boundaries for reporting of Scope 1, 2 and 3 carbon dioxide equivalents (CO

e). In addition to taking an operational control boundary for our

retail business, we include our Joint Venture veterinary practices into our reporting boundary. This also differs from our accounting approach

which is detailed in the critical accounting judgements in note 1.22 on page 92.

The decision was made that Joint Venture veterinary practices would also be in scope of emissions reporting as there are no separate meters

installed for vet practices which are located within the same building envelope as retail units. This same rule was applied to standalone Joint

Venture practices to ensure consistency of approach.

Where used across this statement and all other areas of corporate reporting the term ‘Net Zero’ refers to our SBTi approved, 2040 target.

i.e. we commit to reduce absolute Scope 1, Scope 2 market based and all Scope 3 GHG emissions by 2040 from a 2020 base year.

Please see our standalone Sustainability Report for more details on our Net Zero plans.

TCFD index

TCFD elements TCFD recommended disclosures

Cross-reference

(page numbers)

Governance

(a) Board oversight 50

(b) Management’s role 50

Strategy

(a) Climate-related risks and opportunities 52-54

(b) Impact on the organisation’s business, strategy and financial planning 51,54

Risk management

(a) Risk identification and assessment processes 56

(b) Risk management process 56

Metrics and

targets

(a) Climate-related metrics in line with strategy and risk management process 57

(b) Scope 1, 2 and 3 GHG metrics and related risks 57-59

Strategic Report Governance Financial Statements

TCFD Statement continued

Governance

Disclosure requirement Description of progress

a) Describe the Board’s

oversight of climate-related

risks and opportunities

The Board led by the Chair, Ian Burke, has ultimate responsibility for the Group sustainability and climate change

strategy and ensuring that it creates mutual value for stakeholders. Oversight of climate change strategy is a matter

reserved for the Board, via the Sustainability Committee. Oversight and management of climate-related risks and

opportunities occur at several levels in the organisation. At every level the reporting lines flow up to the Board.

– The Sustainability Committee comprises all Non-Executive Directors and the Chief Executive and Chief Financial

Officer and is chaired by a Non-Executive Director. This Committee has a standing climate change item on every

agenda. The Committee meets at least three times a year and receives a written update on climate change and

environmental matters at every meeting and an in-depth review on an annual basis. The regular update includes

a review of sustainability risks and the status of climate-related projects and initiatives. The in-depth review

includes a progress update against the 2030 and 2040 carbon reduction targets vs a 2020 base. For example,

in March 2025 the Sustainability Committee received an update on the initiatives in the planet pillar which

included all eight net zero focus areas. Scope 1 and 2 emissions are updated in full on an annual basis and the

forward forecast is refreshed.

– Climate-related skills and experience are included in the skills matrix of the Board of Directors included in the

Annual Report on page 50. The Board provides challenge to the Executive Management Team on progress

against the goals and targets of the climate strategy and ensures the Group has an effective risk management

system in place. This is principally governed via two main Committees: the Audit and Risk Committee and the

Sustainability Committee.

– Climate change has been made a standing agenda item at every Board meeting since December 2022.

Across FY25, the Board made decisions relating to our climate-related risks and resilience strategy. Examples include:

– The review of our approach to carbon mitigation and carbon capture investments resulted in the decision

to retain our relatively small scale approach which mitigates the impact of residual buildings carbon from

gas in some buildings where it is not economic to remove it and the decision to focus investment and

management focus on carbon reduction activities while keeping a watching brief on developments in

the carbon capture market.

Disclosure requirement Description of progress

b) Describe Management’s

role in assessing/managing

climate-related risks and

opportunities

The Chief Executive Officer has overall responsibility for climate change and sustainability topics.

– The Chief Executive Officer is supported by the Sustainability Director and Executive Management Team to

develop and implement the strategy through a number of management committees. Each committee is chaired

by a Director. Our Better World Pledge (‘OBWP’) strategy includes climate strategy as a key pillar. Progress

towards delivering this strategy is discussed and updated at the Executive Management Team meeting on a

regular basis.

– In FY24 and FY25 our remuneration policy included linking an element of remuneration to sustainability-related

objectives, 10% of possible bonuses for C-Suite, Directors and Managers is linked to the performance milestones

of the Group against 12 Sustainability metrics, 5 of which related to climate change. These are detailed in Table 3

in the metrics and targets section c on page 60.

As shown in chart one, the management of climate change projects is the responsibility of two principal committees:

1. T he Climate Change and Waste Committee meets every six to eight weeks and is responsible for developing

and implementing the business strategy relating to operational environmental impact, including the vet

business. This includes Scope 1 and 2 energy and carbon emissions for buildings, transport logistics, and waste

management.

2. The Responsible Products Committee meets every six to eight weeks and is responsible for developing the

strategy for managing the value chain environmental and ethical impacts of our products. This includes

human rights, circularity and waste, packaging, raw materials, and Scope 3 emissions of product ingredients,

manufacturing, use and disposal.

Each committee is responsible for climate-related risk mitigation, idea generation, operational delivery, project

management, KPI development, and progress tracking.

Pets at Home Group Plc Annual Report and Accounts 2025

BoardOther Management

Plc Board. Responsible for the overall leadership of the Group including matters of Governance, Reputation, Environmental and

Social Sustainability.

Group Risk Manager and Business Risk Champions. Consider climate-related risks and opportunities that impact the operations and

strategic priorities within their relevant business area.

Executive Management Team. Responsible for identifying climate-related risks within their business function and delivering

the Climate Strategy.

CEO. Accountable

to the Board for the

implementation of the

Climate Strategy.

Sustainability Director.

Responsible for Climate

Strategy development and

subject matter expert.

CFO. Accountable to

the Board for integrating

climate-related metrics

and targets into business

decision making and

reporting.

Head of Internal Audit.

Provides objective assurance

to the Board and Audit

and RiskCommittee on the

effectiveness of the Risk

Management Framework.

Sustainability Committee. Reviews and monitors the

Group’s approach to Environmental, Social and Governance

topics. Climate change is a key component of this.

Climate Change and Waste Committee. Responsible for

consideration of climate related risks and opportunities that

impact our business operations.

Responsible Products Committee. Responsible for climate-

related risks and opportunities that impact products and broader

supply chains.

Audit and Risk Committee. Reviews and monitors the Group’s

Risk Management Framework which includes climate-related

risks. Oversight of internal and external financial and non financial

climate-related information.

The chart above shows the key committees, forums and individuals with responsibility for climate-related matters. All of these committees and

individuals report up to the Board. Escalation procedures are in place to enable responsibilities to be met.

Chart One : Oversight and Management of Climate Related Risks

and Opportunities

Strategy

Strategic overview and context

Our business purpose is ‘to create a better world for pets and the people who love them’. Sustainability is placed at the heart of our vision

‘to build the world’s best pet care platform’. Our sustainability strategy ensures that we are prioritising actions that will make a material impact

and create a commercial advantage. Within the ‘Planet’ pillar of our sustainability strategy we are focused around the delivery of our Science

Based Targets initiative (SBTi) approved near-term (2030) and long-term net zero (2040) emissions reduction targets. We have a goal ‘to make

pet care environmentally sustainable’ and plan to achieve this by prioritising making pet food sustainable, which is the most important and

complex of our carbon reduction pathways. Making pet care environmentally sustainable is our strategy to manage and mitigate climate risks

and develop climate resilience over the long term. In addition, we see environmentally sustainable pet care as an opportunity to be leading

and gain commercial advantage, through increased customer revenue and market share from Pets at Home leading the market for

environmentally sustainable pet care, in a warming world.

In 2022, we conducted a qualitative scenario analysis to review climate-related impacts. We developed three customised scenarios, each rooted

in prevailing scientific evidence (see: information box 1), and during a series of internal workshops reviewed climate-related impacts across our

short, medium, and long-term time horizons (see information box 3). These time frames have been selected because of the alignment with our

business processes, cycles, strategic goals and SBTi approved emissions reductions targets (see information box 2).

The scenario analysis identified the high-level risks which were subjected to materiality review and discussed with the Board. These scenarios

were selected because they were connected to the key elements of our business that drive our financial performance: the operation of our UK

retail and vet estate and supporting logistics infrastructure, the supply chains for the pet care products that we sell through our omnichannel

platforms and the long-term sustainability of pet ownership in a warming world which could impact pet numbers, pet breeds being better or

less well suited and changing health factors. We have grouped the risks into three over-arching categories under which the high-level risks now

sit: ‘physical risks,’ ‘transition risks’ and ‘declining pet ownership in a warming world’. The first two sit together under our Group principal risk of

Sustainability and Climate Change, the third is categorised as an emerging risk. This third risk is monitored via the Group watch list of emerging

and developing threats, where the timeline, impact or potential mitigation is not yet clear. In line with best practice we plan to repeat our

scenario analysis in 2025.

These risks and our analysis are summarised in information box 3.

TCFD Statement continued

Strategic Report Governance Financial Statements

TCFD Statement continued

Information box 1 – a qualitative scenario analysis was conducted in 2022, this information box summarises the underlying

assumptions used to develop these scenarios

Climate-related

scenario

Scenario

analysis coverage

Temperature

alignment of scenario Parameters and assumptions

Physical and

transition scenarios

Full Value Chain 1.5˚C Action taken has achieved the aims set out in the 2015 Paris Agreement

to limit climate change to below 1.5˚C of pre-industrial levels, but with

significant shifts in policy, cost and consumer behaviours. The scenario

was developed by incorporating scenarios which are rooted in prevailing

scientific evidence. Specifically:

– Representative Concentration Pathway (RCP) 2.6

– Shared Socioeconomic Pathway (SSP) 1

– PRI Inevitable Policy Response (IPR): 1.5C Required Policy Scenario

Physical and

transition scenarios

Full Value Chain 2˚C Not much has changed from today. Some action has been taken, but it’s

very much business as usual. Uncertainty increases, and impacts of a

changing climate manifest themselves in vulnerable parts of the world.

The scenario was developed by incorporating scenarios which are rooted

in prevailing scientific evidence. Specifically:

– RCP 4.5

– SSP 2

– PRI IPR: Forecast Policy Scenario

Physical and

transition scenarios

Full Value Chain 3˚C Economies around the world have continued to be powered by fossil

fuels. As a result, the planet is in crisis and well past the point of no return

by 2030. Global warming has accelerated and changes in climate are

all around, tangible and, in some cases, catastrophic. The scenario was

developed by incorporating scenarios which are rooted in prevailing

scientific evidence. Specifically:

– RCP 6.0

– SSP 5

Information box 2 – time horizons

The following time horizons have been used:

Time period Years Reason

Short 0 to 2 years Aligns to our business financial forecasting cycle

Medium 2 to 5 years Aligns to our strategic planning cycle

Long 5 to 20 years Longer term captures the transition and physical risks and opportunities and aligns to our long-term

carbon reduction targets

Information box 3 – risk summary

Time frame Scenario

Risk Short Term

0–2 years

Medium

Term 2–5 years

Long Term

5–20 years 1.5/2°C 3°C

Physical Unlikely Unlikely Likely Probability: Low Moderate

Impact: Minor Moderate

Transition Unlikely Unlikely Likely Probability: Moderate Low

Impact: Major Minor

Declining pet ownership in a warming world Unlikely Unlikely Likely Probability: N/A

see page 54

Emerging

Impact:

The impact of these climate-related risks on our businesses and strategy are further disclosed in the following tables. Our initial assessment has

identified that in the long term there could be material financial impacts which have been included in the risk summaries below.

Pets at Home Group Plc Annual Report and Accounts 2025

TCFD Statement continued

TCFD Strategy Disclosure requirement sections a and b: Description of climate-related risks and opportunities identified and

their impact on business, strategy and financial planning.

Description of risk:

Cost of repair and/or loss

of revenue from assets and

supply chain disruption.

Extreme weather events

affecting continuity of

own operations, supply of

products and sales (stores,

distribution centres, vet

practices) and disrupting

supply chain sourcing

(raw material sourcing and

supplier operations).

Business impact:

Modelling of our UK sites indicates that the

vast majority are not located in areas of flood

risk. While we have observed weather events

increase in severity and frequency over recent

years, operational impacts have been limited

and further incidents in the short and medium

term can be managed within the framework and

cost of existing controls.

The majority of our pet food is sourced from

the UK. Initial assessment of raw material and

manufacturing exposure to risk of extreme

weather events in the short and medium term

is assessed as low. Further work is required to

understand long-term impacts on UK farming

and raw material availability.

Our accessories ranges are predominantly

sourced overseas. Initial assessment of raw

material and manufacturing exposure to risk of

extreme weather in the short and medium term

is assessed as low. Further work is required to

understand long-term weather-related impacts

from the 2030s onwards.

Proximity:

Long term (five to 20 years)

Risk rating before mitigation:

Probability: Moderate

Financial Impact:

Minor – Moderate

Across the short/medium

term business impacts are

expected to be low. However,

in a 3C scenario we expect

these impacts to increase

in the long term and our

broader supply chains could

be vulnerable.

Risk management and mitigation actions:

– Ongoing assessment of climate-related

weather vulnerabilities in relation to our

operations, suppliers and raw materials.

– Monitoring the frequency and severity

of climate-related weather events.

– Regular review of business continuity

plans for the distribution centre.

– Conducting climate risk reviews

proactively ahead of decisions to locate

new operational infrastructure or select

new suppliers.

– Continuing to strengthen our long-

standing relationships with key suppliers

and freight partners.

– Maintaining sourcing location flexibility,

across the medium to long term, to

switch supply lines away from areas

of emerging risk, including review of

weather-related risk when new sourcing

locations are being considered.

Description of risk:

Increase in the cost

ofdoingbusiness.

Operational and value

chain decarbonisation

– inability to efficiently

transition our value chain

and products and services

to low carbon models.

Possible introduction

of more stringent

environmental regulation

has the potential to

increase the cost

of production and

operational flexibility, as

carbon costs become

increasingly internalised.

Business impact:

Increased operating costs relating to the

transition to a low carbon economy e.g.,

higher energy costs, changes in production

costs, and direct and indirect carbon taxation,

most likely via carbon pricing initiatives such

as CBAM e.g., meat tax on pet food. Other

food and farming regulations relating to

sustainability being implemented in Europe

as part of the Green Deal.

Capital investments relating to uncertainty

and nascent development of low carbon

technology e.g., alternative fuels for

distribution vehicles. Market competition

and unpredictable costs relating to delivery

of our carbon transition plan, particularly in

relation to the availability and demand for

new products and services e.g., high quality

carbon removal opportunities.

Products and services not transitioned

quickly enough to low carbon models to meet

consumer shift in preference to lower impact

pet food and low carbon accessory products

resulting in loss of revenue and reputational

damage.

Proximity:

Long term (five to 20 years)

Risk rating before mitigation:

Probability: Moderate

Financial Impact:

Moderate – Major

Risk management and mitigation actions:

– Business case – capital allocation to

invest in operational infrastructure to

reduce operational carbon, such as

the investment in a solar array at our

Stafford Distribution centre in FY25.

– Long-term supplier partnerships to

enable collaboration and investment in

innovative R&D solutions.

– R&D investment to develop the market

for animal-meat alternatives through

our investment in Good Dog Food Ltd

(‘Meatly’), which we continued during

FY25 by investing a further £1m in their

Series A funding round. Meatly were

the first company to produce cultivated

meat contained in pet treats, launched

exclusively at the Brentford Pet Care

Centre in February 2025.

– Pet food strategy – mitigation of meat

protein tax could include passing it on

to customers to incentivise switching to

lower carbon options.

– Supplier engagement underway to

decarbonise supply chain.

1. Physical risk – Category : Chronic. 3°C scenario

2. Transition Risk – Categories: Regulatory

requirements and reputation. 1.5°C scenario

Strategic Report Governance Financial Statements

TCFD Statement continued

Financial planning

Climate related risks and opportunities are considered within financial planning. We have analysed the risks in the short to medium term, and

have carried out financial quantification of the potential impact over the long term (five to 20 years). We have not completed quantification on

risk 3 above ‘declining pet ownership in a warming world’ due to the very low probability of this risk as described in the risk summary above.

The financial quantification that we have completed, on risk 1 and 2, is shown in information box 6, with note that future improvements in

methodologies are likely to lead to more certainty around this analysis. This analysis has been built into the going concern assessment detailed

in note 1.3 on pages 84-85 and the goodwill impairment testing in note 13 on pages 106-107. Our sustainability materiality review includes climate

action and pet food sustainability as material topics and is referenced in our viability statement on page 30. Our full materiality assessment can

be found in our standalone FY25 Sustainability Report.

Description of risk:

Emerging.

Pet ownership – changes

in pet ownership, over

the long term driven by

potential cost increases

of pet care, due to the

manifestation of physical

and transitional risks.

Changes in consumer

attitudes to pet ownership,

where owning a pet may be

viewed as irresponsible in

a warming world.

We recognise that there

could be the opportunity

of increased customer

revenue and market

share from Pets at Home

leading the market

for environmentally

sustainable pet care, but it

is not possible to measure,

therefore it is not included

in this analysis.

Business impact:

The implicit and explicit price of carbon

drives up prices and general living costs are

squeezed. At the same time pet ownership

becomes socially unacceptable as consumers

seek to reduce their environmental impact and

pets are seen as a luxury and climate burden.

In this scenario, pet numbers fall as fewer

consumers opt for pet ownership.

Proximity:

Long term (five to 20 years)

Risk rating before mitigation:

Probability: Low

Financial Impact: Moderate

Pet ownership has historically

been resilient to economic

and social factors, this seems

unlikely to change over

the next 10 years. Market

insight on pet ownership and

trends offers early signals

to changes. Our experience

suggests these will be

gradual over time.

This risk is monitored via the

Group watch list of emerging

risks, where the timeline,

impact or potential mitigation

is not yet clear.

Risk management and mitigation actions:

Our strategy is to make pet care

environmentally sustainable, thereby

neutralising potential consumer

concerns that pet ownership is

socially unacceptable.

– Strategic investment in priority

areas such as pet food to identify

lower carbon ingredients and

manufacturing processes that

meet consumer expectations.

– Ongoing long-term monitoring of

consumer and societal attitudes

to pet ownership.

– Regular monitoring of consumer and

market trends to identify shifts in

behaviour to which we can respond.

– Frequent planned range reviews

to respond to change in consumer

preferences.

– Championing the benefits that pets

bring to our lives, e.g., enhanced

wellbeing via consolidation of

existing research.

3. Emerging risk: Declining pet ownership in a

warming world – Category: Market. 3°C scenario

Information box 4 – Financial impact assumptions

Risk Reason

Extreme >£15m on sales revenue

> £6m Profit Before Tax (PBT)

Major > £5m < £15m on sales revenue

>£2m < £6m PBT

Moderate >£1m <£5m on sales revenue

>£400k < £2m PBT

Minor >£200k < £1m on sales revenue

>£100k <£400k PBT

Information box 5 – Carbon tax assumptions

Tax range £ per tonne

Low £14 per tonne

Medium £36 per tonne

High £60 per tonne

Pets at Home Group Plc Annual Report and Accounts 2025

Information box 6 – Financial quantification summary

Area/scope

Risk/opportunity

category

Risk

modelled

Potential long-term impact

on our business, before

mitigating actions

Quantification

of impact

Targets in place to manage

this risk

Direct carbon

emissions

Transitional risk: policy

and legislation

Carbon tax on Scope

1 & 2 location-based

emissions

Potential PBT impact within

operating costs of £0.3m to £1.4m

(modelled using FY25 emissions)

Moderate – Scope 1 and 2 reduction

targets

UK property

estate

Physical risk: managing

infrastructure and

operations in extreme

weather

Flood and extreme

weather risk

Potential PBT impact within

operating costs of < £0.4m

Minor n/a

Animal protein Transitional risk: policy

and legislation

Carbon tax on animal

protein included as an

ingredient in pet food

own brand and supplier

branded

Potential PBT impact within cost

of sales of £1.5m to £6.1m*

(modelled using FY25 sales data )

Moderate-Major – Scope 3 reduction targets

– Own brand pet food

products carbon

footprinted

– Suppliers with leadership

position carbon reduction

programmes in place

* The analysis on the impact of a carbon tax on animal protein assumes that this obligation is all passed onto Pets at Home and is not fully or partially borne

by producers, suppliers or consumers. This calculation has been made using FY24 data to align with our annual Scope 3 update which at the moment is one year

in arrears.

TCFD strategy disclosure requirement section c: Describe the resilience of your strategy, taking into consideration different

climate-related scenarios, including a 2°C or lower scenario

Our materiality assessment identifies sustainable pet food and climate action among the top sustainability topics to address.

The scenario planning work was used to develop our understanding of the impact on our identified physical, transitional and emerging risks

and this has informed our strategic response to ensure that we are developing a resilient strategy. Our sustainability strategy ‘Our Better World

Pledge’ prioritises reduction of our Scope 3 emissions, and within that, pet food as the largest impact area and a non-discretionary purchase for

pet owners.

Our strategic response to the physical risks focuses on monitoring. Our UK based operations present a lower risk of extreme weather events and

our supply chain locations remain flexible in the long term, which provides resilience to the most extreme (3°C) scenario. Within the supply chain

the majority of our pet food suppliers are UK based and this remains our strategy.

The impacts of a lower warming scenario (1.5°C) on our transitionary risks are higher as more change and investment are required to enable the

temperature increases to be contained at lower levels. Our strategic response is to ensure a smooth transition as we work with our suppliers

to decarbonise supply chains and products and as we invest in areas of technological potential to support the long-term transition (such as

cultivated meat). Strategic resilience can be ensured through working consistently towards the long-term goals often before our customers

are demanding changes to products. We have been investing in our operational decarbonisation for many years, purchasing renewable energy

since 2017 and investing in LEDs and buildings’ energy management systems. As we make new investments our strategy is to consider how we

can do this in a carbon efficient way, for example our new DC in Stafford does not use natural gas and we have invested in solar. panels which

were operational from October 2024. We acknowledge that there remains uncertainty on the speed of progress required to meet challenges

that will enable Pets to mitigate the transitionary risks. These are not unique to our business which is why we collaborate across our industry and

supply chains to accelerate change. For example the decarbonisation of heavy goods vehicles, the adoption of regenerative, more sustainable

agricultural practices and robust primary Scope 3 data.

Our emerging risk around declining pet ownership in a warming world is addressed through the goal of the planet pillar of our sustainability

strategy which is ‘to make pet care environmentally sustainable’ and builds resilience through reducing the environmental impact of owning

pets and reducing the likelihood of pet ownership as being viewed as a luxury.

We continue to review our strategic approach to ensure it aligns to the prevailing scientific advice and best practice.

TCFD Statement continued

Strategic Report Governance Financial Statements

TCFD Statement continued

Risk Management

Disclosure requirement Description/progress

a) Describe the processes for

identifying and assessing

climate-related risks.

The initial process for identifying climate risks for TCFD took place through a series of scenario planning workshops.

These included detailed horizon scanning briefings and then consideration of the implication through the eyes of

the key stakeholders of the business (pet, customer, vet, store manager, supplier) in three different global warming

scenarios (see information box 1). This led to the eight high level risks and opportunities to be created. This process

and its outcomes were reviewed by the Executive Management Team and the Sustainability Committee. These

eight high level risks and opportunities have been refined and consolidated into the three sustainability risks that sit

under the principal risk of sustainability and climate change. On an ongoing basis risks are identified through the risk

management system. At a business level this happens using the risk champions who include sustainability risks as part

of their risk assessment for their respective areas of the business. Additionally the Climate Change and Responsible

Products Committees are responsible for identifying climate change risks. On an annual basis overall sustainability

materiality assessment is reviewed, and this includes detailed consideration of established and emerging topics.

At this annual review the Sustainability Committee also reviews existing and emerging regulatory requirements.

On a three yearly basis, next due in FY26, this materiality review becomes a deep dive exercise where external

stakeholder feedback is gathered to horizon scan topics and review assessment of importance.

These risks are assessed using the corporate standardised risk scoring methodology which includes measurement

of likelihood and impact. This produces a gross risk score before mitigating actions. This aids the escalation and

consolidation of risks into a corporate view. See the risk framework on page 19 of this Annual Report.

b) Describe the processes for

managing climate-related

risks.

The climate-related risks are managed using our corporate risk management framework. Each risk has a gross and

net score, and a target score where the risk is not within appetite. Mitigating actions are then monitored for expected

remediation of the risk and progress towards the target score. This mitigation strategy assigns owners and timescales

to each action. Progress against the strategy is updated and reported to the Executive Management Team and the

Audit and Risk Committee four times a year. In addition, our climate risks, along with other sustainability risks, are

reviewed at each Sustainability Committee meeting.

Examples of risk mitigation and management exercised for transition risks include engaging suppliers to commit to

having carbon reduction plans in place by 2028.

c) Describe how processes for

identifying, assessing, and

managing climate-related

risks are integrated into

overall risk management.

Chart two demonstrates how Pets at Home’s climate-related risks are fully integrated into our overall risk management

approach. Climate-related risks are identified, assessed, and managed through the corporate risk management

approach which classifies risks as business, corporate or principal risks. Our ability to identify, assess and effectively

manage current and emerging risks is critical in ensuring the continued success of our business.

Risk Management Framework

Principal Risks

• Risks that could threaten our business model, future

performance, solvency or liquidity.

• Material climate-related risks are captured under the

principal risk Climate Change and Sustainability.

The Group’s

emerging risks are

assessed and agreed

by the Executive

Management Team

and the Board.

A watch list of

emerging and

developing threats

is maintained, and

these flow into our

risk framework at the

appropriate level for

each risk.

Corporate Risks

• Risks that are promoted from a business level risk register as

they sit near to or above the appetite level set by the Board.

• Owned by an Executive Director, sustainability corporate risks

being owned by the Chief Executive Officer.

• Reported in detail to the Executive Management Team, the

Board and Audit and Risk Committee four times a year.

Business Risks

• Risks that are identified and managed at a business unit,

strategic project or function level.

• The Sustainability function has its own risk register.

• The Sustainability Director owns and manages climate-

related risks and implementation of mitigating actions.

• Grouping of climate-related risks in roup-wide risk

management system for reporting to Sustainability

Committee.

Principal

Risks

Corporate Risks

Business Risks

Pets at Home Group Plc Annual Report and Accounts 2025

Metrics and targets

Disclosure requirement Description/progress

a) Disclose the metrics

used to assess

climate-related risks

and opportunities in

line with its strategy

and risk management

process.

We report annually on our progress against our 12 sustainability targets in our standalone Sustainability Report. The five

climate- related sustainability targets and metrics are included on page 60 in table 3 in section c).

We have considered developing an internal price for carbon for investment appraisals but at the moment this has not been

progressed as investments are being successfully assessed using our existing hurdle rates. Our next priority will be to include

our carbon footprinting of pet food products into our commercial performance reporting . We are already using this product

level data to inform future range developments and reformulations without the need for an internal price for carbon. We will

continue to keep a watching brief on the usefulness of the tool of carbon pricing.

In terms of our emerging risk ‘declining pet ownership in a warming world’ we do not measure specific metrics and instead

address this risk through:

– As part of strategy reviews long-term monitoring of consumer and societal attitudes to pet ownership.

– During the year monitoring of consumer and market trends to identify shifts in behaviour to which we can respond

b) Disclose Scope

1, Scope 2, and, if

appropriate, Scope

3 greenhouse gas

(GHG) emissions, and

the related risks.

Pets at Home has measured and disclosed our Scope 1 and 2 CO

e emissions since FY14. Trend data from FY16 is updated and

reported annually and included in table 1.

Scope 1 and 2 emissions and related risks

During the year we have continued to invest in carbon reduction and energy generation initiatives. For example, the

installation of solar panels on the roof of our new Distribution Centre in Stafford, and the development of our anaesthetics

gas stewardship programme. The benefits of previous decisions and investments continue to positively impact performance

such as 88% of miles driven during FY25 were in either electric or hybrid company or temporary hire cars and all our petcare

centres are installed with LED lights.

Our absolute location-based carbon emissions have reduced year on year by 8.2%. Our intensity-based performance has

improved year on year to 15.7 tCO

e relative to £1,482m Group statutory revenue. A material driver of this improvement is

the reconfiguration of our distribution network which has lead to more deliveries being carried out by third party logistics

companies which is classified as Scope 3 emissions .

Within Scope 1 emissions we have seen reductions across all emission sources with the exception of company cars where

emissions have increased by 5%. This is a relatively small source of emissions at 647 tonnes and is 40% lower than our FY20

base year emissions of 1082 tCO

e. Anaesthetic gas volumes have reduced by 3% year on year and corresponding emissions

have reduced by 10% to 2947 CO

e, a particularly strong performance given the growth of the vet business, benefitting from

the growing levels of practice participation in our anaesthesia gas stewardship programme during the year.

Our Scope 2 emissions have increased by 2.5% due in part to a colder winter in the UK than the previous year. We continue

to purchase renewable energy so our market-based emissions performance remains at 0 tC0

Our performance over the longer term demonstrates the importance of carbon reduction to our business. Since 2016 our

sales revenue has grown by 87% and our absolute emissions have reduced by 43.5% as shown in table 1. However, significant

on-going reductions in our Scope 1 and 2 emissions are dependant on the continued decarbonisation of the national grid

and the adoption of lower impact HGVs enabled by technological advancements and national infrastructural investment.

More information on our Scope 1 and 2 programmes can be found from page 6 in the ‘planet’ section of our standalone

Sustainability Report.

Deloitte has provided independent limited assurance in accordance with the international Standard for Assurance

Engagements 3000 (ISAE 3000) issued by the International Auditing and Assurance Standards Board (IAASB) over the Scope

1 and 2 emissions. Deloitte’s full unqualified assurance opinion, which included details of the selected metrics assured, can be

found from page 50 of the standalone Sustainability Report.

The basis of reporting document covering our Scope 1 and 2 emissions and the limited Scope 3 categories that are included

in our assurance (colleague travel, third party logistics and electricity transmission and distribution losses) is available on the

Pets at Home Group investor website at https://www.petsathomeplc.com/sustainability/documents-policies/documents/.

TCFD Statement continued

Strategic Report Governance Financial Statements

TCFD Statement continued

Disclosure requirement Description/progress

b) Disclose Scope

1, Scope 2, and, if

appropriate, Scope

3 greenhouse gas

(GHG) emissions, and

the related risks.

Scope 3 emissions and related risks

We are continuously working on improvements to the accuracy of our Scope 3 footprint. Each year we review the

appropriateness of the data sources we use to ensure that our footprint is as accurate as possible. Whilst we are not able

to accurately report our Scope 3 emissions for the current year it remains a priority. We also know that we need to focus on

accurately reporting on our Scope 3 emission reductions and move beyond industry average factors, working towards this has

been our focus during FY25 . Please see the pie chart below for a summary of our total Scope 3 emissions and the breakdown

into categories, for the most recently available year of FY24.

Overall between base year, FY20 and FY24 our Scope 3 emissions have seen a small increase of 0.2% while our Group statutory

revenue have increased by 40% from £1059m to £1480m. The category level breakdown in the pie chart below shows the

changes at a category level where we have seen both increases and decreases. This has been mainly driven by improvements

in data methodology and emission factor changes. The reasons for the largest variances are summarised below:

Category one includes emissions associated with Purchased Goods For Resale, Purchased Goods Not For Resale and Other

goods (Vet items). There has been a decrease vs the baseline due to two factors. Firstly the impact of lower PEFCR emission

factors (kgCO

e/kg food), published earlier this year, used to calculate dog and cat food. These lower factors are sufficient to

lead to a decrease in Cat 1 emissions, despite an increase in overall cat and dog food tonnage. Secondly, there has also been

a decrease in the DEFRA emissions factor (kgCO

e/£), for prepared animal feeds factor, since the baseline. This factor is used

to calculate emissions from all other petfood. Coupled to this, sales of all other petfood (e.g. bird food, fish food, small animal

food) was lower in FY24 versus the baseline.

Within category twelve, end of life of sold products, a change in methodology has brought in emissions previously excluded.

This category now includes end of life treatment of pet accessories which was excluded from the baseline. The assumption

then was that pet accessories go on to have a ‘second life’, but this is now considered false. This accounts for >60% of the

emissions associated with this category.

Category four, upstream transportation, has seen an increase in emissions due to Increased opex expenditure on

transportation and distribution in the reporting year (FY24).

Our progress during FY25

Our Scope 3 analysis has enabled us to prioritise our areas of focus in the goods and service category. Our analysis has

demonstrated that within this category our most carbon-intensive product area of pet food and product manufacturing

impacts have led us to work with the suppliers who constitute the top 80% of our emissions.

We are actively working towards an aligned industry approach to measure supplier-specific emissions as this is the most

effective way to track emissions reductions within our own supply chain. However, in the absence of a universally recognised

approach, we continue to request suppliers to disclose emissions data through the environmental impact disclosure

system ‘Manufacture 2030’or to complete our own supplier carbon survey. We are now starting to engage directly with our

strategically important suppliers to understand their carbon reduction roadmaps (see Table 3 for our targets and progress).

Alongside our in house carbon footprinting of our own brand complete cat and dog foods (see Table 3 for our targets and

progress) we are working with the ‘British Retail Consortium Mondra Coalition’, to understand the environmental impact of our

emissions at a product and ingredient level across our own brand complete pet food products to accelerate decarbonisation

and enable effective business decision-making. This is a pilot initiative involving many stakeholders in the retail industry

thereby helping to steer the industry to a consistent approach to Scope 3 data collection. We are the first pet food retailer to

be involved in this programme which we believe has potential to enable faster progress through alignment on lifecycle analysis

methodologies and data sharing.

Scope 3

Category

Category (Cat) and Description

FY20

(base)

tCO

FY24

tCO

change

 1 Cat 1 Purchased goods and services 767,892 710,810 -7%

 9 Cat 9 Downstream transportation 33,157 36,131 9%

 4 Cat 4 Upstream transportation 19,306 37,138 92%

 12 Cat 12 End of life sold products 10,323 40,272 290%

 2 Cat 2 Capital goods 2,205 9,124 314%

 3 Cat 3 Fuel and energy-related activity 5,231 5,659 8%

 7 Cat 7 Employee commuting 5,893 9,729 65%

 11 Cat 11 Use of sold products 10,382 7,462 -28%

 6 Cat 6 Business travel 1,071 1,240 16%

 5

Cat 5 Operational waste 368 374 2%

Total Scope 3 emissions 855,828 857,939 0.2%

Metrics and targets continued

Pets at Home Group Plc Annual Report and Accounts 2025

Carbon reporting summary

Table 1: Scope 1 & 2 carbon emissions ten year performance tonnes CO

e emissions

Tonnes CO

e emissions

FY16 FY17 FY18 FY19 FY20 FY21 FY22 FY23 FY24 FY251

FY25 vs

FY16

Emissions Scope 1 9,498 9,619 9,649 8,431 12,085 11,337 12,558 12,115 12,632 10,229 7.7%

Scope 2

(location based) 31,680 28,840 21,584 17,066 15,133 13,616 12,610 11,980 12,7182 13,031 -58.9%

Total 41,178 38,459 31,233 25,497 27,218 24,953 25,168 24,095 25,350 23,260 -43.5%

% change -6.6% -18.8% -18.4% 6.8% -8.3% 0.9% -4.3% -3.5% -8.2%

Group

statutory

revenue

£m 793 834 899 961 1,059 1,143 1,318 1,404 1,4803 1,482 86.9%

% change 5.2% 7.8% 6.9% 10.2% 7.9% 15.3% 6.6% 5.4% 0.1%

Normalisation/

Intensity 51.9 46.1 35.1 26.5 25.7 21.8 19.1 17.2 17.13 15.7 -69.8%

% change -11.2% -24.7% -23.6% -3.1% -15.1% -12.5% -10.1% -0.5% -8.2%

1 Deloitte has provided independent limited assurance in accordance with the international standard for assurance engagements 3000 (ISAE 3000) issued

by the International Auditing and Assurance Standards Board (IAASB) over Scope 1 and 2 emissions for FY25. Deloitte’s full unqualified assurance opinion,

which includes details of the selected metrics assured, can be found in the standalone Sustainability Report from page 46.

2 This year we identified a calculation error in our FY24 reported location based Scope 2 CO

e emissions which have been restated from 10,624 to 12,718 tonnes

e in Table 1, Table 2 and Table 3. Scope 3 Transmission and distribution losses in footnote 2 of Table 2 have been restated from 920 to 1100 t CO

3 FY24 Group statutory revenue has been restated from £1477m to £1480m and intensity from 17.2 to 17.1. See note 1.26 for an explanation of the restatement

of the revenue.

4 Data: Anaesthetics & fugitive emissions are included from year FY20 onwards.

Table 2: Scopes 1, 2 and 3 carbon emissions summary

Metric Target

FY25

Performance

FY24

Performance

Base year

Performance

FY20

Scope 1 And 2 GHG Emissions

Direct emissions from operations (Scope 1)

(tonnes CO

– 10,229 12,632 12,085

Location-based indirect energy emissions from

operations (Scope 2) ( tonnes CO

– 13,031 12,718 15,133

Total location-based Scope 1 and 2 emissions

(tonnes CO

42% reduction by 2030

(vs 2019/20 base year)

23,260: 15% reduction

against base year

25,350 27,218

Market-based indirect energy emissions from

operations (Scope 2) (tonnes CO

e)3

– - – 677

Total market-based Scope 1 and 2 emissions

(tonnes CO

– 10,229 12,632 12,762

Total location-based emissions per £m group

revenue (tonnes CO

e per £m group revenue)

– 15.7 17.1 4 25.7

Scope 1 and Scope 2 kWh 91,241,3525 98,269,879 94,638,109

Scope 3 GHG Emissions

Total Scope 3 GHG emissions (tonnes CO

e) 42% reduction by 2030 (vs

FY20 base year)

n/a (1) 857,939 0.2% increase

against FY20 base year

855,828

1 Scope 3 GHG emissions have been updated using FY24 data. An update has not been completed for FY25 as we have focused on data improvements.

2 Scope 3 emissions relating to employee travel, third party logistics and electricity transmission and distribution losses have not been separately stated in our

carbon emission summary because they were misinterpreted as representing the full Scope 3 emissions. For transparency the emissions from these sources

in FY25 are included here. Employee travel 798 tonnes CO

e (FY24 726 tCO

e); third party logistics 5947t CO

e (FY24 3,955 tCO

e). Fuel and energy-related

activities 6003 tCO

e of which electricity transmission and distribution losses 1156 tCO

e (FY24 6341, 1100 CO

e).

3 Pets at Home operations are UK-based except for an office in Hong Kong. Therefore 15t CO

e representing less than 0.1% Scope 1 and 2 emissions and kWh

usage was from outside of the UK and not included in this reporting.

4 See footnote of Table 1 for assurance statement and restatements for FY24 scope 2 emissions, Group revenue and carbon intensity

5. Excluded from the kWh total in Table 2 is electricity generation via solar at Stafford DC : 219,300 kWh for own use and 15,930 exported to the grid.

TCFD Statement continued

Strategic Report Governance Financial Statements

Metrics and Targets

Disclosure requirement Description/progress

c) Describe the

targets used to

manage climate-

related risks and

opportunities

and performance

against targets.

Table 3 Targets and metrics used to manage climate-related risks and opportunities

Sustainability

Target area Metric Target

Baseline

FY20 FY24 FY25

Carbon

emissions

Absolute Scope 1 and 2

GHG emissions tCO

(location based)

42% reduction in Scope

1 and 2 emissions by 2030 from

a 2020 base year

-90% reduction in Scope

1 and 2 emissions by 2040 from

a 2020 base year

27,218 25,350 23,260

Absolute scope 3

emissions tCO

42% reduction in scope 3

emissions by 2030 from

a 2020 base year

-90% reduction in scope 3

emissions by 2040 from

a 2020 base year

855,828 857,939 N/A

% of Group electricity

contract renewable

100% n/a 100% 100%

Pet food

carbon foot

printing

Number of own brand

complete cat and dog food

products footprinted

By 2028 100% of priority own

brand complete cat and dog

food products footprinted

60 250, representing

65%+ of own brand

sales

Supplier

engagement

Absolute number and % of

total retail and vet supplier

spend of priority suppliers

registered with M2030,

with carbon reduction

plans in place and in

leadership positions

By 2028 all priority suppliers

will have carbon reduction

plans in place and 50% to have

received leadership status

Registered

n/a 88 (n/a) 88 (76%)

Carbon reduction plans in place

n/a 14 ( n/a) 25 (70%)

Leadership position (SBTi approved targets)

n/a 3 (n/a) 6 (40%)

Deforestation Direct soy in own brand

products sourced to an

independent standard

100% by 2028 n/a 65% 69%

Palm oil in own brand

products sourced to an

independent standard

100% by 2028 n/a 43% 100%

Timber in own brand

products sourced to an

independent standard

100% by 2028 n/a 57% 90%

Biodiversity Number of acres of

woodland restored,

protected and created

15,000 acres by 2028

cumulatively

n/a 6,000 8,000

We also identify other opportunities to align our targets to climate reduction goals. For example, our revolving credit

facility with HSBC acting as sustainability coordinator, agreed in March 2022, is linked to sustainability targets. One of

the three targets is climate related and tracks our carbon emissions intensity (Scope 1 CO

e emissions and Scope 2 CO

location

based emissions).

Our Remuneration Policy links an element of Executive remuneration to annual progress across our 12 sustainability targets,

effective from FY24. The climate-related targets are included in Table 3 and the Sustainability Report contains more information

about the annual milestones.

Looking ahead

Financial quantification work to date has been updated on the areas

identified as potentially having the most material impacts. While our

quantification disclosure uses the most robust data points that we

have, we recognise that the methodology for quantifying risk will

continue to develop over time as our data and modelling improves.

Despite our progress there remain challenges that face businesses like

ours to the delivery of our emissions reduction targets. For example

the development of battery technology and supporting charging

infrastructure for heavy goods vehicles, the adoption of regenerative

and more sustainable agricultural practices and robust, consistently

applied emissions calculations and consumer communication on

embedded carbon in products.

Over the next 12 months our priorities are to continue to progress our

own programmes and to develop our data which support the delivery

and accuracy of our net zero transition plans while also collaborating

on systems changes that are outside of our direct control but remain

vital to deliver our emissions reduction targets.

TCFD Statement continued

Pets at Home Group Plc Annual Report and Accounts 2025

Directors Remuneration Report

Remuneration strategy to

support long term success.

1. Introduction

On behalf of the Remuneration Committee, I am pleased to present

our Directors’ Remuneration Report (DRR) for the financial year ending

27 March 2025. In a challenging year for the business, the Committee

has taken care to ensure that its approach to all remuneration matters

supports future, long-term success.

Business performance for the year has been delivered in line with

profit guidance, against challenging market circumstances, as detailed

in the Chair’s statement on page 2. Whilst Underlying PBT* of £133.0m

(£132.0m in FY24) has been achieved for FY25, the significant cost

headwinds on the horizon in FY26, including those which impact

labour costs, has sharpened the Committee’s focus on ensuring that

remuneration across the business is set up in the best way possible

to achieve future success, for all stakeholders.

During the year, our share price declined c9.5% from £2.59 to £2.35,

underperforming the retail sector by (1.5%) and the wider market by

(10.5%). The continuation of the CMA market investigation, subdued

and volatile consumer demand, an uncertain economic backdrop and

cost headwinds have impacted sentiment. The final dividend was held

at 8.3p and we increased our total dividend for FY25 to 13.0p (12.8p in

FY24). A £25m share buyback was also undertaken during FY25.

2. Membership and responsibilities

Committee members are independent Non-Executive Directors and

members during the year, in addition to the details of their attendance

at meetings, are set out on page 34. The Terms of Reference for

the Committee can be found at https://www.petsathomeplc.com/

investors/corporate-governance/remuneration-committee/.

The Remuneration policy approved at the 2023 AGM (Policy) has

remained in force during the year and can be viewed at https://www.

petsathomeplc.com/media/4ufhixlm/annual-report-2023.pdf. As the

Committee starts the year, the Policy review process is firmly in mind

to ensure that all options are fully considered to set the business

up for future success. The new Remuneration policy will be put to

shareholders for approval at the 2026 AGM.

3. What we did during the year

3.1 Our Colleagues

We continue to invest in our total reward proposition to attract

and retain talent in highly competitive retail and veterinary service

markets.

Investment in Base Pay

In March 2025, the business opened a consultation with around 2,500

store colleagues on proposals to reshape the instore management

structure of the retail business. The business has grown significantly

over time, and the goal was to create a simpler and more efficient

retail business, with less complexity and a more transparent structure.

Colleagues will have more clearly defined roles and responsibilities,

access to the best training and tools they need to set them up for

success and pay levels that are fair and consistent across roles in

store. Throughout the consultation process, the business was guided

by the core principle of protecting colleague jobs and always putting

pets first.

Alongside the proposed changes the business committed to

continuing to invest in both base pay and training, with an investment

of £6.5m into pay across almost 7,000 retail colleagues and £2m

into new and bespoke training, reflecting that the commitment to

upskilling and progression is not changing.

– The average increase in base pay for colleagues, including

promotions, was 5.1% across the UK workforce in FY25. In March

2024, we increased our hourly store and grooming pay rates to a

starting rate of £11.44 (7.9% vs March 2023). Colleagues were able

to earn the Real Living Wage (RLW) upon completion of their

Pet Expert training.

– Within the Support Office, the decision was made to align the pay

review with the rest of the business and undertake the review

in April, instead of October each year. Therefore, no blanket pay

review for Support Office colleagues was carried out in October

2024, although some colleagues received an exceptional

pay review where salaries were significantly out of line with

benchmarks. The average base pay increase for Support Office

colleagues was 3.6% in FY25.

Colleague Share Ownership

– We continued our investment in colleague share ownership

awarding over 10,000 colleagues an award of free shares (the

restricted stock plan (RSP)) in FY25 and we continued to offer

our Sharesave (SAYE) scheme at a 20% discounted option price,

following re-approval of the SAYE scheme by the Board in

September 2024.

– Over 5,000 colleagues received access to awards which vested

under our 2021 RSP.

– The 2021 SAYE scheme also matured but was unfortunately

underwater.

Pension

– No changes were made to our colleague pension contribution

rates in FY25.

Bonus

– Due to the financial performance of the business in FY25 as noted

previously, no bonus is being paid to colleagues for FY25.

Financial Support

– We awarded over £50,115 in tax-free grants through our Colleague

Hardship Fund to support those colleagues experiencing a period

of unexpected financial difficulty.

Well-being

– We continue to prioritise and promote colleague well-being

alongside our strong partnerships with both the Retail Trust

and Vet Life.

– In addition, across FY25 171 colleagues completed their Mental

Health First Aid training, with 208 colleagues also completing a

refresher course.

Roger Burnley

Chair of the Remuneration Committee

Strategic Report Governance Financial Statements

Directors Remuneration Report continued

Colleague Recognition and Engagement

– Peer-to-Peer recognition is encouraged for colleagues who live

the Pets at Home values through their work. During FY25, over

£26,200 has been given to colleagues through the ‘Colleague of

the Month’ and ‘Team of the Quarter’ initiatives, as well as over

3,500 e-cards.

– Instant award vouchers totalling over £150,000 were given to

colleagues in recognition of their work to spend on Your Reward

Hub. Your Reward Hub hosts a wealth of information about the

different benefits which are offered as part of colleagues’ total

reward package. In FY25, colleagues saved over £160,000 on

their everyday online and instore shopping through vouchers

and savings on Your Reward Hub. We also continued to offer our

colleague discount of 20% off all products online and instore and

30% off our own branded products instore.

3.2 Executive Remuneration

In light of the context set out above, the Committee made the

following decisions in respect of Executive remuneration during FY25.

Base Salary

– In line with the Support Office pay review outlined above, the pay

review dates for the CEO and CFO were moved from October

to April each year. Neither the CEO nor the CFO received a pay

increase in FY25. In addition, no changes were made to the

Non-Executive Director fees during FY25.

Pension

– There were no changes to the pension contribution rates in

FY25. Executive Directors already receive a pension contribution

capped at the Company contribution rate provided to the majority

of colleagues in the Support Office functions. Currently this is up

to 6.5% of base salary and consistent with rates at other retailers.

Bonus

– The Executive Directors were assessed against Underlying PBT

(65%), Normalised Pre Tax Free Cash Flow (25%) and Sustainability

(10%) comprising of 12 defined measures plus the completion of

a Better World Pledge Day and mandatory training. Formulaic

targets were set in May 2024 against a budget that was agreed to

be ambitious and stretching. In light of the business context set

out above, the Committee carefully considered and determined

that the formulaic outcomes were as set out immediately below:

– In light of having fallen short of our Underlying PBT and

Normalised Pre Tax Free Cash Flow targets, the Committee

made the decision that no Executive Director would be paid

a bonus in respect of FY25.

– The Underlying PBT target range was set between £138.0m

and £150.0m. The Underlying PBT was £133.0m, meaning that

the minimum Trigger 1 bonus had not been met and therefore

no bonus is payable.

– The Normalised Pre Tax Free Cash Flow target range was set

between £124.2m and £134.2m and the actual Normalised

Pre Tax Free Cash Flow was £115.5m resulting in the minimum

target not being met.

– Across the 12 sustainability targets, 7 of these were achieved.

However, the financial triggers above, needed to be achieved

for the sustainability element to be payable. Therefore no

bonus would be paid.

RSP

– Both the CEO and CFO were awarded options under the 2022

RSP. At the time the 2022 awards were granted, the Policy

specified that vesting of the 2022 RSP award for Executive

Directors was subject to a TSR financial underpin. For RSP awards

granted in 2023 onwards, the TSR underpin was replaced by a

discretionary and holistic underpin which allows the Committee to

determine the vesting outcome based on the holistic performance

of the business and the Executive Directors. As detailed in the

FY24 report, the Committee applied upward discretion to the

CFO’s 2021 RSP award for the reasons previously disclosed in

the 2024 Annual Report. The Committee agreed that the holistic

underpin would be applied to both Executive Directors’ 2022 RSP

awards and agreed that this would be a fair approach, given the

6 month pay review deferral. It would also bring the 2022 RSP in

line with the current Policy. The Committee approved the vest of

the 2022 RSP awards for both Executive Directors and considered

the matters noted on page 64 in assessing whether the holistic

underpin had been achieved.

4. Executive Remuneration in respect of FY26

Base salary

With the shift in annual pay review dates to April each year, in March

2025, the Committee approved an annual pay review of 1.5% for each

of the CEO and the CFO, effective from the start of FY26. The wider

workforce pay review is 4%. The Committee also agreed that the

Non-Executive Director fees would be increased by 1.5% for FY26.

Pension

No changes to the pension scheme are proposed for the Executive

Directors in FY26.

Bonus

The maximum bonus opportunity for the Executive Directors in

FY26 shall continue at 170% for CEO and 150% for the CFO. Further

details relating to the bonus design are set out in the Statement of

Implementation on page 69.

RSP

Share awards granted during FY26 will continue to be set in line

with the Policy with a maximum grant value of 100% of base salary

for the CEO and 75% of base salary for the CFO. These will continue

to vest subject to a discretionary and holistic underpin which will

take into account factors including overall financial performance,

the shareholder experience, performance against strategy and other

factors. The plans include a three-year vesting schedule and two-year

post-vesting holding period as set out in the Policy.

5. Closing Remarks

As we look to FY26, the Committee will continue to focus on ensuring

that reward across the business is structured in a way to support

its long term success, whilst being cognisant of the environment

we are currently operating in. Work is underway to formalise the

reward strategy and a full review of the benefits package available

to colleagues, in conjunction with consultancy Fit Rem, is also taking

place. We carried out a colleague survey to gain views and insights

on the current benefits package to help shape thinking. Our aim is

to ensure that the remuneration package for colleagues represents

what colleagues truly value. We will also start our Policy review during

FY26, taking into account all aspects of the current Policy, to ensure

any necessary changes are fully considered and consulted on, prior to

approval at the 2026 AGM.

We hope that you find this report helpful and welcome any feedback.

We look forward to your support of the resolution for approval by

advisory vote for our Directors’ Remuneration Report at our AGM on

10 July 2025.

Roger Burnley

Chair of the Remuneration Committee

28 May 2025

Pets at Home Group Plc Annual Report and Accounts 2025

a) Directors’ remuneration – report on implementation for the year ended 27 March 2025

This section of the report sets out how the Policy has been applied in the financial year being reported on.

The information presented from this section up until the relevant note on page 65 represents the audited section of this report.

b) Single total figure of remuneration for Executive Directors for the year ended 27 March 2025

The following table sets out the total remuneration for Executive Directors for the year ended 27 March 2025. All payments are in line with

the Policy.

Director

Base

salary

(£)

Benefits

(£)

Pension

(£)

Total

fixed pay

(£)

Annual

bonus

(£)

Long-term

incentives

(£)

Total variable

pay

(£)

Total

(£)

FY25

Lyssa McGowan 630,315 773 40,971 672,059 – 376,174

376,174 1,048,233

Mike Iddon 439,202 12,273 28,548 480,023 – 199,437

199,437 679,461

FY24

Lyssa McGowan 611,844 644 39,610 652,098 – – – 652,098

Mike Iddon 430,062 12,144 27,954 470,160 – 177,912

177,912 648,072

1 Base salary, benefits and pension contributions have been calculated using actual amounts received during the financial year.

2 The 2021 RSP, vested in June 2024 for the CFO following the Committee decision to exercise discretion despite the absolute underpin not being achieved. The figure

in the table above is based on the share options granted multiplied by the share price at time of vest of £2.912.

3 The 2022 RSP will vest in May 2025 for the Executive Directors following the Committee assessment of the discretionary underpin applicable to the plan and vesting

being based on holistic performance. The figure in the table above is based on the share options granted multiplied by £2.2376, being the average market value over

the last quarter of FY25.

Base salary:

The gross taxable amount received during the relevant financial year excluding payments in lieu of pension (see below).

Benefits:

The gross taxable value of benefits received during the relevant financial year and principally includes company car (or cash equivalent) and

Private Healthcare Insurance (PHI) where applicable.

Pension:

The amount of pension contributed by the Company including the gross cash value of any payment in lieu of pension received during FY25.

Executive Directors received a Company pension contribution worth a maximum of 6.5% of their base salary, in line with the majority of Support

Office colleagues as required by Provision 38 of the Code. A taxable cash payment in lieu of pension contribution was paid if the Executive

Director reached the annual pension allowance.

Annual bonus:

The amount earned in respect of the relevant financial year.

Long-term incentives:

The amount earned by the Executive Directors in respect of the relevant financial year. Details of how this was calculated are set out in the

footnotes above.

Annual bonus:

In FY25, an annual bonus was available to Executive Directors subject to meeting defined criteria including Underlying PBT (65%), Normalised

Pre Tax Free Cash Flow (25%), defined sustainability measures (10%) and a mandatory sustainability bonus underpin which required each

Executive Director to complete a Better World Pledge Day (BWPD). All Support Office colleagues, and Store Managers are also required to

complete a BWPD as part of their objectives for achieving a bonus. The BWPDs provide value and non-financial support to a range of different

charities, in addition to the financial support already provided. Colleagues have supported a range of planet, pet and people-focused charities.

The maximum bonus opportunity in respect of FY25 for the CEO was 170% of base salary and 150% of base salary for the CFO.

The Executive Directors were assessed against the above Underlying PBT, Normalised Pre Tax Free Cash Flow and Sustainability targets.

Underlying PBT for the 52 week period ended 27 March 2025 was £133.0m and the Committee determined that the formulaic outcome required

for the minimum Trigger 1 bonus had not been met. Normalised Pre Tax Free Cash Flow was £115.5m, which fell below the minimum target.

The Company achieved 7 out of a possible 12 sustainability targets, however, the payment of the sustainability element of the bonus in FY25

required the financial targets above to also have been met.

Annual report on remuneration

Strategic Report Governance Financial Statements

The table below shows the targets set and the achieved pay out levels for Executive Directors:

Target Achieved

Performance Measures % Weighting Minimum Maximum Total %

Underlying PBT (£) 65 £138.0m £150.0m £133.0m 0.0

Normalised Pre Tax Free Cash Flow (£) 25 £124.2m £134.2m £115.5m 0.0

Sustainability Objectives 10 1 12 7 0.0

Total 100 0.0

The minimum target is set at Trigger 1 (threshold, 20% achievement) and the maximum target at Trigger 5 (100% achievement), with staged

increments on a straight line basis at Trigger levels 2, 3 and 4 in between.

In order to achieve full pay-out, the Committee had set ambitious and stretching targets that required the individuals to deliver performance

which significantly exceeded business expectations.

The Committee considered whether the bonus target for Underlying PBT had been reached at the minimum threshold. In the light of the

business performance as set out above and in the Chair’s letter on pages 61 to 62, the Committee was comfortable that the formulaic outturn for

Underlying PBT and Normalised Pre Tax Free Cash Flow was appropriate. No adjustments were therefore made to the formulaic bonus targets

and consequently, the bonus outturn in relation to FY25, will be nil for both Executive Directors and any colleagues in the bonus scheme.

Long-term incentive plans (LTIP)

2021 RSP award:

As the CEO was appointed in June 2022, they did not receive a 2021 RSP award. In accordance with policy at the time, vesting of the 2021

RSP award for Executive Directors was subject to a TSR financial underpin which was replaced for RSP awards made in 2023 onwards with a

discretionary underpin that allows the Committee to determine the vesting outcome taking account of the holistic performance of the business

and the Executive Director. As the TSR financial underpin for the 2021 RSP award had not been met, the 2021 RSP award made to the CFO would

ordinarily have lapsed. For the reasons noted in the 2024 Annual Report, the Committee concluded in FY24 that the formulaic outcome was not

a fair reflection of the CFO’s contribution and performance over the vesting period and consequently decided to exercise its discretion to vest

the 2021 RSP award granted to the CFO, the shares of which will remain subject to a two year post vesting holding period.

2022 RSP award:

Awards granted under the 2022 RSP to both Executive Directors will vest in May 2025. The awards were granted in accordance with the policy

in place at this time, which included a TSR financial underpin. As the current Policy replaced the TSR underpin with a holistic underpin, the

Committee exercised discretion to bring the vesting assessment of the 2022 RSP award in line with the Policy and therefore to vest the 2022

RSP awards for both Executive Directors. In assessing whether the holistic underpin had been achieved, the Committee considered overall

financial performance, the shareholder experience, performance against strategic imperatives and any serious reputational damage. After

careful consideration of the performance of the business over the award’s vesting period (including PBT, revenue, dividend per share/buybacks,

and strategic developments such as the transformation of the distribution network and transition to the Pet Care Platform), the Committee

concluded that the underpin had been achieved and that it was appropriate for the award to vest. The shares will remain subject to a two year

post vest holding period.

c) Total Single Figure Remuneration (TSFR) for Non-Executive Directors for the year ended 27 March 2025

The following table sets out the TSFR for Non-Executive Directors and the Chair of the Board for the year ended 27 March 2025.

Director

Basic fees

(£)

Additional

fees

(£)

Remuneration

Committee

Chair fee

(£)

Audit and Risk

Committee

Chair fee

(£)

Sustainability

Committee

Chair fee

(£)

Colleague

Engagement

NED fee

(£)

Total Single

Figure FY25

(£)

Total Single

Figure FY24

(£)

Ian Burke 220,700 – – – – – 220,700 216,085

Zarin Patel 55,200 10,000

– 11,100 – – 76,300 74,860

Roger Burnley 55,200 – 11,100 – – – 66,300 54,885

Natalie-Jane

Macdonald 55,200 – – – – 11,100 66,300 49,895

Garret Turley

39,277 – – – 7,898 – 47,175 –

Susan Dawson

15,923 – – – 3,202 – 19,125 74,835

Angelique Augereau

45,009 – – – – – 45,009 10,403

Note: Fees in the above table have been pro-rated for appointments which have covered a proportion of the financial year.

1 The additional fee paid to Zarin Patel is in respect of her position as Senior Independent Director.

2 Garret Turley joined as Non-Executive Director in July 2024.

3 Susan Dawson and Angelique Augereau stepped down from the Board in July 2024 and January 2025 respectively.

Annual report on remuneration continued

Pets at Home Group Plc Annual Report and Accounts 2025

Annual report on remuneration continued

d) Scheme interests awarded during the financial year

In FY25 Executive Directors received RSP awards in line with the Policy as follows:

Executive Director Date of award

Number of

shares awarded

under the RSP

Grant price

of RSP awards

% of salary

for total awards

Performance

period end date

Lyssa McGowan 14 June 2024 216,305 Nil cost awards 100% 25 March 2027

Mike Iddon 14 June 2024 113,041 Nil cost awards 75% 25 March 2027

All awards are made as performance shares based on a percentage of salary and the value is divided by the closing share price on 13 June 2024,

being £2.914.

The awards were made subject to the satisfaction of the achievement of a holistic and discretionary underpin which will allow the Committee

to take share price performance into account in addition to business, individual and wider Company performance during the vesting period.

In accordance with the Policy, 100% of the award will vest on the third anniversary of grant, subject to the achievement of the underpin and

continued employment at that date, followed by a two-year post vest holding period until the fifth anniversary of grant. If the vested award is

exercised during this two-year period, the net number of shares acquired (after taxes and transaction fees have been settled) must continue

to be held (and cannot be sold) until the fifth anniversary of grant.

e) Payments for loss of office

No payments for loss of office were made during the financial year.

f) Payments to past Directors

No payments were made to past Directors during the year.

g) Statement of Directors’ shareholding and share interests

The Committee believes that colleague share ownership is an important means to support long-term commitment to the Company and the

alignment of colleague interests with those of shareholders. Executive Directors are subject to a shareholding requirement of 200% of base

salary, which should be built up over a period of five years. Under the Policy applicable during FY25, Executive Directors have been subject

to a post cessation shareholding requirement of 200% of salary for one year and 100% of salary for two years. The Committee reviews share

ownership levels annually. Current shareholding levels for Directors are set out in the table below:

Number of shares

Director

Shareholding

as a % of salary

Shares owned

outright at

27 March 2025

Interests in share

incentive schemes,

awarded without

performance

conditions at

27 March 2025

Interests in share

incentive schemes,

awarded subject

to performance

conditions at

27 March 2025

Shares owned

outright as

28 March 2024

Lyssa McGowan 28% 74,619 70,054 552,195 32,325

Mike Iddon 273% 509,634 49,233 291,120 429,695

Ian Burke – 47,900 – – 47,900

Zarin Patel – 30,000 – – 30,000

Roger Burnley – – – – –

Natalie Jane Macdonald – – – – –

Garret Turley – 21,349 – – –

There have been no changes to the shareholdings noted above between 27 March 2025 and 22 May 2025. Shareholding as a % of salary has

been calculated using the closing share price at year end (27 March 2025) of £2.35.

This represents the end of the audited section of the report.

Strategic Report Governance Financial Statements

h) TSR performance chart

The Company’s shares were admitted to the premium listing segment of the Official List maintained by the UK Financial Conduct Authority and

to trading on the London Stock Exchange plc’s main market for listed securities on 17 March 2014. The chart below shows performance for the

past ten years date until the end of FY25. The FTSE 250 and FTSE 350 General Retailers indexes include Pets at Home.

27 Mar 15 27 Mar 16 27 Mar 17 27 Mar 18 27 Mar 19 27 Mar 20 27 Mar 21 27 Mar 22 27 Mar 23 27 Mar 2527 Mar 24

220

180

160

200

140

100

120

Share price performance (rebased to 100)

FTSE 250

FTSE 350 General Retailers

Pets at Home

CEO FY15 FY16 FY17 FY18 FY19 FY20 FY21 FY22 FY23 FY24 FY25

CEO total

single figure

remuneration

(£)

LM – – – – – – – – 1, 237,366 652,098 1,048,233

– – – – 930,298 1,599,710

2,140,916 1,831,435 101,135 – -

– – 662,087 575,953 122,037 – – – – – -

790,461 962,224

129,696 – – – – – – – -

Annual bonus

pay-out (as %

of maximum

opportunity)

LM – – – – – – – – 71.7

– -

PP – – – – 75.8 100.0 100.0 90.4 – – -

IK – – 20.4 –

– – – – – – -

NW 75.0 60.0 – – – – – – – – -

Long-term

incentive

vesting (as %

of maximum

opportunity)

LM – – – – – – – – – – 100.0

PP – – – – 16.8 100.0 100.0 100.0 – – -

IK – – 16.8

– – – – – – – -

NW – 96.0

– – – – – – – – -

LM – Lyssa McGowan PP – Peter Pritchard IK – Ian Kellett NW – Nick Wood

1 In FY25, the single figure of remuneration related to the period of 29 March 2024 to 27 March 2025.

2 Peter Pritchard was appointed on 27 April 2018 therefore his single figure remuneration as CEO for 2018/19 reflects this partial year of service in role. His FY20 single

figure includes the full value of his total 2017 RSP award which vested on a phased basis in line with the Policy, 50% in July 2020, and 25% in each of years four and

five. The true value will vary due to the phased release over the three years and was subject to the share price at the time. Peter’s FY21 single figure includes the full

value ofhis total 2018 RSP award which vested on a phased basis, 50% May 2021, 15% May 2022 and 25% May 2023.

3 The FY20 single figure has been adjusted since the FY20 Annual Report was issued to include the 2017 RSP award which vested based on the performance period

of FY20 as opposed to the grant awarded in FY20 as previously disclosed.

4 Ian Kellett was appointed on 4 April 2016 and stepped down from his role on 27 April 2018 before leaving the Group effective 31 May 2018.

5 Nick Wood resigned as an Executive Director on 4 April 2016, however, he continued in the business until 1 July 2016. His payment in FY17 relates to the period from

1 April 2016 to1 July 2016.

6 Under the early leaver provisions of the plan rules, Nick Wood received 19.2% of his total Matching Award under the Co-Investment Plan, as shown in the single figure

table. Given that this included time pro rating, with performance against the performance conditions being at 96% of maximum, the latter is shown here with the value

of £198,168 ofthe Matching Awards.

7 Lyssa McGowan’s bonus outturn was prorated by length of employment, therefore the bonus outturn of 75.9% was reduced to reflect her time in employment during

the FY24 bonus year.

8 Ian Kellett waived his bonus for FY18.

9 Shares were awarded on 17 March 2014 under the Co-Investment Plan. Based on performance in the period March 2014 to March 2017 the performance conditions

for these shares were measured in 2017 and the Committee determined that 16.8% of the awards would vest. The vested award became exercisable in equal tranches,

subject to continued employment, between May 2017 and March 2019.

Annual report on remuneration continued

Pets at Home Group Plc Annual Report and Accounts 2025

Annual report on remuneration continued

i) Percentage change in Executive Directors’ remuneration

The table below sets out the increase in total remuneration of Directors and that of all colleagues for FY25.

FY24-25 FY23-24 FY22-23 FY21-22 FY20-21 FY19-20

% Change

in base

salary

% Change

in bonus

earned

% Change

in benefits

% Change

in base

salary

% Change

in bonus

earned

% Change

in benefits

% Change

in base

salary

% Change

in bonus

earned

% Change

in benefits

% Change

in base

salary

% Change

in bonus

earned

% Change

in benefits

% Change

in base

salary

% Change

in bonus

earned

% Change

in benefits

% Change

in base

salary

% Change

in bonus

earned

% Change

in benefits

Lyssa

McGowan

0 0 0 5 -100 0 n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a

Mike Iddon 0 0 0 3.5 -100 0 3.5 -10.3 -17.2 10.8 44.7 0 2.6 1.2 0 2 20 0

Ian Burke 0 n/a n/a 3.5 n/a n/a 0 n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a

Zarin Patel 0 n/a n/a 19.3 n/a n/a 0 n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a

Roger

Burnley

0 n/a n/a 24.4 n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a

Natalie-Jane

Macdonald

0 n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a

Garret Turley 0 n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a

Susan

Dawson

0 n/a n/a 3.7 n/a n/a 0 n/a n/a 0 n/a n/a 0 n/a n/a 0 n/a n/a

Angelique

Augereau

0 n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a

All

Colleagues 5.10% -100% None 8.80% -78% None 9.40% 17.20% None 7.30% -5.70% None 4.83% 4.70% None 2.78% 27.38% None

1 Garret Turley was appointed during FY25 and therefore no annual change is shown.

2 Susan Dawson and Angelique Augereau stepped down from the Board during FY25 and therefore no annual change is shown.

3 All colleague information is presented by comparing the average annual bonus paid in FY24 to the average annual bonus paid in FY25 and includes all colleagues

who started throughout FY25.

j) Relative importance of the spend on pay

The following table shows the relationship between Underlying PBT, distributions to shareholders and the total remuneration paid to all colleagues.

FY25

£m

FY24

£m

FY23

£m

FY22

£m

FY21

£m

FY20

£m

FY19

£m

FY18

£m

Underlying PBT 133.0 132.0 136.4 130.1 87.5 93.5 89.7 84.5

Returned to shareholders:

Dividend (-1.6%) 59.7 60.7 58.7 48.5 37.1 37.1 37.2 37.3

Share Buyback (-50.1%) 25.1 50.3 50.3 – – – – –

Payments to colleagues:

Wages and salaries 288.1 282.9 261.9 235.2 227.6 203.1 187.8 181.0

% Change FY24-25 1.8%

k) Our CEO pay ratio

This is our sixth year reporting our CEO pay ratio in line with the Code requirements. The table below sets out the single figure total remuneration

of the CEO compared to the median, lower quartile and upper quartile of the colleague population. Remuneration is calculated on the same

basis under Option A of the Companies (Miscellaneous Reporting) Regulations 2018 (the Regulations). The ratio when calculated as required by

the regulations can vary substantially from year to year as the CEO total remuneration is more heavily weighted towards variable pay elements.

In particular, this year the CEO total remuneration figure reflects the first vesting of an RSP award to the CEO since she joined the business in

2022. For this reason, we continue to include a base pay comparison which we believe will be a more consistent approach year on year.

Strategic Report Governance Financial Statements

Ratio

CEO 25th percentile Median 75th percentile

FY25 (Option A)

Base Pay £ (FTE) 630,315 28:1 23:1 18:1

Total Single Figure Remuneration £ 1,048,233 45:1 37:1 28:1

FY24 (Option A) Base Pay £ (FTE) 611,844 28:1 24:1 18:1

Total Single Figure Remuneration £ 652,098 29:1 24:1 18:1

FY23 (Option A) Base Pay £ (FTE) 584,208 27:1 23:1 17:1

Total Single Figure Remuneration £ 1,338,502 59:1 50:1 38:1

FY22 (Option A) Base Pay £ (FTE) 550,000 28:1 23:1 17:1

Total Single Figure Remuneration £ 1,831,435 88:1 72:1 52:1

FY21 (Option A) Base Pay £ (FTE) 514,703 26:1 22:1 17:1

Total Single Figure Remuneration £ 2,140,916 106:1 88:1 69:1

FY20 (Option A) Base Pay £ (FTE) 504,084 30:1 27:1 23:1

Total Single Figure Remuneration £ 1,599,710 90:1 78:1 59:1

Note: Ratios rounded to the nearest whole number.

1 The FY25 Total Single Figure Remuneration (TSFR) value has been calculated using the data required by the Regulations. For the FY25 TSFR, base pay references

the CEO’s base pay for the full financial period yet she had no share plans which vested in FY25.

2 Colleague figures in the tables above and below are based on colleagues as at 27 March 2025.

The following table provides base salary and total remuneration information in respect of the 25th, 50th and 75th percentile colleagues, on

a full-time equivalent basis

Year CEO 25th 50th 75th

FY25 Base Pay (FTE) 630,315 22,732 27,210 35,251

Total Single Figure Remuneration £ 1,048,233 23,498 28,204 36,967

l) Consideration of wider colleague pay

Our culture and colleague engagement

Pets at Home’s unique culture and high levels of colleague engagement continue to be a key differentiator in attracting talent to our Group.

Our colleague listening sessions across all of our divisions and the colleague wide benefit survey, ensure that our colleagues can express their

opinions. The sessions allow us to gauge colleagues’ views on team morale, leadership and what is important to them as individuals to enable

them to perform at an optimum and enjoy their working experience at Pets At Home. Further details relating to the Board’s activities regarding

monitoring culture are included on page 9.

Colleague share ownership

It is pleasing that this pillar of our engagement strategy continues to come to fruition with our fifth RSP award (2021) vesting in May 2024. The

RSPs were offered to both salaried and hourly colleagues at all levels which resulted in enhancing shareholdings or creating new shareholders in

over 5,000 of our colleagues. The next RSP awards will vest in May 2025 which will further enhance or create new shareholdings for over 5,500

colleagues. We also granted a further £6.1m shares to over 10,000 colleagues via the RSP in June 2024 which will vest in 2027. Our 2021 SAYE

scheme matured on 1 December 2024 but was unfortunately under water.

The Executive Management Team and Board will continue to actively encourage engagement with our share plans to ensure they are valued by

colleagues and are driving performance in the right way. We granted a further offering of the SAYE scheme in December 2024, with a take up of

10.28%.

Gender Pay Gap report

We published our most recent Gender Pay Gap report in April 2025. We are encouraged by our ongoing progress and the steps made to close

the gender pay gap and remove structural barriers, particularly in narrowing our median pay gap (down to 8.7% from 9.5% the previous year) and

the significant proportion of women earning promotions in our distribution centre (24%) – a traditionally male dominated area of the business.

For further details, the Gender Pay Gap report can be found at: https://www.petsathomeplc.com/sustainability/documents-policies/documents/

The FTSE Women Leaders Review again recognised our high representation of women at executive level and although our ranking lowered this

year to 6th in the retail sector, we maintained a strong position.

m) Non-Executive Directors – letters of appointment

Details of the Non-Executive Directors’ letters of appointment are contained in the Policy and can be viewed at https://www.petsathomeplc.com/

media/4ufhixlm/annual-report-2023.pdf.

Annual report on remuneration continued

Pets at Home Group Plc Annual Report and Accounts 2025

Annual report on remuneration continued

Statement of implementation for FY26

This section provides an overview of how the Committee is proposing to implement our Policy in FY26.

Base salary

The date for the pay review for the Executive Directors was aligned to the review date for all colleagues in April this year and the Committee

approved an annual pay review of 1.5% for each of the CEO and the CFO, effective from the start of FY26. The wider workforce pay review was 4%.

When reviewing the Executive Directors’ base pay, the Committee will continue to benchmark against relative market comparisons to ensure

that the package is considered competitive and does not pose a risk to retention and succession planning, whilst at the same time taking into

consideration the salary increase to the broader colleague population and external impacts on the business. The Committee may over time

approve salary increases that are ahead of the wider colleague population, if this is indicated by a significant gap in market benchmark.

Benefits

The Committee sets benefits in line with the Policy and there are no proposed changes to the benefits policy for FY26 other than anticipated

standard inflationary increases on premiums.

Pensions

Executive Directors already receive a Company pension contribution capped at the rate provided to colleagues in Support Office functions.

Currently this is up to 6.5% of base salary and consistent with pension contribution rates paid by other retailers. The Company continues to

actively review the employer contribution rate to the tier two pension scheme members which includes our retail hourly paid colleagues.

Annual bonus

The maximum annual bonus opportunity for Executive Directors in respect of FY26 will continue at 170% for the CEO and to 150% for the CFO. A third

of bonus will be awarded in shares in line with the Bonus Deferral Policy. The shares will not be released until a two-year holding period is complete.

This will continue to remain in place in FY26. We believe this will support in maintaining the alignment of executive and shareholder interests.

For FY26, the bonus will be based on Underlying PBT with targets split equally between the Vet and Retail divisions. Although the Committee

consider Normalised Pre Tax Free Cash Flow and sustainability to remain important, the Committee considers it appropriate that for FY26,

Executive Directors and other colleagues have a simple set of targets which encourage them to maximise shared resources, work together to

drive overall performance and to have a metric that colleagues can contribute to directly. The targets are considered commercially sensitive

and will be disclosed in the FY26 Annual Report.

As with previous years, the Committee retains discretion to determine the annual bonus outcome to ensure the formulaic outcome is a fair

reflection of underlying performance and the broader stakeholder experience. Any annual bonus paid is also subject to malus and clawback

provisions which provides the Committee with the ability to take back amounts previously paid out for a period of up to two years under certain

circumstances, including misstatement and misconduct.

Long-term incentive awards

It is proposed that awards under the RSP will be made in FY26 following the preliminary results announcement at 100% of salary for the CEO and

75% of salary for the CFO in line with the Policy and subject to a judgement-based underpin which will allow the Committee to take share price

performance into account in addition to business, individual and wider Company performance during the vesting period. The three-year vesting

schedule and two-year post-vest holding period will apply to these awards.

SAYE

The Company will consider the continued operation of the SAYE scheme in FY26, as part of the benefit and reward review work being undertaken.

Non-Executive Director remuneration

The fees paid to the Non-Executive Directors will continue to be reviewed in line with the annual pay reviews for all other colleagues in April

each financial year and benchmarked against relative market comparisons to see whether there have been any changes in the market and to

establish if the fees need a further adjustment. The NED fees were increased by 1.5% with effect from 28 March 2025, to ensure that this fee does

not fall behind market benchmarks.

The table below shows the Non-Executive Director fee structure for FY26:

FY26

Chair (all inclusive fee) 224,011

Basic Non-Executive Director Fee 56,028

Senior Independent Director Fee 10,150

Board Committee Chair Fee 11,267

NED responsible for colleague engagement fee 11,267

There are no fees paid for membership of Board Committees.

Remuneration Committee

Shareholder context for the Committee’s activities

During the year, the Committee received independent advice on executive remuneration matters from WTW. WTW is a member of the

Remuneration Consultants Group (RCG) and, as such, voluntarily operates under the code of conduct in relation to executive remuneration

consulting in the UK. The Committee has reviewed the advice provided by WTW during the year and is comfortable that it has been objective

and independent. Total fees received by WTW in relation to the remuneration advice provided to the Committee during FY25 amounted to

£107,038.70 (FY24: £93,770) based on the required time commitment.

During FY25 the Committee also received support from Travers Smith LLP on the terms of the discretionary and all-colleague share plans.

Strategic Report Governance Financial Statements

Committee membership and meetings

The Directors listed below in the table served on the Committee during the year. The Committee met four times during FY25, plus additional ad

hoc calls, and the Committee members’ attendance is also shown in the table below:

Member Period from Period to Meetings attended

Roger Burnley 29 March 2024 27 March 2025 4/4

Zarin Patel 29 March 2024 27 March 2025 4/4

Angelique Augereau 11 July 2024 20 January 2025 1/1

Natalie-Jane Macdonald 24 January 2025 27 March 2025 2/2

Susan Dawson 29 March 2024 11 July 2024 1/1

The individuals listed in the table below, none of whom were Committee members, attended at least part of a meeting by invitation during

the year.

Attendee Position

Lyssa McGowan CEO

Mike Iddon CFO

Lucy Williams Chief People and Legal Officer

Matthew Corr Head of Reward

Lesley Lazenby Company Secretary

Alex Chesworth Head of Legal Vets & Deputy Company Secretary

Ian Burke Chair of the Board

Garret Turley Non-Executive Director

Adam Wyman Travers Smith LLP

Alex Little WTW

Paul Townsend WTW

None of the individuals were involved in making decisions at meetings regarding their own compensation.

Governance

The Board and the Committee consider that, throughout FY25 and up to the date of this report, the Company has complied with the provisions

of the UK Corporate Governance Code relating to Directors’ remuneration.

Shareholder voting

At the Annual General Meeting on 11 July 2024, the total number of shares in issue with voting rights was 467,420,023. The resolution to approve

the DRR received the following votes from shareholders:

To approve the Directors’ Remuneration Report for the year ended 28 March 2024 and 2023 Remuneration Policy 2023 Policy Votes FY24 DRR Votes

Votes for

327,218,238 331,100,225

90.17% 94.69%

Votes against 35,658,683 18,561,019

% 9.83% 5.31%

Votes total 362,876,921 349,661,244

% of issued share capital

75.18% 74.81%

Votes withheld

23,804 69,971

1 Votes ‘for’ include discretionary votes.

2 Percentages above are rounded to two decimal places.

3 Issued share capital at meeting date: 467,420,023.

4 A vote withheld is not a vote in law and is not counted in the calculation of the proportion of votes ‘for’ and ‘against’ a resolution.

Annual General Meeting

As set out in my statement on pages 61 to 62, our Directors’ Remuneration Report will be subject to an advisory vote at our AGM to be held on

10 July 2025.

Approved by the Board and signed on behalf of the Board.

Roger Burnley

Chair of the Remuneration Committee

28 May 2025

Annual report on remuneration continued

Pets at Home Group Plc Annual Report and Accounts 2025

Directors’ Report

The Directors are pleased to share the following Directors’ Report for

FY25. As permitted by section 414C(11) of the Companies Act 2006

(Companies Act), a number of sections of the Directors’ Report have

been presented elsewhere in the Annual Report and Accounts, where

the context provides a clearer view on the disclosure provided. Any

such information has not been replicated in this Directors’ Report and

appropriate cross references have been provided below.

Name of Shareholder

Number of

Ordinary

Shares as

at 27 March

2025

Percentage

of issued

share capital

(%)

Nature of

holding

(Direct/

Indirect)

Neuberger Berman LLC 34,796,468 7.6 Indirect

Schroder Investment

Management Ltd (SIM) 34,676,633 7.5 Indirect

Fidelity Management &

Research Company LLC 33,831,488 7.4 Indirect

Marathon-London 20,857,742 4.5 Indirect

The Vanguard Group Inc 17,836366 3.9 Indirect

Allianz Global Investors

GmbH 16,597,445 3.6 Indirect

Dimensional Fund

Advisors LP 14,517,799 3.2 Indirect

Significant agreements with change of control provisions

The only significant agreements to which the Company is a party

that take effect, alter or terminate upon a change of control of the

Company following a takeover bid, and the effect thereof, are

as follows:

– The Group has a revolving credit facility with a total facility

amount of £300m. This senior facilities agreement expires

on 30 September 2028 and contains customary prepayment,

cancellation and default provisions including, if required by a

lender, mandatory prepayment of all utilisations provided by that

lender upon the sale of all or substantially all of the business and

assets of the Group or a change of control. In addition the Group

has a £23.3m loan facility to fund the purchase of capital items

which expires on 27 March 2030 and mirrors the terms of the

senior facilities agreement.

– The Company’s subsidiary, Companion Care (Services) Ltd

(CCSL), has an existing £26m facility agreement with Santander

for a reducing basis (non-revolving) loan facility with a three-

year availability period. CCSL also has an agreement with Lloyds

and, along with Vets4Pets Limited (V4P), a further facility with

HSBC. Both the HSBC and Lloyds facilities are capable of being

reborrowed and contain clauses that vary the maximum facility

limits over their availability periods. Both facility agreements

were extended to June 2025. As at 27 March 2025, the maximum

facility limit on the HSBC and Lloyds facility agreements were

£10m and £18.5m respectively. CCSL is currently in discussions

with HSBC and Lloyds regarding new facility agreements.

– Alongside the above facilities, certain joint venture practices

have existing loans in place with NatWest (RBS) and Lloyds

under historic agreements. These agreements are no longer

active, however the loans drawn down under them are still

being repaid over time.

– Pursuant to certain of the vet business facility agreements,

CCSL and V4P provide guarantees in respect of a certain fixed

proportion of the outstanding facility loans provided to the joint

venture practices which borrow under the facility. The facility

agreements contain customary prepayment, cancellation and

default provisions which include the event of a change of control

(direct or indirect) of CCSL or V4P.

Additional Information

Branches outside the UK

The Company has no branches outside the UK.

Political donations

The Group made no political donations and incurred no political

expenditure during the year (FY24: nil). It remains the Company’s

policy not to make political donations or to incur political expenditure,

however the application of the relevant provisions of the Companies

Act is potentially very broad in nature and, as with last year, the Board

is seeking shareholder authority to ensure that the Group does not

inadvertently breach these provisions as a result of the breadth of its

business activities. The Board has no intention of using this authority.

Shareholder information

Information provided to the Company pursuant to the Disclosure

Guidance and Transparency Rules is published on a Regulatory

Information Service and on the Company’s website. As at 27 March

2025, the following information had been received, in accordance

with DTR5.1.2R, from holders of notifiable interests in the Company’s

issued share capital. These figures represent the number of shares

and percentages held as at the date of notification to the Company.

It should be noted that these holdings may have changed since

notified to the Company however, notification of any change is not

required until the next applicable threshold is crossed.

Information located in the Strategic Report:

– Principal activities – pages 4 to 6

– Matters of strategic significance and future developments –

pages 2 to 5 and 7 to 8

– Profits, dividends and shareholder returns – pages 16 to 18

– Stakeholder engagement – pages 9 to 12

Information located in the Financial Statements:

– Financial instruments information – Note 9

– Dividend waivers – Note 9

– Share capital – Note 22

– Acquisition of own shares – Note 22

Information located in the Governance Section:

– Directors during FY25 and up 28 May 2025 – page 32 to 33 and 34

– Board and Group diversity policies – page 37 to 38 and 41

– Colleague information relating: to colleague numbers, diversity

statistics, listening and engagement, share plans and remuneration,

disability information – page 9, 14 to 15, 24, 34, 37 to 38, and 61 to 70

– Corporate Governance Code statement – page 34

– Internal controls and risk management arrangements –

pages 19 to 20, 36 and 44 to 45

– Information relating to greenhouse gas emissions – pages 57 to 58

– AGM information – page 41

– Key policies: Anti-Bribery, Modern Slavery, Whistleblowing –

page 36

– Conflicts of interest and related party transactions – page 34

Strategic Report Governance Financial Statements

Director insurance and indemnities

The Company maintains Directors’ and officers’ liability insurance

cover for its Directors and officers (and those of other Group

companies) as permitted under the Articles and the Companies Act.

Such insurance policies were renewed during the period and remain

in force as at the date of this Annual Report. Each Director and officer

of the Company also has the benefit of a qualifying indemnity, as

defined by section 236 of the Companies Act, and as permitted by

the Articles and such indemnities were in force during the financial

year. An indemnity deed is entered into by a Director at the time of his

or her appointment to the Board. No amount was paid under any of

these indemnities or insurances during the financial year other than

the applicable insurance premiums.

Directors’ information to auditors

In accordance with section 418 of the Companies Act, each Director

who held office at the date of the approval of this Directors’ Report

(whose names and functions are listed in the Board of Directors on

pages 32 to 33) confirms that, so far as he or she is aware, there is no

relevant audit information of which the Group’s auditor is unaware,

and that each Director has taken all of the steps that he or she ought

to have taken as a Director in order to make himself or herself aware

of any relevant audit information and to establish that the Group’s

auditor is aware of that information.

Research and development

Over the past year the Veterinary Services team have continued

their work within the regulatory, legislative and research spaces. The

partnership with Royal Veterinary College (RVC) Vet Compass team on

their project ‘Improved stewardship to protect veterinary antimicrobial

usage in UK cats and dogs’ continues and results are expected to

be published in FY26. These results will form the final elements of

the Vets for Pets Antimicrobial Stewardship Guidance. The business

also continued to share anonymised clinical data with Vet Compass

to support their research. Membership of RUMA CA&E (Responsible

Use of Medicines in Companion Animal & Equine Alliance) continued,

to actively participate in efforts to promote the responsible use

of antibiotics. With continued focus on advocacy, engagement

continued relating to improving animal welfare and supporting the

development of veterinary and pet care professionals. The business

provided support on providing background research information on

the ‘Puppy Smuggling’ Bill, submitted by MP Danny Chambers. In late

2024, Vets for Pets organised a discussion Roundtable, chaired by

Lord Trees, with representatives from RCVS, BVA, BVNA, and EFRA to

address the modernisation of the 1966 Veterinary Surgeons Act. The

Veterinary Leadership team continue to hold a number of meetings

with MPs to discuss the Veterinary Surgeons Act. Within the advocacy

approach, of particular focus is the work of Registered Veterinary

Nurses (RVN) and the RVN and Skills Programme will be launched

in FY26.

In addition, the relationship with and support of Meatly continued,

as noted on pages 15 and 53.

Director changes, powers of directors and the articles of

association

The appointment and replacement of directors is governed by the

Company’s Articles of Association (‘Articles’), the Code and the

Companies Act 2006. Subject to the Articles, the Companies Act

and any directions given by special resolution of the shareholders

from time to time, the directors may exercise all the powers of the

Company. In accordance with the Companies Act 2006, the Articles

may be amended by a special resolution of the shareholders.

No changes to the Articles were made during FY25.

Disclosures required under the UK Listing Rules

In accordance with Listing Rule 6.6.1R(1), the information required

to be disclosed in the Annual Report under Listing Rules 6.6.1R and

6.6.6R is disclosed on the following pages of this Annual Report:

Disclosure Page number

Long term incentive schemes 61 to 65 and 68 to 69

Significant contracts 71

Dividend waivers Note 9

Statement of capitalised interest n/a

Climate related financial disclosures

consistent with TCFD

49 to 60

Post balance sheet events

There are no post balance sheet events that are non-adjusting

requiring disclosure.

Approved by the Board and signed on behalf of the Board.

Lesley Lazenby

Legal Director & Company Secretary

28 May 2025

Directors’ Report continued

Pets at Home Group Plc Annual Report and Accounts 2025

Statement of Directors’ Responsibilities in Respect

of the Annual Report and the Financial Statements

The Directors are responsible for preparing the Annual Report and the

Group and Parent Company financial statements in accordance with

applicable law and regulations.

Company law requires the Directors to prepare the Group and parent

Company financial statements in each financial year. Under that

law they are required to prepare the Group financial statements in

accordance with UK-adopted international accounting standards

(‘UK-adopted IFRS’) and applicable law and have elected to prepare

the Parent Company financial statements under FRS 101 Reduced

Disclosure Framework (‘FRS 101’) and applicable law.

Under company law the Directors must not approve the financial

statements unless they are satisfied that they give a true and fair view

of the state of affairs of the Group and Parent Company and of the

Group’s profit or loss in the period. In preparing each of the Group and

Parent Company financial statements, the Directors are required to:

– Select suitable accounting policies and then apply them

consistently;

– Make judgements and estimates that are reasonable, relevant

and reliable;

– State whether they have been prepared in accordance with UK

adopted international accounting standards;

– Assess the Group and Parent Company’s ability to continue as a

going concern, disclosing, as applicable, matters related to going

concern; and

– Use the going concern basis of accounting unless they either

intend to liquidate the Group or the Parent Company or to cease

operations, or have no realistic alternative but to do so.

The Directors are responsible for keeping adequate accounting

records that are sufficient to show and explain the Parent Company’s

transactions and disclose with reasonable accuracy at any time the

financial position of the Parent Company and enable them to ensure

that its financial statements comply with the Companies Act 2006.

They are responsible for such internal control as they determine is

necessary to enable the preparation of financial statements that are

free from material misstatement, whether due to fraud or error, and

have general responsibility for taking such steps as are reasonably

open to them to safeguard the assets of the Group and to prevent

and detect fraud and other irregularities.

Under applicable law and regulations, the Directors are also

responsible for preparing a Strategic Report, Directors’ Report,

Directors’ Remuneration Report and Corporate Governance

Statement that complies with that law and those regulations.

The Directors are responsible for the maintenance and integrity of

the corporate and financial information included on the Company’s

website. Legislation in the UK governing the preparation and

dissemination of financial statements may differ from legislation in

other jurisdictions.

In accordance with Disclosure Guidance and Transparency Rule (DTR)

4.1.16R and 4.1.14R, the financial statements will form part of the

annual financial report prepared under DTR 4.1.17R and 4.1.18R using

the single electronic reporting format under the TD ESEF Regulation.

The auditor’s report on these financial statements provides no

assurance over the ESEF format or whether the Annual Report has

been prepared in accordance with those requirements.

Responsibility statement of the Directors in respect of the

Annual Financial Report

We confirm that to the best of our knowledge:

– The financial statements, prepared in accordance with the

applicable set of accounting standards, give a true and fair view

of the assets, liabilities, financial position and profit or loss of the

Company and the undertakings included in the consolidation

taken as a whole; and

– The Strategic Report includes a fair review of the development

and performance of the business and the position of the issuer

and the undertakings included in the consolidation taken as

a whole, together with a description of the principal risks and

uncertainties that they face.

We consider the Annual Report and Accounts, taken as a whole, is fair,

balanced and understandable and provides the information necessary

for shareholders to assess the Group’s position and performance,

business model and strategy.

Approved by the Board and signed on its behalf by:

Lyssa McGowan

Chief Executive Officer

28 May 2025

Strategic Report Governance Financial Statements

Independent Auditor’s Report

to the members of Pets at Home Group plc

Report on the audit of the financial statements

1. Opinion

In our opinion:

– the financial statements of Pets at Home Group plc (the

‘Parent Company’, ‘the Company’) and its subsidiaries (the

‘Group’) give a true and fair view of the state of the Group’s

and of the Parent Company’s affairs as at 27 March 2025 and

of the Group’s profit for the 52 week period then ended;

– the Group financial statements have been properly

prepared in accordance with United Kingdom adopted

international accounting standards;

– the Parent Company financial statements have been properly

prepared in accordance with United Kingdom Generally

Accepted Accounting Practice, including Financial Reporting

Standard 101 “Reduced Disclosure Framework”; and

– the financial statements have been prepared in accordance

with the requirements of the Companies Act 2006.

We have audited the financial statements which comprise:

– the consolidated income statement;

– the consolidated statement of comprehensive income;

– the consolidated balance sheet;

– the consolidated statement of changes in equity;

– the consolidated statement of cash flows;

– the related notes 1 to 28 to the consolidated financial statements;

– the company balance sheet;

– the company statement of changes in equity; and

– the related notes C1 to C9 for the parent company

financialstatements.

The financial reporting framework that has been applied in the

preparation of the group financial statements is applicable law and

United Kingdom adopted international accounting standards. The

financial reporting framework that has been applied in the preparation

of the Parent Company financial statements is applicable law and

United Kingdom Accounting Standards, including FRS 101 “Reduced

Disclosure Framework” (United Kingdom Generally Accepted

Accounting Practice).

2. Basis for opinion

We conducted our audit in accordance with International Standards

on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities

under those standards are further described in the auditor’s

responsibilities for the audit of the financial statements section of our

report.

We are independent of the Group and the Parent Company in

accordance with the ethical requirements that are relevant to our

audit of the financial statements in the UK, including the Financial

Reporting Council’s (the ‘FRC’s’) Ethical Standard as applied to

listed public interest entities, and we have fulfilled our other ethical

responsibilities in accordance with these requirements. The non-audit

services provided to the Group and Parent Company for the period

are disclosed in note 3 to the financial statements. We confirm that

we have not provided any non-audit services prohibited by the

FRC’s Ethical Standard to the Group or the Parent Company.

We believe that the audit evidence we have obtained is sufficient

and appropriate to provide a basis for our opinion.

3. Summary of our audit approach

Key audit

matters

The key audit matter that we identified in the current

period was:

– Accuracy of Retail overrider income recognised.

Materiality

The materiality that we used for the Group financial

statements was £6.1 million, which was determined

on the basis of profit before tax.

Scoping

We performed audits of the entire financial

information across three reporting components,

which resulted in 99% of group revenue and 96%

of the profit before tax being subject to audit

procedures. All audit work was performed by the

group audit team.

4. Conclusions relating to going concern

In auditing the financial statements, we have concluded that the

directors’ use of the going concern basis of accounting in the

preparation of the financial statements is appropriate.

Our evaluation of the directors’ assessment of the Group’s and Parent

Company’s ability to continue to adopt the going concern basis of

accounting included:

– obtaining an understanding of the Group’s financing facilities

including the nature of facilities, repayment terms, covenants and

expected renewal of financing arrangements;

– assessment of the assumptions used in the Board approved

forecasts by reference to historical performance, the impact of

macroeconomic uncertainty, and other supporting evidence such

as market data;

– recalculating the amount of headroom in the forecasts (in liquidity

terms and against the relevant covenant limits);

– assessing the appropriateness of the sensitivity analysis

performed by management; and

– assessing the appropriateness of the disclosures made in the

financial statements.

Based on the work we have performed, we have not identified

any material uncertainties relating to events or conditions that,

individually or collectively, may cast significant doubt on the Group’s

and Parent Company’s ability to continue as a going concern for a

period of at least twelve months from when the financial statements

are authorised for issue.

In relation to the reporting on how the Group has applied the UK

Corporate Governance Code, we have nothing material to add or

draw attention to in relation to the directors’ statement in the financial

statements about whether the directors considered it appropriate to

adopt the going concern basis of accounting.

Our responsibilities and the responsibilities of the directors with respect

to going concern are described in the relevant sections of this report.

5. Key audit matters

Key audit matters are those matters that, in our professional judgement,

were of most significance in our audit of the financial statements of

the current period and include the most significant assessed risks of

material misstatement (whether or not due to fraud) that we identified.

These matters included those which had the greatest effect on: the

overall audit strategy; the allocation of resources in the audit; and

directing the efforts of the engagement team.

These matters were addressed in the context of our audit of the

financial statements as a whole, and in forming our opinion thereon,

and we do not provide a separate opinion on these matters.

Pets at Home Group Plc Annual Report and Accounts 2025

Independent Auditor’s Report continued

5. Key audit matters continued

5.1. Accuracy of overrider income recognition

Key audit matter description

As described in note 1.19 the group receives income from suppliers in connection with the

purchase of goods for resale, which is recognised on an accruals basis and therefore held on

balance sheet within accrued income as explained in note 19. This income arises in a number

of different forms, with the most significant element being in relation to Retail overrider

income, which includes arrangements that are typically not coterminous with the group’s

financial period, instead running alongside the calendar year, meaning there is an element

which is estimated based on forecast volumes. This is also included in the significant matters

and judgements considered by the Audit and Risk Committee as noted on page 43.

Therefore, management judgement is required in determining the value of overrider income

to be recognised in the non-coterminous period as this is based on forecast supplier spend

which is impacted by the group’s financial performance.

We have therefore identified a key audit matter as the accuracy of overrider income,

specifically the element which is non-coterminous with the group’s period-end.

How the scope of our audit responded to

the key audit matter

We have performed the following procedures to address this key audit matter:

– obtained an understanding of the relevant controls relating to Retail overrider

incomerecognition;

– challenged the basis for the recognition of the overrider income recorded in the non-

coterminous period by performing the following procedures for a sample of suppliers:

– obtained a sample of supplier agreements and latest correspondence to examine the

terms and conditions associated with the supplier income forecast for calendar year

2025 to challenge whether the amounts recognised for the non-coterminous periods

are appropriate, based on the terms therein; and

– assessed the level of income forecast for calendar year 2025 recognised by reference

to historical volumes and amounts achieved in the calendar year to date; and

– assessed whether the related disclosures in the financial statements were appropriate.

Key observations

Based on our procedures performed, we are satisfied that the overrider income recognised

during the period ended 27 March 2025 is appropriate.

6. Our application of materiality

6.1. Materiality

We define materiality as the magnitude of misstatement in the financial statements that makes it probable that the economic decisions of a

reasonably knowledgeable person would be changed or influenced. We use materiality both in planning the scope of our audit work and in

evaluating the results of our work.

Based on our professional judgement, we determined materiality for the financial statements as a whole as follows:

Group financial statements Parent Company financial statements

Materiality

£6.1 million (FY24: £5.9 million (as used by the previous

auditor)).

£5.5 million (FY24: £2.9 million (as used by the previous

auditor)).

Basis for determining

materiality

5.1% of profit before tax.

The previous auditor used 4.3% of profit before

tax, normalised to exclude non-underlying items of

£26.3million.

1% of the Parent Company’s net assets (capped at 90%

of Group materiality).

The previous auditor used 0.31% of Parent Company

total assets.

Rationale for the

benchmark applied

We have used profit before tax for determining

materiality. This is considered to be a key benchmark

as this metric is important to the users of the Financial

Statements (investors and analysts being the key users

for a listed entity) because it portrays the performance

of the business and hence its ability to pay a return on

investment to the investors.

The Parent Company is a holding company for the

Group and pays external dividends to shareholders,

therefore we have determined net assets to be the

appropriatebasis.

Strategic Report Governance Financial Statements

Profit before tax

£120.6m

Group materiality

£6.1m

Component performance

materiality range

£2.1m to £3.8m

Audit & Risk

Committee reporting

threshold £0.3m

l Normalised PBT

l Group materiality

6.2. Performance materiality

We set performance materiality at a level lower than materiality to reduce the probability that, in aggregate, uncorrected and undetected

misstatements exceed the materiality for the financial statements as a whole.

Group financial statements Parent Company financial statements

Performance

materiality

70% of Group materiality (FY24: 75% as used by the

previous auditor).

70% of Parent Company materiality (FY24: 75% as used

by the previous auditor).

Basis and rationale

for determining

performance

materiality

In determining performance materiality, we considered the following factors:

– our risk assessment, including our assessment of the group’s overall control environment, and that we were

unable to place reliance on the internal controls for the purposes of our audit; and

– the low level of corrected and uncorrected misstatements identified in the prior period audit by the previous auditor.

6.3. Error reporting threshold

We agreed with the Audit and Risk Committee that we would report to the Committee all audit differences in excess of £0.3 million (FY24: £0.3

million, as determined by the previous auditor), as well as differences below that threshold that, in our view, warranted reporting on qualitative

grounds. We also report to the Audit and Risk Committee on disclosure matters that we identified when assessing the overall presentation

of the financial statements.

7. An overview of the scope of our audit

7.1. Identification and scoping of components

Our group audit was scoped by obtaining an understanding of the group and its environment, including group-wide controls, assessing the

risks of material misstatement at the group level and by developing an appropriate audit plan for each significant account. We assessed the

qualitative and quantitative characteristics of each financial statement line item and considered the relative contribution of each component to

these line items in determining which components would be subject to audit procedures.

The group is structured so that it has three reporting units, as described in Note 2, within which there are a total of eight reporting components.

We have identified our components at this level. We performed audits of the entire financial information for three of the eight reporting

components, that together represent 99% of group revenue and 96% of the group’s profit or loss before tax.

All audit work was performed by the UK group audit team. The component performance materialities used by the audit team ranged between

£2.1 million to £3.8 million.

At a group level, we audited the consolidation, and performed analytical review procedures over all components not in scope in order to assess

whether there were any additional risks of material misstatement at the group level within those components.

7.2. Our consideration of the control environment

The group uses a number of IT systems and applications across the business and we worked with our IT specialists to obtain an understanding of

the general IT controls for relevant systems. Following this, we focused our testing on the two core financial systems that underpin the reporting

components. A number of IT control deficiencies have been identified during the course of our audit work.

We have also obtained an understanding of the relevant business process controls across a number of areas, including revenue, override income,

financial reporting processes and goodwill impairment.

Given the deficiencies identified in the IT controls and reflecting this being our first period as auditor, we adopted a fully substantive audit

approach and did not plan to rely upon controls.

The group continues to invest time in addressing our observations on IT and entity level controls. In doing so, management monitors the

resolution of these points with oversight from the Audit and Risk Committee, as explained in the Audit and Risk Committee Report on page 42,

which includes consideration of developments in control in the context of the FRC guidance and changes to the Corporate Governance Code.

Independent Auditor’s Report continued

6. Our application of materiality continued

6.1. Materiality continued

Pets at Home Group Plc Annual Report and Accounts 2025

Independent Auditor’s Report continued

7. An overview of the scope of our audit continued

7.3. Our consideration of climate-related risks

In planning our audit, we have considered the potential impact of

climate change on the group’s business and its financial statements.

We have obtained management’s climate-related risk assessment and

held discussions with those charged with governance to understand

the process of identifying climate-related risks, the determination of

mitigating actions and the impact on the group’s financial statements.

As noted on page 73, the Directors have considered the impact of

climate change, particularly in the context of the risks identified in the

TCFD disclosures on pages 49 to 60 and the principal risks on pages

21 to 29, noting the Group is exposed to the impacts of climate change

on its business and operations.

Our procedures were performed with the involvement of our ESG

specialist team and included reading disclosures in the Strategic

Report to consider whether they are materially consistent with the

financial statements and our knowledge obtained in the audit.

8. Other information

The other information comprises the information included in the

annual report, other than the financial statements and our auditor’s

report thereon. The directors are responsible for the other information

contained within the annual report.

Our opinion on the financial statements does not cover the other

information and, except to the extent otherwise explicitly stated in our

report, we do not express any form of assurance conclusion thereon.

Our responsibility is to read the other information and, in doing so,

consider whether the other information is materially inconsistent with

the financial statements, or our knowledge obtained in the course of

the audit, or otherwise appears to be materially misstated.

If we identify such material inconsistencies or apparent material

misstatements, we are required to determine whether this gives rise to a

material misstatement in the financial statements themselves. If, based

on the work we have performed, we conclude that there is a material

misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

9. Responsibilities of directors

As explained more fully in the directors’ responsibilities statement,

the directors are responsible for the preparation of the financial

statements and for being satisfied that they give a true and fair view,

and for such internal control as the directors determine is necessary

to enable the preparation of financial statements that are free from

material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for

assessing the Group’s and the Parent Company’s ability to continue

as a going concern, disclosing as applicable, matters related to going

concern and using the going concern basis of accounting unless the

directors either intend to liquidate the Group or the Parent Company

or to cease operations, or have no realistic alternative but to do so.

10. Auditor’s responsibilities for the audit of the

financial statements

Our objectives are to obtain reasonable assurance about whether the

financial statements as a whole are free from material misstatement,

whether due to fraud or error, and to issue an auditor’s report

that includes our opinion. Reasonable assurance is a high level

of assurance, but is not a guarantee that an audit conducted in

accordance with ISAs (UK) will always detect a material misstatement

when it exists. Misstatements can arise from fraud or error and are

considered material if, individually or in the aggregate, they could

reasonably be expected to influence the economic decisions of users

taken on the basis of these financial statements.

A further description of our responsibilities for the audit of

the financial statements is located on the FRC’s website at:

www.frc.org.uk/auditorsresponsibilities. This description forms part

of our auditor’s report.

11. Extent to which the audit was considered capable of

detecting irregularities, including fraud

Irregularities, including fraud, are instances of non-compliance

with laws and regulations. We design procedures in line with our

responsibilities, outlined above, to detect material misstatements

in respect of irregularities, including fraud. The extent to which our

procedures are capable of detecting irregularities, including fraud is

detailed below.

11.1. Identifying and assessing potential risks related

to irregularities

In identifying and assessing risks of material misstatement in respect

of irregularities, including fraud and non-compliance with laws and

regulations, we considered the following:

– the nature of the industry and sector, control environment

and business performance including the design of the Group’s

remuneration policies, key drivers for directors’ remuneration,

bonus levels and performance targets;

– the group’s own assessment of the risks that irregularities may

occur either as a result of fraud or error that was approved by the

board on 28 May 2025.

– results of our enquiries of management, the directors, internal

audit and the Audit and Risk Committee about their own

identification and assessment of the risks of irregularities,

including those that are specific to the group’s sector;

– any matters we identified having obtained and reviewed the group’s

documentation of their policies and procedures relating to:

– identifying, evaluating and complying with laws and regulations

and whether they were aware of any instances of non-compliance;

– detecting and responding to the risks of fraud and whether they

have knowledge of any actual, suspected or alleged fraud; and

– the internal controls established to mitigate risks of fraud or non-

compliance with laws and regulations;

– the matters discussed among the audit engagement team and

relevant internal specialists, including tax, valuations, and IT

specialists regarding how and where fraud might occur in the

financial statements and any potential indicators of fraud.

As a result of these procedures, we considered the opportunities

and incentives that may exist within the organisation for fraud and

identified the greatest potential for fraud in the accuracy of Retail

overrider income recognition. In common with all audits under ISAs

(UK), we are also required to perform specific procedures to respond

to the risk of management override.

We also obtained an understanding of the legal and regulatory

framework that the Group operates in, focusing on provisions of those

laws and regulations that had a direct effect on the determination

of material amounts and disclosures in the financial statements.

The key laws and regulations we considered in this context included

the UK Companies Act, UK Listing Rules, pensions legislation and

tax legislation.

In addition, we considered provisions of other laws and regulations

that do not have a direct effect on the financial statements but

compliance with which may be fundamental to the group’s ability

to operate or to avoid a material penalty. We identified the following

areas as those most likely to have such an effect: competition and

anti-bribery laws, data protection laws, employment law, advertising

standards, environmental and health and safety regulations.

Strategic Report Governance Financial Statements

11.2. Audit response to risks identified

As a result of performing the above, we identified accuracy of

overrider income recognition as a key audit matter related to the

potential risk of fraud. The key audit matters section of our report

explains the matter in more detail and also describes the specific

procedures we performed in response to that key audit matter.

In addition to the above, our procedures to respond to risks identified

included the following:

– reviewing the financial statement disclosures and testing to

supporting documentation to assess compliance with provisions

of relevant laws and regulations described as having a direct

effect on the financial statements;

– enquiring of management, the Audit and Risk Committee and

in-house legal counsel concerning actual and potential litigation

and claims;

– performing analytical procedures to identify any unusual or

unexpected relationships that may indicate risks of material

misstatement due to fraud;

– reading minutes of meetings of those charged with governance

and reviewing internal audit reports; and

– in addressing the risk of fraud through management override of

controls, testing the appropriateness of journal entries and other

adjustments; assessing whether the judgements made in making

accounting estimates are indicative of a potential bias; and

evaluating the business rationale of any significant transactions

that are unusual or outside the normal course of business.

We also communicated relevant identified laws and regulations and

potential fraud risks to all engagement team members including

internal specialists and remained alert to any indications of fraud or

non-compliance with laws and regulations throughout the audit.

Report on other legal and regulatory requirements.

12. Opinions on other matters prescribed by the Companies

Act 2006

In our opinion the part of the directors’ remuneration report to

be audited has been properly prepared in accordance with the

Companies Act 2006.

In our opinion, based on the work undertaken in the course of

the audit:

– the information given in the strategic report and the

directors’ report for the financial period for which the

financial statements are prepared is consistent with the

financial statements; and

– the strategic report and the directors’ report have been

prepared in accordance with applicable legal requirements.

In the light of the knowledge and understanding of the Group

and the Parent Company and their environment obtained in

the course of the audit, we have not identified any material

misstatements in the strategic report or the directors’ report.

13. Corporate Governance Statement

The Listing Rules require us to review the directors’ statement in

relation to going concern, longer-term viability and that part of the

Corporate Governance Statement relating to the Group’s compliance

with the provisions of the UK Corporate Governance Code specified

for our review.

Based on the work undertaken as part of our audit, we have

concluded that each of the following elements of the Corporate

Governance Statement is materially consistent with the financial

statements and our knowledge obtained during the audit:

– the directors’ statement with regards to the appropriateness

of adopting the going concern basis of accounting and any

material uncertainties identified set out on page 73;

– the directors’ explanation as to its assessment of the

Group’s prospects, the period this assessment covers and

why the period is appropriate set out on page 30;

– the directors’ statement on fair, balanced and

understandable set out on page 73;

– the board’s confirmation that it has carried out a robust

assessment of the emerging and principal risks set out on

page 20;

– the section of the annual report that describes the review

of effectiveness of risk management and internal control

systems set out on page 20; and

– the section describing the work of the Audit and Risk

Committee set out on page 42.

14. Matters on which we are required to report by exception

14.1. Adequacy of explanations received and accounting records

Under the Companies Act 2006 we are required to report to you if,

in our opinion:

– we have not received all the information and explanations we

require for our audit; or

– adequate accounting records have not been kept by the Parent

Company, or returns adequate for our audit have not been

received from branches not visited by us; or

– the Parent Company financial statements are not in agreement

with the accounting records and returns.

We have nothing to report in respect of these matters.

14.2. Directors’ remuneration

Under the Companies Act 2006 we are also required to report if in our

opinion certain disclosures of directors’ remuneration have not been

made or the part of the directors’ remuneration report to be audited

is not in agreement with the accounting records and returns.

We have nothing to report in respect of these matters.

15. Other matters which we are required to address

15.1. Auditor tenure

Following the recommendation of the Audit and Risk Committee,

we were appointed by the Board of Directors at the Annual General

Meeting on 11 July 2024 to audit the financial statements for the 52

week period ended 27 March 2025 and subsequent financial periods.

The period of total uninterrupted engagement including previous

renewals and reappointments of the firm is therefore one 52 week

period, being the period ended 27 March 2025.

15.2. Consistency of the audit report with the additional report

to the Audit and Risk Committee

Our audit opinion is consistent with the additional report to the

Audit and Risk Committee we are required to provide in accordance

with ISAs (UK).

Independent Auditor’s Report continued

Pets at Home Group Plc Annual Report and Accounts 2025

Independent Auditor’s Report continued

16. Use of our report

This report is made solely to the Company’s members, as a body, in

accordance with Chapter 3 of Part 16 of the Companies Act 2006.

Our audit work has been undertaken so that we might state to the

Company’s members those matters we are required to state to them

in an auditor’s report and for no other purpose. To the fullest extent

permitted by law, we do not accept or assume responsibility to anyone

other than the Company and the company’s members as a body, for

our audit work, for this report, or for the opinions we have formed.

As required by the Financial Conduct Authority (FCA) Disclosure

Guidance and Transparency Rule (DTR) 4.1.15R – DTR 4.1.18R, these

financial statements form part of the Electronic Format Annual

Financial Report filed on the National Storage Mechanism of the FCA

in accordance with DTR 4.1.15R – DTR 4.1.18R. This auditor’s report

provides no assurance over whether the Electronic Format Annual

Financial Report has been prepared in compliance with DTR 4.1.15R –

DTR 4.1.18R.

Rachel Argyle (Senior statutory auditor)

For and on behalf of Deloitte LLP Statutory Auditor

Manchester,

United Kingdom

28 May 2025

Strategic Report Governance Financial Statements

Consolidated income statement

for the 52 week period ended 27 March 2025

		52 week period ended			52 week period ended
		27 March 2025			28 March 2024 (restated) 1
		Underlying	Non-underlying		Underlying	Non-underlying
		trading	items (note 3)	Total	trading	items (note 3)	Total
	Note	£m	£m	£m	£m	£m	£m
Revenue	2	1, 4 8 2 .1	–	1 , 4 8 2 .1	1 ,4 80 .2	–	1 ,4 80. 2
Cost of sales 2		(7 8 7. 4)	–	(7 8 7. 4)	(7 8 8 .9)	–	(7 8 8 .9)
Gross profit		694 . 7	–	694 .7	691 . 3	–	691 .3
Selling and distribution expenses		(4 4 2 .9)	(8. 3)	(451 . 2)	(44 2.2)	(21.4)	(4 6 3 . 6)
Administrative expenses	3	(1 1 7. 6)	(6 . 4)	(124.0)	(11 6. 3)	(4 . 8)	(121 .1)
Other income	3	14.6	2.3	1 6 .9	12 .7	–	12. 7
Operating profit	2,3	148 .8	(12. 4)	136.4	145. 5	(26. 2)	1 1 9. 3
Financial income	6	2 .9	–	2 .9	4 .0	–	4. 0
Financial expense	7	(18.7)	–	(18.7)	(1 7. 5)	(0.1)	(1 7. 6)
Net financing expense		(15.8)	–	(15.8)	(13. 5)	(0.1)	(13 . 6)
Profit before tax		133.0	(12 .4)	1 20.6	1 32. 0	(26. 3)	105.7
Taxation	8	(35 . 5)	3 .1	(32 . 4)	(33 .1)	6 .6	(26 .5)
Profit for the period		9 7. 5	(9. 3)	88. 2	9 8 .9	(1 9. 7)	7 9. 2

1 See note 1.26 for an explanation of the prior year restatement.

2 Impairment gains on receivables of £nil (52 weeks to 27 March 2025 £1 .0m) are reported within cost of sales.

Basic and diluted earnings per share attributable to equity shareholders of the Company:

		52 week period	52 week period
		ended 27 March	ended 28 March
	Note	2025	2024
Equity holders of the parent – basic	5	1 9. 0p	1 6. 6p
Equity holders of the parent – diluted	5	18.8p	16 . 4p

Dividends paid and proposed are disclosed in note 9.

The notes on pages 84 to 138 form an integral part of these financial statements.

Consolidated statement of comprehensive income

for the 52 week period ended 27 March 2025

		52 week period	52 week period
		ended 27 March	ended 28 March
		2025	2024
	Note	£m	£m
Profit for the period		88.2	79. 2
Other comprehensive income
Items that are or may be recycled subsequently into profit or loss:
Effective portion of changes in fair value of cash flow hedges	22	0.6	3.3
Net change in fair value of cash flow hedges reclassified to profit or loss	22	0 .1	1.3
Other comprehensive income for the period, before income tax		0.7	4.6
Income tax on changes in fair value of cash flow hedges	15,22	–	(0. 3)
Other comprehensive income for the period, net of income tax		0.7	4.3
Total comprehensive income for the period		88. 9	83.5

The notes on pages 84 to 138 form an integral part of these financial statements.

Pets at Home Group Plc Annual Report and Accounts 2025

Consolidated Balance Sheet

at 27 March 2025

		At 27 March	At 28 March
		2025	2024
	Note	£m	£m
Non-current assets
Property, plant and equipment	11	1 61 . 7	1 58 .1
Right-of-use assets	12	284 .6	3 1 9. 3
Intangible assets	13	98 5 .1	9 7 9. 7
Other financial assets	16	15 .0	10 .9
		1,44 6.4	1,468.0
Current assets
Inventories	14	10 6 .9	9 7. 5
Derivative financial assets	16	0. 5	0.3
Income tax receivable		0. 2	–
Trade and other receivables	17	63.3	6 0 .9
Cash and cash equivalents	18	3 9. 5	5 7. 1
		210. 4	215.8
Total assets		1,656.8	1,683 .8
Current liabilities
Trade and other payables	20	(255.6)	(24 9. 2)
Income tax payable		–	(1.4)
Other interest-bearing loans and borrowings	19	(4 .7)	(2. 2)
Lease liabilities	12	(78. 5)	(7 9. 8)
Provisions	21	(5 .1)	(7 .6)
Derivative financial liabilities	16	(1.7)	(1. 0)
		(345.6)	(3 41 . 2)
Non-current liabilities
Interest-bearing loans and borrowings	19	(26. 7)	(4 3 . 3)
Lease liabilities	12	(269 .8)	(3 01. 0)
Provisions	21	(3 .9)	(5 .1)
Deferred tax liabilities	15	(1 7. 6)	(4 .7)
		(31 8 .0)	(35 4 .1)
Total liabilities		(66 3 . 6)	(695.3)
Net assets		993. 2	98 8. 5
Equity attributable to equity holders of the parent
Ordinary share capital	22	4.6	4.7
Consolidation reserve	22	(372 .0)	(372 . 0)
Merger reserve	22	113. 3	113. 3
Translation reserve	22	(0 .1)	(0.1)
Capital redemption reserve	22	0. 4	0.3
Cash flow hedging reserve	22	(1 . 2)	(0.5)
Retained earnings	22	1, 248. 2	1,24 2.8
Total equity		993. 2	98 8. 5

On behalf of the Board:

Mike Iddon

Chief Financial Officer

28 May 2025

Company number: 08885072

The notes on pages 84 to 138 form an integral part of these financial statements.

Strategic Report Governance Financial Statements

Consolidated Company Statement of Changes in Equity

as at 27 March 2025

				Cash flow		Capital
	Share	Consolidation	Merger	hedging	Translation	redemption	Retained	Total
	capital	reserve	reserve	reserve	reserve	reserve	earnings	equity
	£m	£m	£m	£m	£m	£m	£m	£m
Balance at 28 March 2024	4.7	(372 .0)	113. 3	(0. 5)	(0.1)	0. 3	1 ,242 .8	988.5
Total comprehensive income for the period
Profit for the period	–	–	–	–	–	–	88. 2	88.2
Other comprehensive income (note 22)	–	–	–	0.7	–	–	–	0.7
Total comprehensive income for the period	–	–	–	0.7	–	–	88.2	88. 9
Hedging gains and losses reclassified to inventory	–	–	–	(1. 6)	–	–	–	(1 .6)
Deferred tax on hedging gain and losses	–	–	–	0.2	–	–	–	0.2
Total hedging gains and losses reclassified to inventory	–	–	–	(1 .4)	–	–	–	(1 .4)
Transactions with owners, recorded directly in equity
Equity dividends paid	–	–	–	–	–	–	(5 9. 7)	(5 9. 7)
Credit to equity for share based payments	–	–	–	–	–	–	5 .9	5 .9
Share buyback	(0.1)	–	–	–	–	0.1	(25 .1)	(25 .1)
Purchase of own shares	–	–	–	–	–	–	(3 .9)	(3 .9)
Total contributions by and distributions to owners	(0.1)	–	–	–	–	0 .1	(82 .8)	(82 .8)
Balance at 27 March 2025	4.6	(37 2 .0)	113. 3	(1 . 2)	(0 .1)	0. 4	1, 248. 2	993. 2

Consolidated statement of changes in equity

as at 28 March 2024

				Cash flow		Capital
	Share	Consolidation	Merger	hedging	Translation	redemption	Retained	Total
	capital	reserve	reserve	reserve	reserve	reserve	earnings	equity
	£m	£m	£m	£m	£m	£m	£m	£m
Balance at 30 March 2023	4.8	(37 2 .0)	113 . 3	(1 . 6)	(0.1)	0.2	1, 280.5	1 ,02 5.1
Total comprehensive income for the period
Profit for the period	–	–	–	–	–	–	7 9. 2	7 9. 2
Other comprehensive income (note 22)	–	–	–	4.3	–	–	–	4.3
Total comprehensive income for the period	–	–	–	4.3		–	7 9. 2	83.5
Hedging gains and losses reclassified to inventory	–	–	–	(3. 2)	–	–	–	(3 . 2)
Total hedging gains and losses reclassified to inventory	–	–	–	(3. 2)	–	–	–	(3 . 2)
Transactions with owners, recorded directly in equity					–	–
Equity dividends paid	–	–	–	–	–	–	(6 0. 7)	(6 0 .7)
Credit to equity for share based payments	–	–	–	–	–	–	5 .9	5 .9
Deferred tax movement on IFRS2 reserve	–	–	–	–	–	–	(1. 0)	(1 .0)
Share buyback	(0.1)	–	–	–	–	0.1	(50 .3)	(50. 3)
Purchase of own shares	–	–	–	–	–	–	(1 0.8)	(1 0. 8)
Total contributions by and distributions to owners	(0.1)	–	–	–	–	0.1	(1 1 6 .9)	(1 1 6 .9)
Balance at 28 March 2024	4.7	(37 2. 0)	113 . 3	(0 .5)	(0.1)	0. 3	1,242.8	988 .5

Pets at Home Group Plc Annual Report and Accounts 2025

Consolidated statement of cash flows

for the 52 week period ended 27 March 2025

		52 week period	52 week period
		ended 27 March	ended 28 March
		2025	2024
	Note	£m	£m
Cash flows from operating activities
Profit for the period		88.2	79. 2
Adjustments for:
Depreciation and amortisation	11, 12, 13	1 02. 2	1 0 9. 6
Non underlying profit on disposal		(2 .3)	–
Financial income	6	(2 .9)	(4 . 0)
Financial expense	7	18 .7	1 7. 6
Share-based payment charges	3	5 .9	5 .9
Taxation	8	32 .4	26 .5
		242. 2	234. 8
Increase in trade and other receivables		(0.9)	(6 . 3)
(Increase)/decrease in inventories		(9. 4)	11 .1
Increase/(decrease) in trade and other payables		10.7	(5 . 3)
Decrease in provisions		(3. 7)	(4. 1)
Movement in working capital		(3. 3)	(4 . 6)
Tax paid		(2 0 .9)	(20 . 2)
Net cash flow from operating activities		21 8.0	2 10. 0
Cash flows from investing activities
Acquisitions of other investments		(1 .0)	(1 .0)
Proceeds from the sale of other investments		2.3	–
Investment capital contributions		(0 .9)	(2 . 5)
Proceeds from repayment of initial partner loans		1.5	2.1
Interest received		3.0	4 .1
Costs to acquire right-of-use assets		(0. 4)	(0. 5)
Acquisition of subsidiaries, net of cash acquired	10	(1. 3)	(1.0)
Disposal of subsidiaries, net of cash disposed		(1 . 6)	(1 .5)
Acquisition of property, plant and equipment and other intangible assets		(4 9. 0)	(4 8 . 0)
Net cash generated from in investing activities		(4 7. 4)	(4 8 . 3)
Cash flows from financing activities
Equity dividends paid	9	(59.7)	(6 0 . 7)
Repayment of borrowings	23	(15 .0)	(75. 0)
Debt issue costs	23	–	(0 .9)
Cash payments for the principal portion of the right-of-use lease liability		(66 . 5)	(6 8 . 4)
Purchase of own shares		(3 .9)	(1 0.8)
Share buyback		(2 5 .1)	(5 0. 3)
Interest paid		(4 . 8)	(3 . 2)
Interest paid on lease obligations		(13 . 2)	(13 . 3)
Net cash used in financing activities		(188.2)	(282 . 6)
Net decrease in cash and cash equivalents		(1 7. 6)	(120. 9)
Cash and cash equivalents at beginning of period	18	5 7. 1	178 .0
Cash and cash equivalents at end of period	18	3 9. 5	5 7. 1

The notes on pages 84 to 138 form an integral part of these financial statements.

Strategic Report Governance Financial Statements

Notes to the consolidated financial statements

Pets at Home Group Plc ‘the Company’ is a company incorporated in the United Kingdom and registered in England and Wales and its registered

office is Epsom Avenue, Stanley Green, Handforth, Cheshire, SK9 3RN.

1 Accounting policies

The accounting policies set out below have, unless otherwise stated, been applied consistently to all periods presented in these consolidated

financial statements.

1.1 Basis of preparation

The Group financial statements of Pets at Home Group Plc have been prepared in accordance with UK-adopted international accounting

standards (UK-adopted IFRS) and with the requirements of the Companies Act 2006 as applicable to companies reporting under those

standards.

The Parent Company financial statements in the prior year were prepared in accordance with UK-adopted International Financial Reporting

Standards and with the requirements of the Companies Act 2006 as applicable to companies reporting under those standards.

These Parent Company financial statements have been prepared in accordance with FRS 101 Reduced Disclosure Framework (FRS 101) for all

periods presented, under the historical cost convention, and in accordance with the Companies Act and other applicable law. The transition

has not had an impact on the values of balances previously presented and therefore no changes are required in the presentation of the prior

period balances

As permitted by FRS 101, the Parent Company has taken advantage of the disclosure exemptions available under that standard in relation to

standards not yet effective and presentation of a cash flow statement. The accounting policies adopted for the Parent Company are otherwise

consistent with those used for the Group as set out within this note. The Company has also taken advantage of the following disclosure

exemptions under FRS 101:

– The requirement of paragraphs 91-99 of IFRS 13 ‘Fair Value Measurement’

– The requirement of IFRS 7 ‘Financial Instruments: Disclosure’

– The requirements of 45 (b) and 46-52 of IFRS 2 ‘Share-based payments’

– The requirements in IAS 24 ‘Related Party Disclosures’ to disclose related party transactions entered into between two or more members

of a group, provided that any subsidiary which is a party to the transaction is wholly owned by such a member.

On publishing the Parent Company financial statements here together with the Group financial statements, the Company has also taken

advantage of the exemption provided under section 408 of the Companies Act 2006 not to publish its individual income statement and related

notes that form a part of these approved Financial Statements.

New standards and interpretations issued by the International Accounting Standards Board (IASB) and the International Financial Reporting

Interpretations Committee (IFRIC) becoming effective during the 52 week period ended 27 March 2025 have not had a material impact on the

Group’s financial statements, these include IAS 8 amendments and IAS 1 amendments on current/non-current classification of liabilities.

The OECD Pillar Two GloBE model rules introduce a global minimum corporation tax rate of 15% applicable to multinational enterprise groups

with global revenue over €750m. Pillar Two legislation was substantively enacted on 20 June 2023 in the UK, the jurisdiction in which the

Group’s ultimate parent company is incorporated, and came into effect from 1 January 2024. The Group applies the mandatory temporary

exception to recognising and disclosing information about deferred tax assets and liabilities related to Pillar Two income taxes, as provided in

the amendments to IAS 12 issued in May 2023.

1.2 Measurement convention

The consolidated financial statements are prepared on the historical cost basis except that the following assets and liabilities are stated at their

fair value: derivative financial instruments, financial instruments classified as fair value through the profit or loss.

1.3 Going concern

The Group and Company’s business activities, together with the factors likely to affect its future development, performance and position, are

set out in the Strategic Report. The financial position of the Group and Company, its cash flows, liquidity position and borrowing facilities are

described in the Chief Financial Officer’s review. In addition, note 23 to the financial statements includes the Group and Company’s objectives,

policies and processes for managing its capital; its financial risk management objectives; details of its financial instruments and hedging

activities; and its exposures to credit risk and liquidity risk.

The Directors of the Group have prepared cash flow forecasts for a period of at least 12 months from the date of the approval of these financial

statements which indicate that, despite taking account of reasonably possible downsides, the Group will have sufficient funds, through its

revolving credit facility, to meet its liabilities as they fall due for that period.

In preparing the forecasts for the Group, the Directors have carefully considered the impact of consumer confidence, geopolitical tensions

and the actual and potential impact on supply chains, as well as energy cost inflation on liquidity and future performance. The Group has also

considered the impact of climate change and the Task Force on Climate Related Financial Disclosures (‘TCFD’) scenario analysis conducted in

undertaking this assessment.

The Group has access to a revolving credit facility of £300m which expires on 30 September 2028 and a £23.3m asset backed loan which expires

on 27 March 2030. The Group has £33.3m drawn down at 27 March 2025 and cash balances of £39.5m. The lowest level of headroom forecast

over the next 12 months from the date of signing of the financial statements is in excess of £329.0m in the base case scenario. On a sensitised

basis, the lowest level of headroom forecast over the next 12 months from the date of approving of the financial statements is £301.9m due

to the removal of the dividend payment in an extreme scenario.

Pets at Home Group Plc Annual Report and Accounts 2025

Notes to the consolidated financial statements continued

1 Accounting policies continued

1.3 Going concern continued

The Group has been in compliance with all covenants applicable to this facility within the financial year and is forecast to continue to be in

compliance for 12 months from the date of signing of the financial statements.

A number of severe but plausible downside scenarios were calculated compared to the base case forecast of profit and cash flow to assess

headroom against facilities for the next 12 months. These scenarios included:

– Scenario 1: Reduction on Group like-for-like sales growth assumptions of 1% in each year throughout the forecast period, but ordinary

dividends continue to be paid.

– Scenario 2: Using scenario 1 outcomes and further impacted by a conflated risk impact of £64.8m on sales and £25.1m on PBT per annum

(using specific financial risks taken from Group risk register with sales and PBT financial impact quantified), with dividends held at 13.0p

per share per annum.

– Scenario 3: Group like-for-like sales growth at 0% in each year and a conflated risk impact of £144.8m on sales and £44.2m on PBT is applied

(using the top risks from Group risk register with sales and PBT impact quantified), with dividends cut to nil to conserve cash.

Against these negative scenarios, adjusted projections showed no breach of covenants. Further mitigating actions could also be taken in such

scenarios should it be required, including reducing capital expenditure.

Despite net current liabilities of £135.2m at Group level and £922.8m in the Company, the Directors of Pets at Home Group Plc, having made

appropriate enquiries including the principal risks and uncertainties on pages 21 to 29, consider that the Group and Company will have sufficient

funds to continue to meet their liabilities for a period of at least 12 months from the date of approval of these financial statements and that,

therefore, it is appropriate to adopt the going concern basis in preparing the Group consolidated financial statements and the Company only

financial statements as at and for the period ended 27 March 2025.

1.4 Basis of consolidation

Subsidiaries

Subsidiaries are entities controlled by the Group. The Group controls an entity when it is exposed to, or has rights to, variable returns from its

involvement with the entity and has the ability to affect those returns through its power over the entity. In assessing control, the Group takes

into consideration potential voting rights that are currently exercisable. The acquisition date is the date on which control is transferred to the

acquirer. The financial statements of subsidiaries are included in the consolidated financial statements from the date that control commences

until the date that control ceases. Losses applicable to the non-controlling interests in a subsidiary are allocated to the non-controlling interests

even if doing so causes the non-controlling interests to have a deficit balance.

The Group and Company operate an Employee Benefit Trust (EBT) for the purposes of acquiring shares to fund share awards made to

employees. The EBT is deemed to be a subsidiary of the Group and Company as Pets at Home Group Plc is considered to be the ultimate

controlling party for accounting purposes. The assets and liabilities of this trust have been included in the consolidated financial information.

The cost of purchasing own shares held by the EBT is accounted for in retained earnings .

Investment in Joint Venture veterinary practices

The Group has a number of non-participatory shareholdings in veterinary practice companies, which are considered Joint Venture partnerships.

The veterinary practices were established under terms that require mutual agreement between the Group and the Joint Venture Partner, and do

not give the Group power over decision making, nor joint control, to affect its exposure to, or the extent of, the returns from its involvement with

the practices and therefore are not consolidated in these financial statements. Further, the Group is not entitled to profits, losses, or any surplus

on winding up or disposal of the Joint Venture veterinary practices, and as such no participatory interest is recognised. The Group’s category of

shareholding in the Joint Venture veterinary practices entitles the Group to charge management fees for support services provided. For further

details see notes 1.22, 16, 17 and 27. The Group’s shares are non-participatory, and therefore the Group does not share in any profits, losses

or other distribution of value from the Joint Venture company; the investments are held at cost less impairment, which is deemed to be their

carrying value as explained further in note 16.

1.5 Foreign currency

Transactions in foreign currencies are translated to the respective functional currencies of Group entities at the foreign exchange rate ruling at

the date of the transaction. Monetary assets and liabilities denominated in foreign currencies at the balance sheet date are retranslated to the

functional currency at the foreign exchange rate ruling at that date. Foreign exchange differences arising on translation are recognised in the

income statement. Non-monetary assets and liabilities that are measured in terms of historical cost in a foreign currency are translated using the

exchange rate at the date of the transaction. Non-monetary assets and liabilities denominated in foreign currencies that are stated at fair value

are retranslated to the functional currency at foreign exchange rates ruling at the dates the fair value was determined.

The assets and liabilities of foreign operations, including goodwill and fair value adjustments arising on consolidation, are translated to the

Group’s presentational currency, sterling, at foreign exchange rates ruling at the balance sheet date. The revenues and expenses of foreign

operations are translated at an average rate for the period where this rate approximates to the foreign exchange rates ruling at the dates of the

transactions. Exchange differences arising from this translation of foreign operations are reported as an item of other comprehensive income

and accumulated in the translation reserve or non-controlling interest, as the case may be.

Functional currency

The consolidated financial statements are presented in sterling which is the functional currency of the Parent Company and the presentational

currency of the Group and Company, these have been rounded to the nearest £0.1m.

Strategic Report Governance Financial Statements

Notes to the consolidated financial statements continued

1 Accounting policies continued

1.6 Classification of financial instruments issued by the Group

Debt and equity instruments are classified as either financial liabilities or as equity in accordance with the substance of the contractual

arrangements and the definitions of a financial liability and an equity instrument. These are recognised initially at fair value. Subsequent

recognition are measure in accordance with the substance of the contractual agreement.

1.7 Non-derivative financial instruments

Non-derivative financial instruments comprise investments in equity and debt securities, trade and other receivables, cash and cash equivalents,

other interest-bearing loans and borrowings, and trade and other payables.

Trade and other receivables

Trade receivables are recognised initially at their transaction price and other receivables are initially recognised at fair value. Subsequent to

initial recognition they are both measured at amortised cost using the effective interest method, less any expected credit loss.

Trade and other payables

Trade payables and other payables are initially recognised at fair value. Subsequent to initial recognition they are both measured at amortised

cost using the effective interest method.

Cash and cash equivalents

Cash and cash equivalents comprise cash balances and call deposits. Bank overdrafts that are repayable on demand and form an integral part of

the Group’s cash management are included as a component of cash and cash equivalents for the purposes of the cash flow statement and are

only offset for balance sheet purposes where the offsetting criteria are met.

Other interest-bearing loans and borrowings

Interest-bearing borrowings are recognised initially at fair value, net of attributable transaction costs. Subsequent to initial recognition, interest-

bearing borrowings are stated at amortised cost using the effective interest method.

Investments in equity

Investments in equity are initially recognised at fair value through profit or loss (‘FVTPL’), changes are recognised in the profit or loss.

As disclosed in note 1.6: Classification of financial instruments issued by the Group.

1.8 Derivative financial instruments and hedging

Derivative financial instruments

Derivative financial instruments are recognised at fair value. The gain or loss on remeasurement to fair value is recognised immediately in profit

or loss. However, where derivatives qualify for hedge accounting, recognition of any resultant gain or loss depends on the nature of the item

being hedged (see below).

Cash flow hedges

Where a derivative financial instrument is designated as a hedge of the variability in cash flows of a recognised asset or liability, or a highly

probable forecast transaction, the effective part of any gain or loss on the derivative financial instrument is recognised directly in the hedging

reserve. Any ineffective portion of the hedge is recognised immediately in the income statement.

If a hedge of a forecast transaction subsequently results in the recognition of a financial asset or a financial liability, the associated gains and

losses that were recognised directly in equity are reclassified into profit or loss in the same period or periods during which the asset acquired or

liability assumed affects profit or loss, i.e. when interest income or expense is recognised.

When the hedged forecast transaction subsequently results in the recognition of a non-financial item such as inventory, the amount

accumulated in the hedging reserve and the cost of hedging is included directly in the initial cost of the non-financial item when it is recognised.

For all other hedging forecast transactions, the amount accumulated in the hedging reserve and the cost of hedging is reclassified to profit or

loss in the same period or periods during which the hedged expected future cash flows affect the profit or loss.

For cash flow hedges, other than those covered by the preceding two policy statements, the associated cumulative gain or loss is removed from

equity and recognised in the income statement in the same period or periods during which the hedged forecast transaction affects profit or loss.

When a hedging instrument expires or is sold, terminated or exercised, or the entity revokes designation of the hedge relationship but the

hedged forecast transaction is still expected to occur, the cumulative gain or loss at that point remains in equity and is recognised in accordance

with the above policy when the transaction occurs. If the hedged transaction is no longer expected to take place, the cumulative unrealised gain

or loss recognised in equity is recognised in the income statement immediately.

Pets at Home Group Plc Annual Report and Accounts 2025

Notes to the consolidated financial statements continued

1 Accounting policies continued

1.9 Intra-group financial instruments

Financial guarantee contracts issued to guarantee the indebtedness of companies within the Group are accounted for in accordance with

‘IFRS9 – Financial Instruments’. These guarantees are initially recognised at fair value and subsequently measured at the higher of:

– The amount of the expected credit loss (ECL) determined in accordance with the ECL model under IFRS9; and

– The amount initially recognised, less any cumulative income recognised in accordance with IFRS15.

1.10 Property, plant and equipment

Property, plant and equipment is stated at cost less accumulated depreciation and accumulated impairment losses. Where parts of an item of

property, plant and equipment have different useful lives, they are accounted for as separate items of property, plant and equipment.

Depreciation is charged to the income statement on a straight-line basis over the estimated useful lives of each part of an item of property, plant

and equipment. Land and assets under construction are not depreciated. The estimated useful lives are as follows:

Freehold property – 50 years

Fixtures, fittings, tools and equipment – 3 to 20 years

Leasehold improvements – the term of the lease

Depreciation methods, useful lives and residual values are reviewed at each balance sheet date.

The impact of climate change, particularly in the context of risks identified in the TCFD scenario analysis have been considered and no material

impact on the carrying value, useful lives or residual values have been identified.

1.11 Intangible assets

Intangible assets acquired in a business combination

Intangible assets acquired in a business combination and recognised separately from goodwill are initially recognised at their fair value at the acquisition

date (which is regarded as their cost). Subsequent to initial recognition, intangible assets acquired in a business combination are reported at cost

less accumulated amortisation and accumulated impairment losses, on the same basis as intangible assets that are acquired separately.

Customer lists are valued based on the forecast net present value of the future economic relationship with those customers, adjusted for

forecast retention rates. Technology based ‘know how’ assets are valued based on the expected cost to reproduce or replace the asset, adjusted

for the functional or economic obsolescence, if present and measurable. Software is stated at cost less accumulated amortisation.

Amortisation is charged to the income statement on a straight-line basis over the estimated useful life of an asset. The estimated useful lives

are as follows:

Software – 2 to 7 years

Customer lists – 10 years

Technology based know-how – 10 years

Amortisation methods, useful lives and residual values are reviewed at each balance sheet date.

Expenditure on Software as a Service (‘SaaS’) customisation and configuration that is distinct from access to the cloud software can only be

capitalised to the extent it gives rise to an asset, i.e. where the Group has the power to obtain the future economic benefits and can restrict

others’ access to those benefits, otherwise such expenditure in relation to developing SaaS for use is expensed.

The impact of climate change, particularly in the context of risks identified in the TCFD scenario analysis have been considered and no material

impact on the carrying value, useful lives or residual values have been identified.

1.12 Leases

On completion of a lease, the Group recognises a right-of-use asset, representing its right to use the underlying asset and a lease liability,

representing its obligation to make lease payments. The lease liability is measured at the present value of the lease payments over the term of

the lease, discounted using the interest rate implicit in the lease, or if that rate cannot be readily determined, the Group’s incremental borrowing

rate. This rate is adjusted to take into account the risk associated with the length of the lease. Lease payments will include any fixed payments,

including as a result of stepped rent increases.

The right-of-use asset is measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or

before the lease commencement date and any lease incentives received or premiums paid.

The Group has lease contracts in relation to property and equipment. There are recognition exemptions for low-value assets and short-term

leases with a lease term of 12 months or less. Any leases under a short-term licence agreement are excluded as they fall into the lease term

of 12 months or less. The Group recognises the lease payments associated with these leases as an expense on a straight-line basis over the

term of the lease. The total value of leases where the Group has taken a recognition exemption is disclosed in note 12.

The Group has a small number of leases where it is an intermediate lessor. For these leases, it accounts for the interest in the head lease and

sub-lease separately. It assesses the lease classification of the sub-lease with reference to the right-of-use asset arising from the head lease,

not with reference to the underlying asset.

Strategic Report Governance Financial Statements

Notes to the consolidated financial statements continued

1 Accounting policies continued

1.12 Leases continued

The Group currently receives rental income from related Joint Venture veterinary practices which are located within the Group’s retail stores.

These rental incomes are disclosed in note 3. Under IFRS16, the lease classification of sub-leases is assessed by reference to the right-of-use asset

under the head lease rather than the underlying asset. This rental income is presented in other income in the Consolidated Income Statement.

Right-of-use assets may be impaired if the lease becomes onerous. Impairment costs would be charged to administrative expenses if this occurred.

1.13 Business combinations

Business combinations are accounted for by applying the acquisition method as at the acquisition date, which is the date on which control is

transferred to the Group.

Acquisitions on or after 26 March 2010

For acquisitions on or after 26 March 2010, the Group measures goodwill at the acquisition date as:

– the fair value of the consideration transferred; plus

– the recognised amount of any non-controlling interests in the acquiree; plus

– the fair value of the existing equity interest in the acquiree; less the net recognised amount (generally fair value) of the identifiable assets

acquired and liabilities assumed.

When the excess is negative, a bargain purchase gain is recognised immediately in profit or loss. Costs related to the acquisition, other than

those associated with the issue of debt or equity securities, are expensed as incurred.

Any contingent consideration payable is recognised at fair value at the acquisition date. If the contingent consideration is classified as

equity, it is not remeasured, and settlement is accounted for within equity. Otherwise, subsequent changes to the fair value of the contingent

consideration are recognised in profit or loss. If contingent consideration is payable and is dependent on future employment, it is recognised as

an expense over the relevant period as a cost of continuing employment. There can be significant timing difference between the charges that

are recorded in the Consolidated Income Statement to reflect movements in the fair value of the liability and the actual cash payments made

to settle the liability.

On settlement of the liability, the part of each payment relating to the original estimate of the fair value of the contingent consideration on

acquisition is reported within investing activities in the cash flow statement and the part relating to the increase in the liability since the

acquisition is reported within operating cash flows. Any contingent deferred consideration receivable is recognised at fair value.

On a transaction-by-transaction basis, the Group elects to measure non-controlling interests, which have both present ownership interests and

are entitled to a proportionate share of net assets of the acquiree in the event of liquidation, either at its fair value or at its proportionate interest

in the recognised amount of the identifiable net assets of the acquiree at the acquisition date. All other non-controlling interests are measured

at their fair value at the acquisition date.

Acquisitions prior to 26 March 2010 (date of adoption of IFRS)

IFRS1 grants certain exemptions from the full requirements of Adopted IFRS for first time adopters. In respect of acquisitions prior to 26 March 2010,

goodwill is included on the basis of its deemed cost.

1.14 Investments

Investments in associates and joint ventures are carried in the Consolidated Balance Sheet at the Group’s share of their net assets at date of

acquisition and of their post-acquisition retained profits or losses and other comprehensive income together with any goodwill arising on the

acquisition. The Group recognises the assets, liabilities, revenue and expenses of joint operations in accordance with its rights and obligations.

Assessment of control with regard to Joint Ventures

Disclosed in 1.22: Accounting estimates and judgements.

1.15 Inventories

Inventories are stated at the lower of cost and net realisable value. Cost is based on the weighted average cost principle and includes

expenditure incurred in acquiring the inventories, production or conversion costs and other costs in bringing them to their existing location and

condition, less rebates and discounts.

Provision is made against specific inventory lines where market conditions identify an issue in recovering the full cost of that Stock Keeping Unit

(‘SKU’). The provision focuses on the age of inventory and the length of time it is expected to take to sell and applies a progressive provision

against the gross inventory based on the numbers of days’ stock on hand. Where necessary, further specific provision is made against inventory

lines, where the calculated provision is not deemed sufficient to carry the inventory at net realisable value.

To the extent that the ageing profile of gross inventory as calculated by this provision methodology results in a material provision, it will be

disclosed as an estimate that may have an impact on subsequent periods. To the extent this is material, it will be disclosed in note 1.22.

Pets at Home Group Plc Annual Report and Accounts 2025

Notes to the consolidated financial statements continued

1 Accounting policies continued

1.16 Impairment excluding inventories

Financial assets (including receivables)

Measurement of Expected Credit Losses (‘ECLs’) and definition of default

ECLs are a probability-weighted estimate of credit losses. Credit losses are measured as the present value of all cash shortfalls (i.e. the difference

between the cash flows due to the Group in accordance with the contract and the cash flows that the Group expects to receive). ECLs are

discounted at the effective interest rate of the financial asset.

The definition of default is applicable to intercompany and related party receivables but not relevant to trade receivables where the lifetime

expected credit loss is considered. The Group considers Joint Venture receivables (operating loans) to be in default when the underlying

veterinary practice is significantly under-performing against its business plan, assessed based on future cash flow forecasts for the individual

practices which utilise consistent assumptions across all practices. Any shortfall in repayment of the Joint Venture loans and receivables

following the 10-year forecast period are considered to be in default as repayment is expected during this time. Loss given default is also

determined based on the forecast shortfall amount. Those within the performing credit risk category are deemed to have low credit risk.

Practices categorised within the in default credit risk categories are those considered to be in default based on their cash flow forecast.

Significant increase in credit risk is not applicable to Joint Venture operating loans due to the on-demand payment terms.

Initial set up loans are considered in default if they cannot be settled within one day of year end. These loans have no set repayment date but

are expected to be recovered within 15 years. There is no significant increase in credit risk of any practice which has an operating loan as these

are considered to be on demand as defined above. All other loans are considered to be performing and have low credit risk.

The Group considers other intercompany and related party assets to be in default when the entity does not have the forecasted future funds

available to repay the balance, if recalled.

Write-offs

The gross carrying amount of a financial asset is written off (either partially or in full) to the extent that there is no realistic prospect of recovery.

Details of these provisions are explained in note 16.

Non-financial assets

The carrying amounts of the Group’s non-financial assets, other than inventories and deferred tax assets, are reviewed at each reporting date

to determine whether there is any indication of impairment. If any such indication exists, then the asset’s recoverable amount is estimated. For

goodwill, and intangible assets that have indefinite useful lives or that are not yet available for use, the recoverable amount is estimated each

period at the same time.

The recoverable amount of an asset or cash-generating unit as defined by IAS36 is the greater of its value in use and its fair value less costs to

sell. In assessing value in use, the estimated post-tax future cash flows are discounted to their present value using a post-tax discount rate that

reflects current market assessments of the time value of money and the risks specific to the asset. For the purpose of impairment testing, assets

that cannot be tested individually are grouped together into the smallest group of assets that generates cash inflows from continuing use that

are largely independent of the cash inflows of other assets or groups of assets (the ‘cash-generating unit’). The goodwill acquired in a business

combination, for the purpose of impairment testing, is allocated to cash-generating units (‘CGUs’). Subject to an operating segment ceiling

test, for the purposes of goodwill impairment testing, CGUs to which goodwill has been allocated are aggregated so that the level at which

impairment is tested reflects the lowest level at which goodwill is monitored for internal reporting purposes. Goodwill acquired in a business

combination is allocated to groups of CGUs that are expected to benefit from the synergies of the combination.

An impairment loss is recognised if the carrying amount of an asset or its CGU exceeds its estimated recoverable amount. Impairment losses are

recognised in profit or loss. Impairment losses recognised in respect of CGUs are allocated first to reduce the carrying amount of any goodwill

allocated to the units, and then to reduce the carrying amounts of the other assets in the unit (group of units) on a pro rata basis.

An impairment loss in respect of goodwill is not reversed. In respect of other assets, impairment losses recognised in prior periods are assessed

at each reporting date for any indications that the loss has decreased or no longer exists. An impairment loss is reversed if there has been a

change in the estimates used to determine the recoverable amount. An impairment loss is reversed only to the extent that the asset’s carrying

amount does not exceed the carrying amount that would have been determined, net of depreciation or amortisation, if no impairment loss

had been recognised.

1.17 Employee benefits

Defined contribution plans

A defined contribution plan is a post-employment benefit plan under which the Group pays fixed contributions into a separate entity and

will have no legal or constructive obligation to pay further amounts. Obligations for contributions to defined contribution pension plans are

recognised as an expense in the income statement in the periods during which services are rendered by employees.

Short term benefits

Short term employee benefit obligations are measured on an undiscounted basis and are expensed as the related service is provided. A liability

is recognised for the amount expected to be paid under short-term cash bonus or profit-sharing plans if the Group has a present legal or

constructive obligation to pay this amount as a result of past service provided by the employee and the obligation can be estimated reliably.

Share-based payments

A number of employees of the Company’s subsidiaries (including Directors) receive an element of remuneration in the form of share-based

payments, whereby employees render services in exchange for shares in Pets at Home Group Plc or rights over shares.

Share-based payments are measured at fair value at the date of grant. The fair value of transactions involving the granting of shares is

determined by the share price at the date of grant. The fair value of transactions involving the granting of share options is calculated based on

a binomial model. In valuing share-based payments, no account is taken of any performance conditions, other than conditions linked to the price

of the shares of Pets at Home Group Plc (‘market conditions’).

Strategic Report Governance Financial Statements

Notes to the consolidated financial statements continued

1 Accounting policies continued

1.17 Employee benefits continued

Share-based payments continued

The cost of share-based payments is recognised, together with a corresponding increase in equity, on a straight-line basis over the vesting

period based on the Company’s estimate of how many of the awards will eventually vest. No expense is recognised for awards that do not

ultimately vest, except for awards where vesting is conditional upon a market condition, which are treated as vesting irrespective of whether

or not the market condition is satisfied, provided that all other performance conditions are satisfied. Where the terms of a share-based payment

award are modified, as a minimum, an expense is recognised as if the terms had not been modified. In addition, an expense is recognised for

any increase in the value of the transaction as a result of the modification, as measured at the date of the modification.

Where a share-based payment award is cancelled, it is treated as if it had vested on the date of cancellation and any expense not yet recognised

for the award is recognised immediately. However, if a new award is substituted for the cancelled award and designated as a replacement award

on the date that it is granted, the cancelled and new awards are treated as if they were a modification to the original award, as described in the

previous paragraph. The dilutive effect of outstanding options is reflected as additional share dilution in the computation of diluted earnings

per share.

Employee Benefit Trust

The assets and liabilities of the Employee Benefit Trust (‘EBT’) have been included in the Group and Company accounts. The assets of the EBT

are held separately from those of the Company. Neither the purchase nor sale of own shares leads to a gain or loss being recognised in the

Group consolidated statement of comprehensive income.

Investments in the Company’s own shares held by the EBT are presented as a deduction from reserves and the number of such shares is

deducted from the number of shares in issue when calculating the diluted earnings per share. The trustees of the holdings of Pets at Home

Group Plc shares under the Pets at Home Group Employee Benefit Trust have waived or otherwise foregone any and all dividends paid.

1.18 Provisions

A provision is recognised in the balance sheet when the Group has a present legal or constructive obligation as a result of a past event, that can

be reliably measured and it is probable that an outflow of economic benefits will be required to settle the obligation. Provisions are determined

by discounting the expected future cash flows at a pre-tax rate that reflects risks specific to the liability.

1.19 Revenue and cost of sales

Revenue represents the total amount receivable for goods and services, net of discounts, coupons, returns and excluding value added tax,

sold in the ordinary course of business, and arises substantially from activities in the United Kingdom.

Revenue is recognised when the Group transfers control of goods or services to a customer at the amount to which the Group expects to be

entitled, and substantially all of the Group’s performance obligations have been fulfilled. Depending on whether certain criteria are met, revenue

is recognised either over time, in a manner that best reflects the Group’s performance, or at a point in time, when control of the goods or services

is transferred to the customer.

Sale of goods in-store and online

Retail revenue from the sale of goods is recorded net of value added tax, colleague discounts, coupons, vouchers, returns and the free element

of multi-save transactions. Sale of goods represents food and accessories sold in-store and online, with revenue recognised at the point in time

the customer obtains control of the goods and substantially all of the Group’s performance obligations have been fulfilled, which is when the

transaction is completed in-store and at point of delivery to the customer for online orders. Revenue is adjusted to account for estimates for

anticipated returns and a provision is recognised within trade and other payables. Estimates for anticipated returns are calculated using past

data for both in-store and online transactions. No separate asset has been recognised (with no corresponding adjustment to cost of sales) in

relation to the value of products to be recovered from the customer as the products are not always in a resaleable condition.

Gift vouchers and cards

Revenue from the sale of gift vouchers and cards is deferred until the voucher is redeemed, at which point performance obligations have

been fulfilled. In line with IFRS15 the value of revenue deferred is based on expected redemption rates. The Group continues to assess the

appropriateness of the expected redemption rates against actual redemptions.

Pets Club loyalty scheme

Under the Pets Club loyalty scheme, points are earned by customers upon the purchase of goods and services. These points can be converted

by nominated charities into gift cards for redemption against goods and services in-store and online. The sales value of the points earned under

the Pets Club scheme are treated as deferred income; the sales are only recognised once the points have been redeemed by the charities, at

which point performance obligations have been fulfilled. The points do not expire and have no value to the customer.

Subscription orders

Revenue for subscription orders is recognised at the point of delivery of each incremental order to the customer at which point performance

obligations have been fulfilled. Subscription services primarily relate to the repeat order of products sold online and in-store.

Provision of services

Revenue from the provision of services is recorded net of value added tax, colleague discounts, coupons and discount vouchers. Provision of

services represents veterinary group income, grooming revenue and insurance commissions, with revenue recognised upon provision of the

service to the customer at the point at which the Group has substantially fulfilled its performance obligations.

Pets at Home Group Plc Annual Report and Accounts 2025

Notes to the consolidated financial statements continued

1 Accounting policies continued

1.19 Revenue and cost of sales continued

Provision of services continued

i) Veterinary Group income

Veterinary Group income represents revenue recognised at a point in time from the provision of veterinary services from Company managed

practices and income from the provision of administrative support services to Joint Venture veterinary practices. Revenue received for the

provision of veterinary services is recognised at the point of provision of the service and is recognised net of value added tax, colleague

discounts, coupons and vouchers. Fee income received from the Joint Venture veterinary practice companies for administrative support services

is recognised in the period the services relate to and recorded net of value added tax. Fee income received from Joint Venture companies in

relation to network purchasing arrangements is recognised as the contractual commitments are fulfilled to create an entitlement to the revenue.

The Group also receives revenue in relation to business development for the Joint Venture companies and recognises this within operating income.

The Group launched the new ‘Complete Care Health’ plans in June 2023, which offered a more comprehensive package of services available to

customers adding discretionary elements such as clinic visits and telehealth services. Now that we have sufficient data to assess the membership

usage of the component parts of the health plans we have reviewed the point at which we consider the treatment/services have been provided.

Revenue is recognised in line with specific performance obligations of the plan as they are completed in line with the contract. The majority of

these are met at a point in time, with the remainder over time and have been assessed based on the nature of the individual components.

Under the previous application of the policy, revenue from care plans was deferred and recognised at the point at which treatment and/or

services were provided against the plan at an amount that reflected the consideration to which the entity expected to be entitled in exchange

for those goods or services. Once the plan had expired, any unutilised deferred revenue was recognised as revenue. The impact of this

accounting policy application in the financial statements for the 52 week period ended 27 March 2025 is £4.9m.

Revenue from ‘Vac4Life’ plans is deferred when payment is received and then recognised in reducing proportions over the first three years of the

plan when vaccinations/boosters are provided.

Revenue derived from the veterinary telehealth business (‘TVC’) is recognised over time on a pro-rated basis over the period the customers have

access to the telehealth service through subscriptions.

Rental income received from in-store Joint Venture veterinary practices is disclosed within note 3 and is categorised as other income.

ii) Grooming revenue

Grooming revenue is recognised net of value added tax, colleague discounts, coupons and vouchers, at the point of provision of the service to

the customer. Deposits received are deferred until the grooming service has been performed.

iii) Insurance commissions

Insurance commissions are recognised over time on a pro-rated basis over the period the insurance policy relates to.

Accrued income

Accrued income relates to income in relation to fees from Joint Venture veterinary practices, and overrider and promotional income from

suppliers which has not yet been invoiced. Accrued income has been classified as current as it is expected to be invoiced and received within

12 months of the period end. Supplier income is recognised on an accruals basis, based on the expected entitlement that has been earned up to

the balance sheet date for each relevant supplier contract.

Cost of sales

Cost of sales includes costs of goods sold and other directly attributable costs, promotional income and rebate income received from suppliers,

including costs to deliver administrative support services to Joint Venture veterinary practices and costs to deliver grooming services. Supplier

early payment discounts are also included within cost of sales, these are offered from certain inventory suppliers based on payment of invoices

within a certain time frame resulting in a percentage discount to reduce cost of sales.

Supplier income

A number of different types of supplier income are negotiated with suppliers via the joint business planning process in connection with the

purchase of goods for resale, the largest of which being overrider income and promotional income, which are explained below. The supplier

income arrangements are typically not coterminous with the Group’s financial period, instead running alongside the calendar year. Such income

is only recognised when there is reasonable certainty that the conditions for recognition have been met by the Group, and the income can be

measured reliably based on the terms of the contract. This income is recognised as a credit within gross margin to cost of sales and, to the extent

that the rebate relates to unsold stock purchases, as a reduction in the cost of inventory.

Supplier income is recognised on an accruals basis, based on the expected entitlement that has been earned up to the balance sheet date

for each relevant supplier contract. The accrued incentives, rebates and discounts receivable at period end are included within trade and

other receivables.

Given the presence of the joint business plans, on the basis of the historic recoverability of accrued balances, and as amounts are typically

agreed with suppliers prior to recognition, supplier income is not considered to be an area of significant estimation that could impact on the

following financial year.

Strategic Report Governance Financial Statements

Notes to the consolidated financial statements continued

1 Accounting policies continued

1.19 Revenue and cost of sales continued

Supplier income continued

Supplier income comprises:

Overrider income

Overrider income comprises three main elements:

1. Fixed percentage-based income: These relate largely to volumetric rebates based on the joint business plan agreements with suppliers.

The income accrued is based on the Group’s latest forecast volumes and the latest contract agreed with the supplier. Income is not

recognised until the Group has reasonable certainty that the joint business agreement will be fulfilled, with the amount of income accrued

regularly reassessed and remeasured throughout the contractual period, based on actual performance against the joint business plan.

2. Fixed lump sum income: These are typically guaranteed lump sum payments made by the supplier and are not based on volume. Fixed lump

sum income is usually predicated on confirmation of a supplier contract and typically includes performance conditions upon the Group, such

as marketing and promotional campaigns. These amounts are recognised periodically when contractual milestones have been met such as

the promotion being run or marketing in-store.

3. Growth income: These are tiered volumetric rebates relating to growth targets agreed with the supplier in the joint business planning

process. These are retrospective rebates based on sales volumes or purchased volumes. Income is recognised to the extent that it is

reasonably certain that the conditions will be achieved, with such certainty increasing in the latter part of the calendar year.

Promotional income

Promotional income relates to supplier funded rebates specific to promotional activity run in agreement between the Group and its suppliers.

Rebates are agreed at an individual inventory article level for agreed periods of time and are systemically calculated based on article sales

information. No estimation is applied in calculating the promotional income receivable.

1.20 Finance income and expenses

Financing expenses

Financing expenses comprise interest payable under the effective interest rate method, incorporating amortisation of loan arrangement fees,

interest on lease liabilities and non-underlying interest on lease liabilities.

Financing income

Financing income comprises interest receivable on funds invested and other interest receivable. Interest receivable income is recognised in

profit or loss as it accrues, using the effective interest method.

1.21 Taxation

Tax on the profit or loss for the period comprises current and deferred tax. Tax is recognised in the income statement except to the extent that it

relates to items recognised directly in equity, in which case it is recognised in equity.

Current tax is the expected tax payable or receivable on the taxable income or loss for the period, using tax rates enacted or substantively

enacted at the balance sheet date, and any adjustment to tax payable in respect of previous periods.

Deferred tax is provided on temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes

and the amounts used for taxation purposes. The following temporary differences are not provided for: the initial recognition of goodwill; the

initial recognition of assets or liabilities that affect neither accounting nor taxable profit other than in a business combination; and differences

relating to investments in subsidiaries to the extent that they will probably not reverse in the foreseeable future. The amount of deferred tax

provided is based on the expected manner of realisation or settlement of the carrying amount of assets and liabilities, using tax rates enacted or

substantively enacted at the balance sheet date.

A deferred tax asset is recognised only to the extent that it is probable that future taxable profits will be available against which the temporary

difference can be utilised.

1.22 Accounting estimates and judgements

The preparation of consolidated financial statements in conformity with UK adopted IFRS requires management to make judgements, estimates

and assumptions concerning the future that affect the application of accounting policies and the reported amounts of assets, liabilities, income

and expenses. These judgements are based on historical experience and management’s best knowledge at the time and the actual results may

ultimately differ from these estimates. Estimates and underlying assumptions are reviewed on an ongoing basis and revisions to accounting

estimates are recognised in the period in which the estimates are revised and in any future periods affected.

Critical accounting judgements

Assessment of control with regard to Joint Ventures

The assessment of control with regard to Joint Ventures is now considered to be a critical accounting judgement. This is not a change in the

judgement itself which remains unchanged.

The Group has assessed, and continually assesses, whether the level of an individual Joint Venture veterinary practice’s indebtedness to the

Group, particularly those with high levels of indebtedness, implies that the Group has the practical ability to control the Joint Venture, which

would result in the requirement to consolidate. In making this judgement, the Group reviewed the terms of the Joint Venture agreement and

the question of practical ability, as a provider of working capital to control the activities of the practice. This included consideration of barriers to

the Group’s ability to exercise such practical or other control which include difficulty in replacing Joint Venture Partners due to the shortage of

veterinarians in the UK and reputational damage within the veterinary network should the Group attempt to exercise control, as well as potential

barriers to the Joint Venture Partner exercising their own power over the activities of the practice. We note that under the terms of the Joint

Venture agreement, the partners run their practices with complete operational and clinical freedom. The Group is satisfied that on the balance

of evidence from the Group’s experience as shareholder and provider of working capital support to the practices, it does not have the current

ability to exercise control over those practices to which operating loans are advanced, and therefore non-consolidation is appropriate.

Pets at Home Group Plc Annual Report and Accounts 2025

Notes to the consolidated financial statements continued

1 Significant accounting policies continued

1.22 Accounting estimates and judgements continued

Critical accounting judgements continued

Assessment of control with regard to Joint Ventures continued

There are no significant estimates or assumptions which would cause a material change to the carrying value of asset and liabilities within the

next 12 months. Other estimates, which are not key source of estimates which could lead to a material change in carrying value within the next

12 months, are explained below.

Impairment of goodwill and other intangibles (other estimate)

Determining whether goodwill and other intangibles are impaired requires an estimation of the value in use of the cash-generating units to

which goodwill and other intangible assets have been allocated. The value in use calculation requires estimation of future cash flows expected

to arise from the CGU and a suitable discount rate in order to calculate present value. Details of CGUs as well as further information about the

assumptions made are disclosed in note 13. The Directors consider that it is not reasonably possible for the assumptions for the current financial

year to change so significantly to warrant inclusion as a significant estimate but acknowledge that there is estimation uncertainty over the

assumptions used in future financial periods when calculating future cash flows.

1.23 Dividends

Final dividends are recognised in the Group’s financial statements as a liability in the period in which the dividends are approved by shareholders

such that the Company is obliged to pay the dividend. Interim equity dividends are recognised in the period in which they are paid.

1.24 Non-underlying items

Income or costs considered by the Directors to be non-underlying are disclosed separately to facilitate year-on-year comparison of the

underlying trade of the business. The Directors consider non-underlying costs to be those that are not generated from ordinary business

operations, infrequent in nature and unlikely to reoccur in the foreseeable future.

1.25 Alternative Performance Measures

The Directors measure the performance of the Group based on a range of financial measures, including measures not recognised by UK-adopted

IFRS. These Alternative Performance Measures may not be directly comparable with other companies’ Alternative Performance Measures and

the Directors do not intend these to be a substitute for, or superior to, IFRS measures. Further information can be found in the Glossary on

pages 143 to 145.

1.26 Prior year restatement on supplier discounts

In the current year the Directors have reconsidered the presentation of other income earned from marketing fees, previously offset against

expenses within cost of sales. Comparatives have been restated for consistency. As a result, both revenue and cost of sales have increased

by £3.6m. There is no effect on profit for the year or net assets.

2 Segmental reporting

The Group has three strategic business units, Retail, Vet Group and Central. These are consistent with those reported in the 52 week period

ended 28 March 2024. The Group’s operating segments are based on the internal management structure and internal management reports, which

are reviewed by the Executive Directors on a periodic basis. The Executive Directors are considered to be the Chief Operating Decision Makers.

The Group is a pet care business with the strategic advantage of being able to provide products, services and advice, addressing all pet

owners’ needs. The strategic business units offer different products and services, are managed separately and require different operational and

marketing strategies.

The operations of the Retail reporting segment comprise the retailing of pet products purchased online and in-store, pet sales, grooming services

and insurance commissions. The operations of the Vet Group reporting segment comprise General Practice and the veterinary telehealth

business. Central includes Group costs and finance expenses.

The following summary describes the operations in each of the Group’s reportable segments. Performance is measured based on segment

underlying operating profit, as included in the management reports that are reviewed by the Executive Directors. These internal reports are

prepared in accordance with IFRS accounting policies consistent with these financial statements. All material operations of the reportable

segments are carried out in the UK and all revenue is from external customers. A large proportion of revenue recognised within the Vet Group

relates to fee income from joint venture veterinary partners which are considered to be related parties. Further information regarding these

related party transactions is disclosed in note 27.

Strategic Report Governance Financial Statements

Notes to the consolidated financial statements continued

2 Segmental reporting continued

		52 week period ended
		27 March 2025
	Retail	Vet Group	Central	Total
Income statement	£m	£m	£m	£m
Revenue	1,306.8	175.3	–	1,482.1
Gross profit	602.4	92.3	–	694.7
Depreciation and amortisation	(97.4)	(4.3)	(0.5)	(102.2)
Underlying operating profit/(loss)	85.8	75.1	(12.1)	148.8
Non-underlying items	(6.0)	–	(6.4)	(12.4)
Operating profit/(loss)	79.8	75.1	(18.5)	136.4
Net financing expenses	(12.9)	0.8	(3.7)	(15.8)
Profit/(loss) before tax	66.9	75.9	(22.2)	120.6
Total non-underlying items	6.0	–	6.4	12.4
Underlying profit/(loss) before tax	72.9	75.9	(15.8)	133.0

Non-underlying operating expenses in the periods ended 27 March 2025 and 28 March 2024 are explained in note 3.

		52 week period ended
		28 March 2024 (restated) 1
	Retail	Vet Group	Central	Total
Income statement	£m	£m	£m	£m
Revenue	1,330.1	150.1	–	1,480.2
Underlying gross profit	614.1	77.2	–	691.3
Depreciation and amortisation	(102.9)	(6.2)	(0.5)	(109.6)
Underlying operating profit/(loss)	100.4	60.9	(15.8)	145.5
Non-underlying items	(22.5)	(2.8)	(0.9)	(26.2)
Operating profit/(loss)	77.9	58.1	(16.7)	119.3
Underlying net financing expense	(13.0)	0.7	(1.2)	(13.5)
Non-underlying net financing expense	(0.1)	–	–	(0.1)
Profit/(loss) before tax	64.8	58.8	(17.9)	105.7
Total non-underlying items	22.6	2.8	0.9	26.3
Underlying profit/(loss) before tax	87.4	61.6	(17.0)	132.0

1 See note 1.26 for an explanation of the prior year restatements.

		52 week period ended
		27 March 2025
	Retail	Vet Group
Segmental revenue analysis by revenue stream	£m	£m	Total £m
Retail – Food	804.6	–	804.6
Retail – Accessories	449.2	–	449.2
Retail – Services	53.0	–	53.0
Vet Group – Joint Venture fee income	–	103.4	103.4
Vet Group – Company managed practices	–	52.5	52.5
Vet Group – Other income	–	15.4	15.4
Vet Group – Veterinary telehealth services	–	4.0	4.0
Total	1,306.8	175.3	1,482.1

Pets at Home Group Plc Annual Report and Accounts 2025

Notes to the consolidated financial statements continued

	52 week period ended
	28 March 2024 (restated) 1
	Retail	Vet Group	Total
Segmental revenue analysis by revenue stream	£m	£m	£m
Retail – Food	814.2	–	814.2
Retail – Accessories	465.5	–	465.5
Retail – Services	50.4	–	50.4
Vet Group – Joint Venture fee income	–	89.3	89.3
Vet Group – Company managed practices	–	44.6	44.6
Vet Group – Other income	–	13.0	13.0
Vet Group – Veterinary telehealth services	–	3.2	3.2
Total	1,330.1	150.1	1,480.2

1 See note 1.26 for an explanation of the prior year restatement.

2 Segmental reporting continued

Strategic Report Governance Financial Statements

Notes to the consolidated financial statements continued

3 Expenses

Included in operating profit are the following:

	52 week	52 week
	period ended	period ended
	27 March	28 March
	2025	2024
	£m	£m
Non-underlying items
Costs relating to the implementation of the new Distribution Centre
Provisions for retention and relocation bonuses for colleagues at existing Distribution Centres	0.4	2.4
Provisions for voluntary redundancies for colleagues at existing Distribution Centres	–	0.8
Dual running costs of operating new and existing Distribution Centres	1.9	4.5
Depreciation of right-of-use assets	3.4	3.1
Project management costs of opening new Distribution Centre	–	1.8
Onerous lease provision	1.6	–
Depreciation of property plant and equipment at legacy sites	–	3.4
Transitional costs of opening a new Distribution Centre	–	5.4
	7.3	21.4
Store redundancy costs	1.0	–
Total included within selling and distribution expenses	8.3	21.4
Group restructure and legal settlement costs	3.1	2.3
Legal costs associated with the CMA review	3.3
Depreciation of property plant and equipment (Group restructure costs)	–	0.8
Depreciation of right-of-use assets (Group restructure costs)	–	0.6
Impairment of investment	–	1.1
Total included within administrative expenses	6.4	4.8
Included within other Income – Disposal of investment	(2.3)	–
Total non-underlying cost within operating profit	12.4	26.2
Interest expense on the lease liabilities of the Distribution Centres	–	0.1
Total net non-underlying items	12.4	26.3
Underlying items
Impairment gains on receivables	–	(1.0)
Depreciation of property, plant and equipment	28.5	26.5
Amortisation of intangible assets	8.1	10.1
Depreciation of right-of-use assets	62.2	65.1
Share-based payment charges	5.9	5.9
Other income
Rental income from sub-leasing right-of-use assets to third parties	(0.2)	(0.2)
Rental and other occupancy income from related parties 1	(13.0)	(12.7)
Supplier funding income	(1.6)	–

1 Rental and other occupancy income from related parties is included in other income.

The presentation of non-underlying costs presented above have been changed to reflect the income statement categories (selling and

distribution expenses, administrative expenses and other income).

Pets at Home Group Plc Annual Report and Accounts 2025

Notes to the consolidated financial statements continued

3 Expenses continued

Non-underlying items in operating profit

Stafford Distribution Centre

During the 52 week period ended 27 March 2025, the Group continued to incur a number of costs in the process of bringing into operation a new

Distribution Centre to replace the existing legacy Distribution Centres. The process was a significant operational change for the Group, outside

of the ordinary course of business and has now concluded.

As part of the transition, the Group has incurred £7.3m operational costs which it has classified as non-underlying (£21.4m in the 52 week period

ended 28 March 2024).

– £0.4m relates to costs for retention bonuses (£2.4m in the 52 week period ended 28 March 2024) for colleagues at the existing Distribution

Centres to remain employed by the Group until the point at which the sites closed.

– £1.9m (£4.5m in the 52 week period ended 28 March 2024) relates to costs incurred whist the legacy Distribution Centres and the new

Distribution Centres were both in operation.

– £3.4m in relation to depreciation of the right-of-use assets for the legacy sites (£3.1m in the 52 week period ended 28 March 2024), which

includes £1.7m in relation to accelerated depreciation of the legacy site.

– All operations ceased at the legacy site before the 27 March 2025. At this date the remaining right of use asset of the legacy site was

fully impaired (£1.7m included in the number above) and an onerous lease provision (£1.6m) was created in relation to the remaining lease

associated costs.

– Additional non-underlying charges made during the 52 weeks ending 28 March 2024 relate to;

– £0.8m provision for redundancy

– £1.8m project management costs

– £3.4m is in relation to depreciation charges of the legacy property, plant and equipment assets;

– £5.4m relate to costs incurred to transition the operations over to the new site. These costs included costs incurred in training new

employees, and £1.8m in relation to project management costs of opening new Distribution Centre.

Store redundancy costs

Store redundancy costs of £1.0m relate to expected store redundancy costs following the announcement of the store colleague operating model

simplification process.

Group restructure and legal settlement costs

– Non-underlying Group restructure costs in the 52 week period ended 27 March 2025 of £3.1m primarily relate to redundancy payments from

a central one-off Group-wide redundancy programme.

– Non-underlying charges made during the 52 week period ended 28 March 2024 relate to: £2.3m for a restructure within the Vet Group,

£0.8m in relation to accelerated depreciation of premises no longer required and £0.6m in relation to depreciation of the associated

right-of-use assets.

Legal costs

– Legal costs associated with the CMA review totalled £3.3m (£nil in the 52 week period ended 28 March 2024).

Impairment of investments

During the 52 week period ended 28 March 2024 the Group impaired its investment in Dog Stay Limited (‘Tailster’) resulting in £1.1m of non-

underlying charges.

Other income

During the 52 week period ended 27 March 2025, the Group disposed of its investments in Pure Pet Food Limited which resulted in a profit on

disposal of £2.3m within retail which has been recognised in other income.

Auditor’s remuneration

	52 week period	52 week period
	ended 27 March	ended 28 March
	2025 £m	2024 £m
Audit of the Parent Company financial statements		–
Amounts receivable by the Company’s auditor and its associates in respect of:
Audit of financial statements of subsidiaries pursuant to legislation	1.5	1.3
Review of interim financial statements	0.1	0.1
Other assurance services (sustainability assurance)	0.1	–
	1.7	1.4

Prior year auditor remuneration relates to services provided by KPMG.

Strategic Report Governance Financial Statements

Notes to the consolidated financial statements continued

4 Colleague numbers and costs

The average number of persons employed by the Group (including Directors) during the period, analysed by category, was as follows:

	52 week	52 week
	period ended	period ended
	27 March	28 March
	2025	2024
	Number	Number
Sales and distribution – FTE	6,830	7, 297
Administration – FTE	1,075	1,072
	7,905	8,369
Sales and distribution – total	10,493	10,924
Administration – total	1,104	1,107
	11, 597	12,031

The aggregate payroll costs of these persons were as follows:

	52 week	52 week
	period ended	period ended
	27 March	28 March
	2025	2024
	£m	£m
Wages and salaries	288.1	282.9
Social security costs	24.5	24.8
Contributions to defined contribution pension plans	10.9	10.0
	323.5	317.7

Remuneration of Directors and Executive Management Team

	52 week	52 week
	period ended	period ended
	27 March	28 March
	2025	2024
	£m	£m
Executive Directors’ remuneration paid in respect of qualifying services	1.2	2.3
Non-Executive Directors’ remuneration paid in respect of qualifying services	0.5	0.6
Executive Directors’ amount of gains on the exercise of share options	0.6	0.7
Executive Directors’ pension contributions	0.1	0.1
Total Directors’ remuneration	2.4	3.7
Executive Management Team remuneration paid in respect of qualifying services	3.1	6.5
Executive Management Team amount of gains on the exercise of share options	0.9	2.6
Executive Management Team pension contributions	0.2	0.2
Total Executive Management Team remuneration	4.2	9.3

In the opinion of the Board, the key management as defined under revised IAS24 Related Party Disclosures are the Executive Directors, Non-

Executive Directors and the Executive Management Team. Executive Directors’ emoluments are also included within the Executive Management

Team emoluments disclosed above. There are no further amounts, other than those noted above, receivable under long term incentive schemes

by the Directors or Executive Management team.

The number of Directors who received pensions contributions in the 52 weeks period ended 27 March 2025 is two for Executive Directors (two in

the 52 week period ended 28 March 2024) and eight in the Executive Management Team (nine in the 52 week period ended 28 March 2024).

Pets at Home Group Plc Annual Report and Accounts 2025

Notes to the consolidated financial statements continued

5 Earnings per share

Basic earnings per share is calculated by dividing the net profit for the period attributable to ordinary shareholders by the weighted average

number of Ordinary Shares outstanding during the period.

Diluted earnings per share is calculated by dividing the net profit for the period attributable to ordinary shareholders by the weighted average

number of Ordinary Shares outstanding during the period plus the weighted average number of Ordinary Shares that would be issued on the

conversion of all dilutive potential Ordinary Shares into Ordinary Shares.

	52 week period ended		52 week period ended
	27 March 2025		28 March 2024
		After		After
	Underlying	non-underlying	Underlying	non-underlying
	trading	items	trading	items
Profit attributable to equity shareholders of the parent (£m)	97.5	88.2	98.9	79.2
Basic weighted average number of shares	463.5	463.5	477.7	477.7
Dilutive potential Ordinary Shares	5.0	5.0	5.0	5.0
Diluted weighted average number of shares	468.5	468.5	482.7	482.7
Basic earnings per share	21.0p	19.0p	20.7p	16.6p
Diluted earnings per share	20.8p	18.8p	20.5p	16.4p

6 Finance income

	52 week	52 week
	period ended	period ended
	27 March	28 March
	2025	2024
	£m	£m
Interest receivable on loans to Joint Venture veterinary practices	0.5	0.5
Other interest receivable	2.4	3.5
Total finance income	2.9	4.0

7 Finance expense

	52 week	52 week
	period ended	period ended
	27 March	28 March
	2025	2024
	£m	£m
Bank loans at effective interest rate	4.7	3.5
Amortisation of debt issue costs	0.8	0.8
Underlying interest expense on lease liability	13.2	13.2
Non-underlying interest expense on lease liability	–	0.1
Total finance expense	18.7	17.6

Strategic Report Governance Financial Statements

Notes to the consolidated financial statements continued

8 Taxation

Recognised in the income statement

	52 week	52 week
	period ended	period ended
	27 March	28 March
	2025	2024
	£m	£m
Current tax expense
Current period	23.2	22.7
Adjustments in respect of prior periods	(3.9)	(1.4)
Current tax expense	19.3	21.3
Deferred tax expense
Origination and reversal of temporary differences	7.8	6.9
Adjustments in respect of prior periods	5.3	(1.7)
Deferred tax expense	13.1	5.2
Total tax expense	32.4	26.5

The UK corporation tax standard rate for the period was 25% (2024: 25%). Deferred tax at 27 March 2025 has been calculated based on the rate

of 25% which is the rate at which the majority of items are expected to reverse.

Deferred tax recognised in comprehensive income

	52 week	52 week
	period ended	period ended
	27 March	28 March
	2025	2024
	£m	£m
Deferred tax on changes in fair value of cash flow hedges (note 22).	–	(0.3)

Reconciliation of effective tax rate

	52 week period ended			52 week period ended
	27 March 2025			28 March 2024
	Underlying	Non-underlying		Underlying	Non-underlying
	trading	items	Total	trading	items	Total
	£m	£m	£m	£m	£m	£m
Profit for the period	97.5	(9.3)	88.2	98.9	(19.7)	79.2
Total tax expense/(credit)	35.5	(3.1)	32.4	33.1	(6.6)	26.5
Profit excluding taxation	133.0	(12.4)	120.6	132.0	(26.3)	105.7
Tax using the UK corporation tax rate for the period of 25%	33.3	(3.1)	30.2	33.0	(6.6)	26.4
Depreciation on expenditure not eligible for tax relief	0.8		0.8	1.1	–	1.1
Expenditure not eligible for tax relief	–	–	–	2.1	–	2.1
Adjustments in respect of prior periods	1.4	–	1.4	(3.1)	–	(3.1)
Total tax expense	35.5	(3.1)	32.4	33.1	(6.6)	26.5

The UK corporation tax standard rate for the 52 week period ended 27 March 2025 was 25% (52 week period ended 28 March 2024: 25%).

The effective tax rate before non-underlying items for the 52 week period ended 27 March 2025 was 26.7% (52 week period ended 28 March 2024:

25.1%). The effective tax rate after non-underlying items for the 52 week period ended 27 March 2025 was 26.8% (52 week period ended

28 March 2024: 25.1%).

Pets at Home Group Plc Annual Report and Accounts 2025

100

Notes to the consolidated financial statements continued

9 Dividends paid and proposed

	Group and Company
	52 week	52 week
	period ended	period ended
	27 March 2025	28 March 2024
	£m	£m
Declared and paid during the period
Final dividend of 8.3p per share (2023: 8.3p per share)	38.4	39.5
Interim dividend of 4.7p per share (2024: 4.5p per share)	21.3	21.2
Proposed for approval by shareholders at the AGM
Final dividend of 8.3p per share (2024: 8.3p per share)	38.1	38.8

The trustees of the following holdings of Pets at Home Group Plc shares under the Pets at Home Group Employee Benefit Trust have waived or

otherwise foregone any and all dividends paid in relation to the periods ended 27 March 2025 and 28 March 2024 and to be paid at any time in

the future (subject to the exceptions in the relevant trust deed) on its respective shares for the time being comprised in the trust funds:

Computershare Nominees (Channel Islands) Limited (holding at 27 March 2025: 5,670,000 shares; holding at 28 March 2024 5,564,701 shares).

10 Business combinations

In the 52 week period ended 27 March 2025, the Group has acquired 100% of the ‘A’ shares of eight veterinary practices which were previously

accounted for as Joint Venture veterinary practices. These practices were previously accounted for as Joint Venture veterinary practices as the

Group only held 100% of the non-participatory ‘B’ Ordinary Shares, equating to 50% of the total shares. Acquisition of all or the majority of the ‘A’

shares has led to the control and consolidation of these practices. The primary reason for the business combination is to hold these practices as

company-owned until a suitable Joint Venture partner is found at which point the intention is to convert them into Joint Venture Partnerships.

A detailed explanation for the basis of consolidation can be found in note 1.4.

Up to the date of acquisition and in the comparative period being the 52 week period ending 28 March 2024, these entities listed below were

all accounted for as a Joint Venture veterinary practice where the Group held 100% of the non-participatory ‘B’ Ordinary Shares. Acquisition of

the ‘A’ shares has led to the control and consolidation of these practices on the dates below, leading to control from the date of acquisition and

consolidation from that date forward.

Subsidiaries acquired in the 52 week period ended 27 March 2025

				Total proportion
			Proportion	of voting equity	Cash
				of voting equity instruments owned	consideration
		Date of	instruments	following the	transferred
	Principal activity	acquisition	acquired	acquisition	£m
Lichfield Vets4Pets Limited	Veterinary practice	04/04/2024	50%	100%	0.1
Bishop’s Stortford Vets4Pets Limited	Veterinary practice	02/04/2024	50%	100%	–
Trafford Park Vets4pets Limited	Veterinary practice	04/04/2024	50%	100%	0.1
Merthyr Tydfil Vets4Pets Limited	Veterinary practice	17/10/2024	50%	100%	–
Llanrumney Vets4Pets Limited	Veterinary practice	25/10/2024	50%	100%	0.5
Companion Care (Scarborough) Limited	Veterinary practice	25/10/2024	50%	100%	0.2
Warminster Vets4Pets Limited	Veterinary practice	24/01/2025	50%	100%	0.2
Bath Vets4Pets Limited	Veterinary practice	24/01/2025	50%	100%	0.2

In the 52 week period ended 28 March 2024, the Group has acquired 100% of the ‘A’ shares of eight veterinary practices and 75% of the ‘A’

shares of one veterinary practice, which were previously accounted for as Joint Venture veterinary practices. These practices were previously

accounted for as Joint Venture veterinary practices as the Group only held 100% of the non-participatory ‘B’ Ordinary Shares, equating to

50% of the total shares. Acquisition of all or the majority of the ‘A’ shares has led to the control and consolidation of these practices. A detailed

explanation for the basis of consolidation can be found in note 1.4.

During the 52 week period ended 27 March 2025, £1.7m of operating loans which were deemed to be in default were written off in advance of the

acquisition of the ‘A’ shares (52 week period ended 28 March 2024: £1.6m) which led to the control and consolidation of these practices.

Strategic Report Governance Financial Statements

101

Notes to the consolidated financial statements continued

10 Business combinations continued

Subsidiaries acquired in the 52 week period ended 28 March 2024

				Total proportion
			Proportion	of voting equity	Cash
				of voting equity instruments owned	consideration
		Date of	instruments	following the	transferred
	Principal activity	acquisition	acquired	acquisition	£m
Leigh Vets4Pets Limited	Veterinary practice	22/06/2023	50%	100%	–
Companion Care (Telford)Limited	Veterinary practice	07/07/2023	50%	100%	0.2
Companion Care (Farnham) Limited	Veterinary practice	10/11/2023	50%	100%	0.1
Wakefield Vets4Pets Limited	Veterinary practice	22/12/2023	50%	100%	0.2
Tilehurst Vets4Pets Limited	Veterinary practice	08/01/2024	50%	100%	0.1
Companion Care (Salisbury) Limited	Veterinary practice	24/01/2024	50%	100%	0.2
Companion Care (Kings Lynn) Limited	Veterinary practice	13/02/2024	50%	100%	0.1
Larne Vets4Pets Limited	Veterinary practice	14/03/2024	50%	100%	0.1
Gamston Vets4Pets Limited	Veterinary practice	29/02/2024	50%	75%	–

Assets acquired and liabilities recognised at the date of acquisition

On acquisition, assets and liabilities are revalued to fair value. Pre-existing relationships between the Group and acquired Joint Venture practice

are not considered part of the business combination and have been removed from the fair values of assets and liabilities recognised

on acquisition. The fair value of net assets of acquisitions during the year was £0.6m (2024: nil) and is immaterial to the Group.

Goodwill arising on acquisition

	27 March	28 March
	2025	2024
	£m	£m
Consideration	1.3	1.0
Less: Fair value of assets acquired	(0.6)	–
Goodwill arising on acquisition	0.7	1.0
Impairment of goodwill	–	–
Carrying value of goodwill	0.7	1.0

The consideration shown within the table above relates to both consideration for the purchase of A-shares and cash settlement of ‘A’ shareholder

Joint Venture Partner loans, which were repaid to the ‘A’ shareholder at the point of acquisition.

The goodwill acquired on the purchase of the eight (2024: nine) Joint Venture practices has been allocated to the Vet Group of CGUs and

relates to expected future cash flows from combining operations.

Pets at Home Group Plc Annual Report and Accounts 2025

102

Notes to the consolidated financial statements continued

11 Property, plant and equipment

			Fixtures, fittings,
	Freehold	Leasehold	tools and	Assets under
	property	improvements	equipment	construction	Total
	£m	£m	£m	£m	£m
Cost
Balance at 28 March 2024	2.4	82.5	345.4	14.4	444.7
Additions	–	9.8	25.9	3.9	39.6
On acquisition (note 10)	–	1.2	0.8	–	2.0
Transfers	–	–	(5.7)	–	(5.7)
Brought into use	–	–	14.4	(14.4)	–
Disposals	–	(8.4)	(22.9)	–	(31.3)
Balance at 27 March 2025	2.4	85.1	357.9	3.9	449.3
Depreciation
Balance at 28 March 2024	0.4	41.5	244.7	–	286.6
Depreciation charge for the period	–	5.3	23.2	–	28.5
Transfer	–	–	1.7	–	1.7
On acquisition	–	0.8	0.9	–	1.7
Disposals	–	(8.0)	(22.9)	–	(30.9)
Balance at 27 March 2025	0.4	39.6	247.6	–	287.6
Net book value
At 28 March 2024	2.0	41.0	100.7	14.4	158.1
At 27 March 2025	2.0	45.5	110.3	3.9	161.7

1 The transfers balance of £5.7m and £1.7m accumulated depreciation is in relation to assets previously categorised within fixtures, fittings, tools and equipment being

transferred to software within intangibles.

			Fixtures, fittings,
	Freehold	Leasehold	tools and	Assets under
	property	improvements	equipment	construction	Total
	£m	£m	£m	£m	£m
Cost
Balance at 30 March 2023	2.4	78.0	296.4	28.5	405.3
Additions	–	5.9	30.9	–	36.8
On acquisition (note 10)	–	0.4	–	–	0.4
Transfers	–	–	–	5.7	5.7
Brought into use	–	(0.1)	19.9	(19.8)	–
Disposals	–	(1.7)	(1.8)	–	(3.5)
Balance at 28 March 2024	2.4	82.5	345.4	14.4	444.7
Depreciation
Balance at 30 March 2023	0.4	36.7	221.3	–	258.4
Depreciation charge for the period	–	5.9	24.8	–	30.7
Disposals	–	(1.1)	(1.4)	–	(2.5)
Balance at 28 March 2024	0.4	41.5	244.7	–	286.6
Net book value
At 30 March 2023	2.0	41.3	75.1	28.5	146.9
At 28 March 2024	2.0	41.0	100.7	14.4	158.1

2 The transfers balance of £5.7m is in relation to assets previously categorised within software under construction within intangibles.

Strategic Report Governance Financial Statements

103

Notes to the consolidated financial statements continued

12 Leases

As lessee

The majority of the Group’s trading stores, standalone veterinary practices, distribution centres and support offices are leased under operating

leases with remaining lease terms of between 1 and 20 years. The Group also has a number of non-property operating leases relating to vehicle,

equipment and material handling equipment with remaining lease terms of between 1 and 6 years.

Right-of-use assets

	Property	Equipment	Total
	£m	£m	£m
Cost
Balance at 28 March 2024	640.5	22.2	662.7
Additions	24.6	6.3	30.9
Disposals	(16.1)	(8.6)	(24.7)
Balance at 27 March 2025	649.0	19.9	668.9
Depreciation
Balance at 28 March 2024	327.8	15.6	343.4
Depreciation charge for the period	61.9	3.7	65.6
Disposals	(16.1)	(8.6)	(24.7)
Balance at 27 March 2025	373.6	10.7	384.3
Net book value
At 28 March 2024	312.7	6.6	319.3
At 27 March 2025	275.4	9.2	284.6

1 The depreciation charge for the period includes £1.7m in relation to impairment charge recognised during the year. See note 3 for further disclosure.

The costs relating to leases for which the Group applied the practical expedient described in paragraph 5a of IFRS16 (leases with a contract term

of less than 12 months) amounted to £0.0m (2024: £0.0m) in the 52 week period ended 27 March 2025.

	Property	Equipment	Total
	£m	£m	£m
Cost
Balance at 30 March 2023	614.8	20.3	635.1
Additions	27.2	2.6	29.8
Disposals	(1.5)	(0.7)	(2.2)
Balance at 28 March 2024	640.5	22.2	662.7
Depreciation
Balance at 30 March 2023	263.5	12.0	275.5
Depreciation charge for the period	64.5	4.3	68.8
Disposals	(0.2)	(0.7)	(0.9)
Balance at 28 March 2024	327.8	15.6	343.4
Net book value
At 30 March 2023	351.3	8.3	359.6
At 28 March 2024	312.7	6.6	319.3

The following table sets out the maturity analysis of lease payments, showing the undiscounted lease payments to be paid after the reporting date:

Pets at Home Group Plc Annual Report and Accounts 2025

104

Notes to the consolidated financial statements continued

12 Leases continued

Maturity analysis – contractual undiscounted cash flows

	At 27 March	At 28 March
	2025	2024
	£m	£m
Less than one year	78.5	79.8
Between one and three years	124.9	133.9
Between three and five years	77.8	86.1
Between five and ten years	83.1	96.5
More than ten years	35.7	43.0
Total undiscounted lease liabilities	400.0	439.3
Carrying value of lease liabilities included in the statement of financial position	348.3	380.8
Current	78.5	79.8
Non-current	269.8	301.0

For the lease liabilities at 27 March 2025 a 0.1% change in the discount rate used would have increased the carrying value of lease liabilities by

£0.3m (28 March 2024: £1.0m).

In relation to new leases and lease extensions entered into by the Group during the period, these are discounted at the rate implicit in the lease

which ranges from 5.2% to 6.1% depending on the length of the lease and reflect the impact of increases to the Bank of England base rate during

the period.

Surplus and short term leases

The Group has a small number of surplus leases on properties from which it no longer trades. A small number of these properties are currently

vacant or the sublet is not for the full term of the lease and there is deemed to be a risk on the sublet. These leases are included within the lease

balances disclosed on the face of the balance sheet and a related provision has been made for other property costs relating to these properties

in note 21.

The Group has a small number of short term leases on properties from which it no longer trades, or a subsection of a trading retail store. These

properties are sublet to third parties at contracted rates.

In line with IAS36, the carrying value of the right-of-use asset is assessed for indicators of impairment and an impairment charge will be

recognised where management believed there is a risk of default or where the property remained vacant for a period of time. As part of this

review the Group has assessed the ability to sub-lease the property and the right-of-use asset has been written down to £nil where the Group

does not consider a sublease likely. The remaining right-of-use asset at the legacy distribution centre has been impaired in the period following

cessation of operations resulting in an impairment charge of 1.7m.

13 Intangible assets

		Customer lists		Software under
	Goodwill	and ‘know-how’	Software	construction	Total
	£m	£m	£m	£m	£m
Cost
Balance at 28 March 2024	959.5	6.6	80.1	0.2	1,046.4
Additions	0.7	–	6.3	–	7.0
Transfers	–	–	5.7	–	5.7
Impaired	(0.2)	–	–	–	(0.2)
Disposals	(0.6)	(0.2)	(8.1)	–	(8.9)
Balance at 27 March 2025	959.4	6.4	84.0	0.2	1,050.0
Amortisation
Balance at 28 March 2024	0.1	1.7	64.9	–	66.7
Amortisation charge for the period	–	0.2	7.9	–	8.1
Transfers	–	–	(1.7)	–	(1.7)
Disposals	–	(0.1)	(8.1)	–	(8.2)
Balance at 27 March 2025	0.1	1.8	63.0	–	64.9
Net book value
At 28 March 2024	959.4	4.9	15.2	0.2	979.7
At 27 March 2025	959.3	4.6	21.0	0.2	985.1

1 The transfers balance of £5.7m and £1.7m accumulated depreciation is in relation to assets previously categorised within fixtures, fittings, tools and equipment being

transferred to software within intangibles.

Strategic Report Governance Financial Statements

105

Notes to the consolidated financial statements continued

		Customer lists		Software under
	Goodwill	and ‘know-how’	Software	construction	Total
	£m	£m	£m	£m	£m
Cost
Balance at 30 March 2023	959.3	7.0	71.7	8.3	1,046.3
Additions	1.0	–	6.1	–	7.1
Transfers	–	–	–	(5.7)	(5.7)
Brought into use	–	–	2.4	(2.4)	–
Disposals	(0.8)	(0.4)	(0.1)	–	(1.3)
Balance at 28 March 2024	959.5	6.6	80.1	0.2	1,046.4
Amortisation
Balance at 30 March 2023	0.1	1.7	55.0	–	56.8
Amortisation charge for the period	–	0.2	9.9	–	10.1
Disposal	–	(0.2)	–	–	(0.2)
Balance at 28 March 2024	0.1	1.7	64.9	–	66.7
Net book value
At 30 March 2023	959.2	5.3	16.7	8.3	989.5
At 28 March 2024	959.4	4.9	15.2	0.2	979.7

Impairment testing

Cash-generating units

For impairment testing of other intangible assets, property plant and equipment and right of use assets, the Group treats each store as a

separate cash-generating unit (‘CGU’). Distribution costs are apportioned to stores and online sales are apportioned to stores because there is

a clear link between the online sale and the store such as ‘click and collect’, order in store, deliver to store and deliver from store stock. Within

the Vet Group, each Company managed practice is considered to be a separate CGU in addition to the veterinary telehealth business, hereafter

disclosed as The Vet Connection (‘TVC’). The Joint Venture General Veterinary practices are collectively considered to be one CGU due to the

structure of the agreements with the Company.

Goodwill generated from an acquisition is allocated to groups of CGUs at an operating segment level as shown in the table below as this

represents the lowest level at which goodwill is monitored by management.

Within the Retail operating segment, the group of CGUs comprises the body of stores, online operations and grooming operations. Within the Vet

Group operating segment, the group of CGUs comprises the Joint Venture General Veterinary practices, Company Managed practices and TVC.

Within the Vet Group Goodwill balance shown below is £3.8m relating to the Company Managed veterinary practices. The goodwill is allocated

to individual balances and assessed annually for impairment. In the year we have impaired £0.2m in relation to one Company Managed practice

which was underperforming. This is not considered to be an indicator of impairment for the remaining Vet Group goodwill.

As at 27 March 2025 and 28 March 2024, the Group is deemed to have CGUs and groups of CGUs as follows:

	Goodwill
	At 27 March	At 28 March
	2025	2024
	£m	£m
Retail	586.1	586.1
Vet Group	373.2	373.3
Total	959.3	959.4

13 Intangible assets continued

Pets at Home Group Plc Annual Report and Accounts 2025

106

Notes to the consolidated financial statements continued

13 Intangible assets continued

The recoverable amount of the CGU has been calculated with reference to its value in use. The key assumptions of this calculation are

shown below:

		52 week period ended		52 week period ended
	27 March 2025		28 March 2024
	Retail	Vet Group	Retail	Vet Group
Period on which management approved forecasts are based (years)	5	5	5	5
Growth rate applied beyond approved forecast period	2.0%	2.0%	2.0%	3.5%
Discount rate (pre-tax)	12%	13%	11%	12%
Gross profit margin (average over next 5 years)	45%	58%	45%	60%

The goodwill is considered to have an indefinite useful economic life and the recoverable amount is determined based on ‘value-in-use’

calculations. The key assumptions used in estimating the value in use calculations were:

Forecasted cash flows – These calculations use a post-tax cash flow projection based on a five-year strategic plan approved by the Board.

The model has been adjusted to remove all cash flows associated with business units (for example stores or practices yet to open, but within the

planning horizon) which the Group has a strategic intention to invest capital in, but has not yet done so, thus ensuring that the future cash flows

used in modelling for impairment exclude any cash flows where the investment is yet to take place, in accordance with the requirements of IAS36

to exclude capital expenditure to improve asset performance. Contributions from and costs associated with new stores and veterinary practices

which are already operational at the impairment test date are included in the cash flows. Cash flows related to the central segment have been

allocated between both groups of CGUs on a proportionate basis. The Group reviews individual CGUs such as stores and groups of veterinary

practices for indicators of impairment. This approach is consistent with impairment reviews carried out in the 2024 financial statements.

The Retail forecast assumptions reflect continual innovation and our deep understanding of our customers, incorporating assumptions based

on past experience of the industry, products and markets in which the CGU or group of CGUs operate, in order to generate the detailed

assumptions used in the annual budget setting process, and five year strategic planning process. The Vet Group forecast assumptions are based

on a deep understanding of the maturity profile of the practices and their performance, incorporating assumptions based on past experience of

the industry, services and markets in which the CGU operates in order to generate the detailed assumptions used in the annual budget setting

process, and five year strategic planning process. These linkages are embedded in the revenue growth assumption as a result of offering online

veterinary consultations as an additional service to Joint Venture veterinary practices. The projections are based on all available information.

A different set of assumptions may be more appropriate in future years depending on changes in the macro-economic environment and the

industry in which each CGU operates. The Group has considered key risk factors such as the continuing issues throughout our global supply

chains and climate change and the likely outcome of the Competition and Markets Authority (‘CMA’) review of the veterinary sector. We have

also started assessing the possible long term impacts of the likely levels of tariffs that may be applied by the USA and retaliatory measures from

countries where our supply chains are located. The situation is developing and at this stage we are keeping a close watch on the likely long term

impacts.

Long-term growth rates – The Directors have assumed a growth rate projection beyond the projection period of 2% for both units which is

lower than market growth rates based on past experience within the Group, taking into account the economic growth forecasts within the

relevant industries.

Discount rates – The discount rate was estimated based on past experience and the weighted average cost of capital is adjusted to reflect a

market participant view. A post tax discount rate was used within the value in use calculation and adjustments made to calculate the pre-tax

discount rate which is disclosed above in line with IAS36 requirements.

Outcome and sensitivity analysis – The total recoverable amount in respect of goodwill for the groups of CGUs as assessed by the Directors

using the above assumptions is greater than the carrying amount and therefore no impairment charge has been recorded in each period.

Within the Retail and Vet Group CGUs, a number of sensitivities have been applied to the assumptions in reaching this conclusion including:

– Reduction in growth rate applied beyond forecast period by 100 bps

– Increasing the discount rate by 100 bps

– Reduction in gross margin percentage of 100 bps

None of the above, considered reasonably possible changes in assumptions, would result in impairment when applied either individually or

collectively, after inclusion of mitigating actions which are considered within the collective sensitivity analysis.

The Directors consider that it is not reasonably possible for the assumptions to change so significantly as to eliminate the excess of the

recoverable amount over the carrying value.

Strategic Report Governance Financial Statements

107

Notes to the consolidated financial statements continued

14 Inventories

	At 27 March	At 28 March
	2025	2024
	£m	£m
Finished goods	106.9	97.5

The cost of inventories recognised as an expense and included in ‘cost of sales’ is £677.4m (52 week period ended 28 March 2024: £687.1m).

Inventory expensed to cost of sales includes the cost of the Stock Keeping Units (‘SKUs’) sold, supplier income, stock wastage and foreign

exchange variances.

At 27 March 2025 the inventory provision amounted to £4.4m (28 March 2024: £4.1m). The inventory provision is calculated by reference to the

age of the SKU and the length of time it is expected to take to sell. The value of inventory against which an ageing provision is held is £9.9m

(28 March 2024: £8.5m).

The provision percentages applied in calculating the provision are as follows:

– Discontinued stock greater than 365 days: 100%

– Current stock greater than 365 days with a use by date: 50%

– Current stock within 180 and 365 days with a use by date: 25%

– Greater than 180 days with no use by date: 25%

Included in the provision is an amount held to account for store stock losses during the period since which the SKU was last counted.

In the 52 week period ended 27 March 2025, the value of inventory written off to the income statement amounted to £10.1m (52 week period

ended 28 March 2024: £10.3m).

15 Deferred tax assets and liabilities

Recognised deferred tax assets and liabilities

Deferred tax assets and liabilities are attributable to the following:

		At 27 March 2025			At 28 March 2024
	Assets	Liabilities	Total	Assets	Liabilities	Total
	£m	£m	£m	£m	£m	£m
Property, plant and equipment	–	(20.2)	(20.2)	–	(6.1)	(6.1)
Financial assets	0.4	–	0.4	0.2	–	0.2
Other short term temporary differences	2.9	(0.8)	2.1	1.9	(0.8)	1.1
Share based payments	0.1	–	0.1	0.1	–	0.1
Net deferred tax assets/(liabilities)	3.4	(21.0)	(17.6)	2.2	(6.9)	(4.7)

Movement in deferred tax during the period

	28 March	Recognised	Recognised	27 March
	2024	in income		in equity 2025
	£m	£m	£m	£m
Property, plant and equipment	(6.1)	(14.1)	–	(20.2)
Net financial assets	0.2	–	0.2	0.4
Other short term timing differences	1.1	1.0	–	2.1
Share based payments	0.1	–	–	0.1
	(4.7)	(13.1)	0.2	(17.6)

Other short-term timing differences primarily relate to inventory provisions.

Movement in deferred tax during the prior period

	30 March	Recognised	Recognised	28 March
	2023	in income	in equity 2024
	£m	£m	£m	£m
Property, plant and equipment	(2.2)	(3.9)	–	(6.1)
Net financial assets/(liabilities)	0.5	–	(0.3)	0.2
Other short term timing differences	2.5	(1.4)	–	1.1
Share based payments	1.1	–	(1.0)	0.1
	1.9	(5.3)	(1.3)	(4.7)

Pets at Home Group Plc Annual Report and Accounts 2025

108

Notes to the consolidated financial statements continued

16 Other financial assets and liabilities

	At 27 March	At 28 March
	2025	2024
	£m	£m
Non current other financial assets
Investments in Joint Venture veterinary practices	2.7	2.7
Loans to Joint Venture veterinary practices – initial set up loans	3.9	5.2
Loans to Joint Venture veterinary practices – other loans	–	0.5
Other investments	3.0	2.0
Other receivables	5.4	0.5
	15.0	10.9

Investments in Joint Venture veterinary practices

The Investments in Joint Venture veterinary practices balance of £2.7m (2024: £2.7m) comprises of two parts; nil (2024: £0.2m) represents the ‘B’

share capital in Joint Venture veterinary practice companies and £2.7m (2024: £2.5m) relates to capital contributions made to these companies

for extensions and improvements to their practice residences. These investments are held at cost less impairment. In relation to the share, the

fair values of investments in unlisted equity securities are considered to be their carrying value which is the cost to the Group on recognition,

as the impact of discounting future cash flows has been assessed as not material and the investment is non-participatory. The share capital

of the veterinary practice companies is split equally into ‘A’ Ordinary Shares (held by Joint Venture Partners) and ‘B’ Ordinary Shares (held by

the Group). Any operational decisions require the agreement of the Joint Venture Partner. Under the terms of the agreements, the Group (‘B’

shareholder) is not entitled to any profits, losses or dividends, or any surplus on winding up or disposal, although it is entitled to appoint Directors

to the Board and carry the same shareholder voting rights as ‘A’ ordinary shareholders. The agreements entitle the Group to receive income

in relation to support services offered in such areas as clinical development, promotion and methods of operation as well as service activities

including accountancy, legal and property.

Loans to Joint Venture veterinary practices – initial set up loans

Loans to Joint Venture veterinary practices of £3.9m (2024: £5.2m) are provided to Joint Venture veterinary practice companies trading under

the Companion Care, Vets4Pets or VetsforPets brands, in which the Group’s share interest is non-participatory. These loans support their initial

set up and working capital, and are held at carrying value. Under the terms of the loans provided to veterinary companies trading under the

Companion Care, Vets4Pets or VetsforPets brands the loans attract varying interest rates between 2% and 3%. There is no set date for repayment

of the loans due to the Group. The balances are shown net of an expected credit loss (‘ECL’) of £0.4m (2024: £0.6m).

	Gross
	loan value	Expected credit	Carrying value of
	£m	loss £m	loan £m
As at 28 March 2024	5.8	(0.6)	5.2
Net repayment and further advances	(1.5)	–	(1.5)
Provisions released during the period	–	0.2	0.2
As at 27 March 2025	4.3	(0.4)	3.9

Analysis of expected credit loss by risk category

The following table presents an analysis of the credit risk and credit impairment of initial set up loans held at amortised cost. The loans are

categorised performing, or in default in accordance with the policy set out in note 1.16. The loss allowance is calculated depending on the credit

risk of each loan, the Group’s expectations of future cash flow recoverability and practice age in accordance with the policy set out in note 1.16.

	At 27 March	At 28 March
	2025	2024
Credit risk	£m	£m
Performing	1.3	1.2
In default	3.0	4.6
Gross carrying amount	4.3	5.8
Loss allowance	(0.4)	(0.6)
Net carrying amount	3.9	5.2

The presentation of performing and in default loans have been revised to better align with the requirements of IFRS 9. Initial set up loans are

considered in default if they cannot be settled within one day of year end. This has no impact on the estimated credit loss which is made based

on the 10-year cash flow forecast.

Other investments

The balance of £3.0m (2024: £2.0m) relate to investments in Good Dog Food Limited (‘Meatly’) and Project Blu Limited as disclosed in Note 28.

Other investments are initially and subsequently measured at FVTPL, with changes recognised in the profit or loss. The fair values of investments

in unlisted equity securities are considered to be their carrying value.

Strategic Report Governance Financial Statements

109

Notes to the consolidated financial statements continued

16 Other financial assets and liabilities continued

Other receivables

Included within other receivables is £1.5m which represents deferred rebates paid to JV practices to support their rebrand and expansion.

The rebate will be released as a deduction to fee income over a period of up to 10 years which represents the period of time the Group expects

to receive economic benefits from enhanced fee income. Also included within other receivables is £3.7m which relates to sublet leases.

Derivative financial assets and liabilities

Derivative financial assets and liabilities are held at fair value through profit or loss.

	At 27 March	At 28 March
	2025	2024
	£m	£m
Current assets
Fuel forward contracts	–	0.1
Forward exchange contracts	0.2	0.2
	0.2	0.3

Derivative financial liabilities

	At 27 March	At 28 March
	2025	2024
	£m	£m
Current liabilities
Forward exchange contracts	(1.7)	(1.0)
	(1.7)	(1.0)

17 Trade and other receivables

	At 27 March	At 28 March
	2025	2024
	£m	£m
Current assets
Trade receivables	16.4	13.9
Amounts owed by JV practices – funding for new practices	–	0.4
Amounts owed by Joint Venture veterinary practices – operating loans	3.9	5.8
Amounts owed by Joint Venture veterinary practices – trading balances	14.3	10.9
Other receivables	2.6	6.3
Prepayments	9.9	9.3
Accrued income	16.2	14.3
	63.3	60.9

Trade and other receivables

The carrying amount of trade and other receivables approximates to the fair value. Supplier income is included with trade and other receivables,

this has been invoiced where there is no legal right to offset.

The Group applied the simplified approach under IFRS9 and default to lifetime expected credit loss based on historical data. The ECL is

immaterial on the trade receivables balance for the 52 week period ended 27 March 2025 (52 week period ended 28 March 2024: £nil).

Amounts owed by Joint Venture veterinary practices

Amounts owed by Joint Venture veterinary practices represent trading balances and operating loans owed by Joint Venture veterinary practices

to the Group.

The impairment of amounts owed by Joint Venture veterinary practices relating to trading balances are assessed in line with IFRS 9. As at

27 March 2025 and 28 March 2024, the impact of expected credit loss on these balances was deemed to be immaterial due to the short term

nature of these balances and as such no provision has been made.

Operating loans are provided on a short-term monthly cycle to the extent that a practice requires additional funding above their external bank

loan. Practices generate cash on a monthly basis which is applied to the repayment of brought forward operating loans. For immature practices,

loan balances may increase due to operating requirements. Based on a projected cash flow forecast on a practice by practice basis, the funding

is expected to be required for a number of years, however as cash is applied against opening loan balances, the Group’s expectation is that the

brought forward balance will be repaid in cash within 12 months. The loans have been classified as current on this basis and the Group has

Pets at Home Group Plc Annual Report and Accounts 2025

110

Notes to the consolidated financial statements continued

17 Trade and other receivables continued

Amounts owed by Joint Venture veterinary practices continued

chosen not to charge interest on these balances, and they are initially recognised under IFRS9 at their nominal value as the effect of discounting

the expected cash flows based on the effective interest rate at the market rate of interest is not material. The loans advanced to the practices

are interest free and either repayable on demand or repayable within 90 days of demand. No facility exists and the levels of loans are monitored

in relation to review of the practices’ performance against business plan and a number of financial and non-financial KPIs in accordance with the

policy set out in note 1.16.

For those practices in default, a credit impairment charge is recognised under IFRS9 taking into account the Group’s expectations of future cash

flow recoverability. For other practices, a credit impairment charge is recognised under IFRS9, taking into account both the probability of loss

and the loss proportion given default.

The balances above are shown net of allowances for expected credit losses held for operating loans of £1.3m (2024: £3.0m). The basis for this

allowance and the movement in the period is set out below.

	Gross loan	Expected	Carrying value
	value	credit loss	of loan
	£m	£m	£m
As at 28 March 2024	8.8	(3.0)	5.8
Loans written off	(1.7)	–	(1.7)
Net repayment and further advances	(1.9)	–	(1.9)
Utilisation of provision	–	0.9	0.9
Provisions made during the period	–	0.8	0.8
As at 27 March 2025	5.2	(1.3)	3.9

During the 52 week period ended 27 March 2025, £1.7m of operating loans which were deemed to be in default were written off in advance of the

acquisition of the ‘A’ shares (52 week period ended 28 March 2024: £1.6m) which led to the control and consolidation of these practices. Further

details of these acquisitions are provided in note 10.

The Group continues to work with a number of Joint Venture Partners, where the partners choose to follow the Group’s recommendations on

remediation plans aimed at improving practice performance. Further details regarding credit risk are provided in note 1.16.

The following table presents an analysis of the credit risk and credit impairment of operating loans held at amortised cost. Based on their future

cash flow forecast, loans are categorised as performing or in default. The loss allowance is calculated in accordance with the policy set out in

note 1.16, depending on the credit risk of each loan.

	At 27 March	At 28 March
	2025	2024 restated
Credit risk	£m	£m
Performing	–	–
In default	5.2	8.8
Gross carrying amount	5.2	8.8
Loss allowance	(1.3)	(3.0)
Net carrying amount	3.9	5.8

The presentation of performing and in default loans have been revised to better align with the requirements of IFRS 9. Operating loans are

considered in default if they cannot be settled within one day of year end. This has no impact on the estimated credit loss which is made based

on the 10-year cash flow forecast.

Should forecast cash flows, as defined by the risk criteria in note 1.16, decrease by 0.5% over the 10-year time horizon, this would lead to an

increase in the required provision for operating loans of £0.5m (28 March 2024: £0.8m). This sensitivity is considered by management to

represent a reasonably possible range of estimation uncertainty, based on the variance in current trading performance within these Joint

Venture veterinary practices. The factors which give rise to the estimation uncertainty include macro-economic and industry specific factors,

including the level of industry growth, as well as gross margin percentages achieved within the industry, which contain a number of factors

including the availability of suitably qualified veterinary personnel. Further details are provided in note 27.

Accrued income

Accrued income relates to income in relation to fees to Joint Venture veterinary practices and overrider and promotional income from suppliers

which have not yet been invoiced. Accrued income is classified as current as it is expected to be invoiced and received within 12 months of the

period end date. Supplier income is recognised on an accruals basis, based on the expected entitlement that has been earned up to the balance

sheet date for each relevant supplier contract. As detailed in note 1.19, supplier income is recognised as a credit within gross margin to cost of

sales and is outside of the scope of IFRS15. Further detail of the Group’s revenue recognition policy is provided in note 1.19.

Strategic Report Governance Financial Statements

111

Notes to the consolidated financial statements continued

18 Cash and cash equivalents

	At 27 March	At 28 March
	2025	2024 £
	£m	m
Cash at bank	39.5	57.1

19 Other interest-bearing loans and borrowings

	At 27 March	At 28 March
	2025	2024
	£m	£m
Non-current liabilities
Unsecured bank loans	8.1	22.2
Asset backed loans	18.6	21.1
Total	26.7	43.3

	At 27 March	At 28 March
	2025	2024
	£m	£m
Current liabilities
Asset backed loans	4.7	2.2

Terms and debt repayment schedule

					Carrying		Carrying
				Face value	amount at	Face value	amount at
				at 27 March	27 March	at 28 March	28 March
		Nominal	Year of	2025	2025	2024	2024
	Currency	interest rate	maturity	£m	£m	£m	£m
Revolving credit facility	GBP	SONIA +1.30%	2028	10.0	8.1	25.0	22.2
Asset backed loan	GBP	SONIA +1.50%	2030	23.3	23.3	23.3	23.3
Total				33.3	31.4	48.3	45.5

The drawn amount on the £300.0m revolving credit facility was £10.0m at 27 March 2025 (drawn amount on the £300.0m revolving credit

facility was £25.0m at 28 March 2024) and this amount is reviewed each month. Interest is charged at SONIA plus a margin based on leverage

on a pre-IFRS16 basis (adjusted net debt: EBITDA). The loan also has environmental, social and corporate governance (ESG) linked metrics which

will be reflected in the margin payable, which is +/- 5bps. Face value represents the principal value of the revolving credit facility. The facility is

unsecured.

On 27 March 2023, the Group entered into a loan agreement to fund the purchase of capital items. Interest is charged on the amount drawn at

SONIA plus 1.5%. The loan will be repaid in monthly repayments from April 2025 until the loan matures on 27 March 2030.

Interest-bearing borrowings are recognised initially at fair value, being the principal value of the loan net of attributable transaction costs.

Subsequent to initial recognition, interest-bearing borrowings are stated at a carrying value, which represents the amortised cost of the loans

using the effective interest method.

The analysis of repayments on the loans is as follows:

	At 27 March	At 28 March
	2025	2024
	£m	£m
Within one year or repayable on demand	4.7	2.2
Between one and three years	9.3	8.6
Between three and five years	19.3	33.6
Greater than five years	–	3.9
	33.3	48.3

1 The presentation aging analysis has been revised to align with the aging buckets presented in note 23.

The £10.0m revolving credit facility at 27 March 2025 is held by the Company. The £23.3m of asset backed loan are held by Pets at Home

Limited, a 100% owned subsidiary company.

The Group’s policy with regard to interest rate risk is to hedge the appropriate level of borrowings by entering into fixed rate agreements where

the Company forecast gross debt at the balance sheet date is no more than £100m, no interest rate hedging is required. Subsequently, as at

27 March 2025, there were no hedging derivatives held by the Group.

Pets at Home Group Plc Annual Report and Accounts 2025

112

Notes to the consolidated financial statements continued

19 Other interest-bearing loans and borrowings continued

Analysis of changes in adjusted net cash

	At 28 March		Non-cash	At 27 March
	2024	Cash flow	movement	2025
	£m	£m	£m	£m
Cash and cash equivalents	57.1	(17.6)	–	39.5
Debt due within one year	(2.2)	–	(2.5)	(4.7)
Debt due after one year	(46.1)	15.0	2.5	(28.6)
Adjusted net cash	8.8	(2.6)	–	6.2

20 Trade and other payables

	At 27 March	At 28 March
	2025	2024
	£m	£m
Current
Trade payables	138.5	138.2
Accruals and deferred income	73.3	74.9
Amounts owed to Joint Venture veterinary practices	8.2	0.8
Other payables including tax and social security	35.6	35.3
	255.6	249.2

Amounts owed to Joint Venture veterinary practices that relate to trading balances are interest free and repayable on demand.

Within accruals and deferred income above, contract liabilities under IFRS15 of £0.4m (2024: £0.4m) relate to advanced consideration received

from customers in relation to gift vouchers, cards and points redeemable by charities. This revenue will be recognised as the vouchers, cards and

points are redeemed, which is expected to be over the next two years from the balance sheet date.

Within accruals above, contract liabilities under IFRS15 of £1.8m (2024: £1.3m) relate to advanced consideration received from customers in

relation to online orders which have not yet been delivered. This revenue will be recognised as the online orders are delivered to customers,

which is expected to be in less than one week from the balance sheet date.

21 Provisions

			Provisions for exit and	Provision for exit and
			closure costs relating to	closure costs relating
	Dilapidation	Closed stores	Joint Venture veterinary	to legacy Distribution
	provision	provision	practices	Centres
	£m	£m	£m	£m	Total £m
Balance at 28 March 2024	4.2	0.1	4.5	3.9	12.7
Provisions made during the period	0.7	0.1	0.8	1.6	3.2
Provisions utilised during the period	(1.2)	–	(1.5)	(3.5)	(6.2)
Provisions released	(0.3)	–	–	–	(0.3)
Reclassify to other creditors	–	–	–	(0.4)	(0.4)
Balance at 27 March 2025	3.4	0.2	3.8	1.6	9.0

	At 27 March	At 28 March
	2025	2024
	£m	£m
Current	5.1	7.6
Non-current	3.9	5.1
	9.0	12.7

As at 28 March 2024, the Group had a provision of £1.4m for voluntary redundancies for colleagues employed at legacy Distribution Centres

and a provision of £2.5m for retention bonuses payable to colleagues who remain from the previous Distribution Centres provided they remain

employed by the Group until the remaining sites close. £3.5m was paid out during the year and the remaining provision of £0.4m has been

reclassified to other creditors as at 27 March 2025. The remaining provision relates to property costs associated with lease of the legacy

Distribution Centres which expires in March 2026. Further information is provided in note 3.

The closed stores provision relates to the rates, service charge and utilities payable on vacant stores. The timing of the utilisation of these

provisions is variable dependent upon the lease expiry dates of the properties concerned, which vary between one and three years. Market

conditions have an impact and hence the assumptions on future cash flows are reviewed regularly and revisions to the provision made

where necessary .

Strategic Report Governance Financial Statements

113

Notes to the consolidated financial statements continued

21 Provisions continued

The dilapidations provision relates to the expected cost of repairs on leased properties at future lease expiry dates, all of which are expected

to be within 2 years of the 52 weeks ending 27 March 2025, therefore the provision is not discounted. The timing of the utilisation of these

provisions is variable depending on the expiry dates of the property leases concerned.

The provisions for exit and closure costs relating to Joint Venture veterinary practices relate to expenses for any Joint Venture veterinary

practices that the Group has bought out or has offered to buy out from Joint Venture Partners, and therefore which have been provided for

under IAS37. The timing of the utilisation of these provisions is variable dependent upon the lease expiry dates of the properties concerned,

which vary between 2 and 13 years. Market conditions have a significant impact and hence the assumptions on future cash flows are reviewed

regularly and revisions to the provision made where necessary.

22 Capital and reserves

Share capital

	Share capital
	Number	Share capital £m
At 30 March 2023	483,197,785	4.8
At 28 March 2024	467,911,542	4.7
At 27 March 2025	459,491,054	4.6

In the 52 week period ended 27 March 2025, the Company bought back and cancelled 8,420,488 (1.8%) Ordinary Shares for total consideration

including stamp duty of £25.1m, at an average market value of 297 pence per share.

	Share capital	Share capital
	27 March	28 March
	2025	2024
	£m	£m
At beginning of period	4.7	4.8
Nominal value of shares cancelled in year following purchase by the Group	(0.1)	(0.1)
On issue at period end – authorised	4.6	4.7

In the 52 week period ended 28 March 2024, the Company bought back and cancelled 15,286,243 (3.2%) Ordinary Shares for total consideration

including stamp duty of £50.3m, at an average market value of 327 pence per share.

The holders of Ordinary Shares are entitled to receive dividends as declared from time to time and are entitled to one vote per share at meetings

of the Company.

Consolidation and Merger reserves

The consolidation reserve and the merger reserve arose as a result of the creation of Pets at Home Group Plc and its purchase of the existing

group of companies as part of the Initial Public Offering in 2014. As part of the IPO, a number of shares in Plc were issued in exchange for various

instruments or cash. The premium arising on the issue was allocated between the share premium and merger reserve. A consolidation reserve

was also created which reflected the difference between Plc reserves and the consolidated equity of PAH Lux S.a.r.l as part of the IPO in 2014.

Capital redemption reserve

The capital redemption reserve comprised the par value of the 8.4m (2024:15.3m) shares purchased and cancelled as part of the share buyback

programme completed in the 52 week period ended 27 March 2025.

Translation reserve

The translation reserve comprises all foreign exchange differences arising since 21 November 2011, the date of incorporation of Pets at Home Asia

Ltd where the functional currency differs from that of the rest of the Group.

Cash flow hedging reserve

The cash flow hedging reserve comprises the effective portion of the cumulative net change in the fair value of cash flow hedging instruments

related to hedged transactions that have not yet occurred.

Included within the Group retained earnings is the Pets at Home Employee Benefit Trust (‘EBT’). The EBT purchases shares to fund the share

option schemes. As at 27 March 2025, the EBT held 5,670,000 Ordinary Shares (2024: 5,564,701) with a cost of £20,268,243 (2024: £20,300,288).

The average purchase value of these shares as at 27 March 2025 was 357.5 pence per share (2024: 364.8 pence per share).

Pets at Home Group Plc Annual Report and Accounts 2025

114

Notes to the consolidated financial statements continued

22 Capital and reserves continued

Other comprehensive income

27 March 2025

		Cash flow	Total other
	Translation	hedging	comprehensive
	reserve	reserve	income
	£m	£m	£m
Other comprehensive income	–	–	–
Effective portion of changes in fair value of cash flow hedges	–	0.6	0.6
Net change in fair value of cash flow hedges reclassified to profit or loss	–	0.1	0.1
Total other comprehensive income	–	0.7	0.7

28 March 2024

		Cash flow	Total other
	Translation	hedging	comprehensive
	reserve	reserve	income
	£m	£m	£m
Other comprehensive income	–	–	–
Effective portion of changes in fair value of cash flow hedges	–	3.3	3.3
Net change in fair value of cash flow hedges reclassified to profit or loss	–	1.3	1.3
Deferred tax on changes in fair value of cash flow hedges	–	(0.3)	(0.3)
Total other comprehensive income	–	4.3	4.3

23 Financial instruments

Financial risk management

The Group’s activities expose it to a variety of financial risks: market risk (including currency risk, fair value interest rate risk and cash flow interest

rate risk), credit risk and liquidity risk.

Risk management framework

Risk management in respect of financial risk is carried out by the Group Treasury function under policies approved by the Board of Directors.

The Board of Directors has overall responsibility for the establishment and oversight of the Group’s risk management framework. The Board

provides written principles through its Group Treasury Policy for overall risk management, as well as written policies covering specific areas,

such as foreign exchange risk, interest rate risk, credit risk, use of derivative financial instruments and non-derivative financial instruments, and

investment of excess liquidity.

The main objectives of the Group Treasury function are:

– To ensure shareholder and management expectations are managed on cash flow and earnings volatility resulting from financial market

movements;

– To protect the expected cash flow and earnings from interest rate and foreign exchange fluctuations to within parameters acceptable to the

Board and shareholders; and

– To control banking costs and service levels.

Market risk

Foreign currency risk

The Group sources a significant level of purchases in foreign currency, in the region of US$110m each financial year, and monitors its foreign

currency requirements through short, medium and long-term cash flow forecasting. The value of purchases in US dollars fluctuates each year

and the risk management policy has evolved with this increased risk.

At 27 March 2025, the Group’s policy is to hedge up to 95% of the next 12 months and additionally up to 60% of the following six months out to

18 months forecast foreign exchange transactions, using foreign currency bank accounts and forward foreign exchange contracts. The

transactions are deemed to be ‘highly probable’ and are based on historical knowledge and forecast purchase and sales projections.

The Group’s exposure to foreign currency risk is as follows. This is based on the carrying amount for monetary financial instruments, except for

derivatives which are based on notional amounts:

27 March 2025

	Euro	US Dollar	HKD	Total
	£m	£m	£m	£m
Cash and cash equivalents	1.1	–	–	1.1
Trade payables	(2.4)	(4.1)	–	(6.5)
Forward exchange contracts	–	(1.5)	–	(1.5)
Balance sheet exposure	(1.3)	(5.6)	–	(6.9)

Strategic Report Governance Financial Statements

115

Notes to the consolidated financial statements continued

23 Financial instruments continued

Market risk continued

Foreign currency risk continued

28 March 2024

	Euro	US Dollar	HKD	Total
	£m	£m	£m	£m
Cash and cash equivalents	0.4	6.1	–	6.5
Trade payables	(2.8)	(3.2)	–	(6.0)
Forward exchange contracts	(0.2)	(0.6)	–	(0.8)
Balance sheet exposure	(2.6)	2.3	–	(0.3)

Sensitivity analysis

A 5% weakening of the following currencies against the pound sterling at the period end date in both years would have increased profit or loss or

equity by the amounts shown below. This calculation is post the impact of hedging and assumes that the change occurred at the balance sheet

date and had been applied to risk exposures existing at that date.

This analysis assumes that all other variables, in particular other exchange rates and interest rates, remain constant.

	Equity		Profit or loss
	27 March	28 March	27 March	28 March
	2025	2024	2025	2024
	£m	£m	£m	£m
US Dollar	0.1	–	0.2	(0.1)
Euro	–	–	0.1	0.1

A 5% strengthening of the above currencies against the pound sterling in any period would have had the equal but opposite effect on the above

currencies to the amounts shown above, on the basis that all other variables remain constant.

Interest rate risk

Cash flow and fair value interest rate risk

The Group’s interest rate risk arises from long-term borrowings. As at 27 March 2025 the Group had a revolving credit facility with a face value

totalling £10.0m (2024: £25.0m) and an asset backed loan with a face value of £23.3m (2024: £23.3m). The Group’s borrowings as at 27 March 2025

incur interest at a rate of 1.3% to 1.5% plus SONIA at the leverage prevalent in the period, which exposes the Group to cash flow interest rate risk.

The analysis of loan repayments is detailed in note 19.

The Group’s policy with regard to interest rate risk is to hedge the appropriate level of borrowings by entering into fixed rate agreements. As

at 27 March 2025, the Group held no fixed rate swap agreements since the forecast level of outstanding debt for the next year was below the

de-minimis hedging requirements as set out in the Group’s Treasury Policy. In the 52 week period ended 28 March 2024, the Group had fixed

interest rate swap agreements covering £50.0m of senior facility borrowing at a blended fixed rate of 5.058% which expired in September 2024.

The hedging structure as at 28 March 2024 was to hedge at least 70% of the forecast outstanding debt for the next year.

Profile

At the balance sheet date the interest rate profile of the Group’s interest-bearing financial instruments was:

	Book value	Book value
	At 27 March	At 28 March
	2025	2024
	£m	£m
Fixed rate instruments
Financial liabilities	–	48.3
Variable rate instruments
Financial liabilities	33.3	–
Total financial liabilities	33.3	48.3

All borrowings bear a variable rate of interest based on SONIA. Subject to a de-minimis level, the Group policy is to hedge at least 70% of forecast

loan balances. As at 27 March 2025, there were no interest rate swaps in place. As at 28 March 2024, fixed rate instrument above related to the

portion of the loan hedged by a fixed rate interest rate swap.

Sensitivity analysis

A change of 50 basis points in interest rates at the period end date would have increased/(decreased) profit or loss by the amounts shown below.

This calculation assumes that the change occurred at the balance sheet date and had been applied to risk exposures existing at that date.

This analysis assumes that all other variables, in particular foreign currency rates, remain constant and considers the effect of financial

instruments with variable interest rates, financial instruments at fair value through profit or loss. The analysis is performed on the same basis for

the comparative period.

Pets at Home Group Plc Annual Report and Accounts 2025

116

Notes to the consolidated financial statements continued

23 Financial instruments continued

Interest rate risk continued

Sensitivity analysis continued

	At 27 March	At 28 March
	2025	2024
	£m	£m
Equity
Increase	–	0.1
Decrease	–	(0.1)
Profit or loss
Increase	0.2	0.1
Decrease	(0.2)	(0.1)

Credit risk

Financial risk management

Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its contractual obligations

and arises principally from the Group’s receivables from customers, investment securities and operating loans to Joint Venture veterinary practices.

Credit risk also arises from cash and cash equivalents, derivative financial instruments and deposits with banks and financial institutions. The

Group ensures that the banks used for the financing of the revolving credit facilities and interest rate swap agreements have investment-grade

credit ratings.

The Group has in place certain guarantees over the bank loans taken out by a number of Joint Venture veterinary practice companies in which

it holds an investment. Further details of these guarantees are disclosed in note 27. The performance of the Joint Venture veterinary practice

companies is reviewed on an ongoing basis.

Exposure to credit risk

The Group’s maximum exposure to credit risk, being the carrying amount of financial assets, is summarised in the table within the fair values

section below.

Liquidity risk

Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due.

Management prepares and monitors rolling forecasts of the Group’s cash balances based on expected cash flows to ensure, as far as possible,

that it will have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions without risking damage to the

Group’s reputation. Covenants are monitored on a regular basis to ensure there is no risk or breach which would lead to an ‘Event of Default’

and compliance certificates are issued as required to the syndicate agent.

The following are the contractual maturities of financial liabilities including estimates of interest payable based on SONIA rates at the end of the

financial period:

Group

27 March 2025

	Carrying	Contractual				5 years
	amount	cash flows	1 year or less	1 to <3 years	3 to <5 years	and over
	£m	£m	£m	£m	£m	£m
Non-derivative financial liabilities
Bank loans (note 19)	31.4	33.3	4.7	9.3	19.3	–
Trade payables (note 20)	138.5	138.5	138.5	–	–	–
Lease liabilities (note 12)	348.3	400.0	78.5	124.9	77.8	118.8
Amounts owed to joint ventures veterinary practices (note 20)	8.2	8.2	8.2	–	–	–
	526.4	580.0	229.9	134.2	97.1	118.8

28 March 2024

	Carrying	Contractual				5 years
	amount	cash flows	1 year or less	1 to <3 years	3 to <5 years	and over
	£m	£m	£m	£m	£m	£m
Non-derivative financial liabilities
Bank loans (note 19)	45.5	48.3	2.2	8.6	33.6	3.9
Trade payables (note 20)	138.2	138.2	138.2	–	–	–
Lease liabilities (note 12) 1	380.8	439.3	79.8	133.9	86.1	139.5
Amounts owed to joint ventures veterinary practices (note 20) 1	0.8	0.8	0.8	–	–	–
	565.3	626.6	221.0	142.5	119.7	143.4

1 The presentation of non-derivative financial liabilities has been revised to include lease liabilities and amounts owed to joint venture veterinary practices. The ageing

of the buckets have been revised to align with the presentation in note 12 and note 19.

Strategic Report Governance Financial Statements

117

Notes to the consolidated financial statements continued

23 Financial instruments continued

iquidity risk and cash flow hedges

Cash flow hedges

The following table indicates the periods in which the cash flows associated with cash flow hedging instruments are expected to occur and to

affect profit or loss:

Group

27 March 2025

	Carrying	Expected				5 years
	amount	cash flows	1 year or less	1 to <2 years	2 to <5 years	and over
	£m	£m	£m	£m	£m	£m
Forward exchange contracts:
Current liabilities (note 16)	(1.7)	(1.7)	(1.7)	–	–	–
	(1.7)	(1.7)	(1.7)	–	–	–

28 March 2024

	Carrying	Expected cash	1 year or less	1 to <2 years	2 to <5 years	5 years and
	amount £m	flows £m	£m	£m	£m	over £m
Forward exchange contracts:
Current liabilities (note 16)	(1.0)	(1.0)	(1.0)	–	–	–
	(1.0)	(1.0)	(1.0)	–	–	–

Fair values of financial instruments

Investments

The fair values of investments are considered to be their carrying value as the impact of discounting future cash flows has been assessed as not

material and the investment is non-participatory.

Trade and other payables and receivables

The fair values of these items are considered to be their carrying value as the impact of discounting future cash flows has been assessed as

not material.

Cash and cash equivalents

The fair value of cash and cash equivalents is its carrying amount where the cash is readily available. The fair value of short term deposits

approximates to the carrying amount because of the short maturity of these instruments.

Amounts owed to Joint Ventures

The fair value of amounts owed to Joint Ventures are considered to be their carrying value as the impact of discounting future cash flows

has been assessed as not material.

Long term and short term borrowings

The fair value of bank loans and other loans approximates their carrying value as they have interest rates based on SONIA. The impact of credit

risk has an immaterial impact on the fair value.

Short term deposits

The fair value of short term deposits is considered to be their carrying value as the balances are held in floating rate accounts where the interest

rate is reset to market rates.

Derivative financial instruments

The fair values of forward exchange contracts and interest rate swap contracts are calculated by management based on external valuations

received from the Group’s bankers and are based on forward exchange rates and anticipated future interest yield respectively.

Fair values

The fair values of all financial assets and financial liabilities by class together with their carrying amounts shown in the balance sheet are

as follows:

Fair value hierarchy

The table below shows the carrying amounts and fair values of financial assets and financial liabilities, including their levels in the fair

value hierarchy.

Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities

Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or

indirectly (i.e. derived from prices)

Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs)

Pets at Home Group Plc Annual Report and Accounts 2025

118

Notes to the consolidated financial statements continued

23 Financial instruments continued

Fair values of financial instruments continued

Fair value hierarchy continued

The following tables show the fair values and carrying amounts of financial assets and liabilities as well as their fair value hierarchy. The tablets

do not include fair value detail for financial assets and liabilities not measured at fair value if their carrying value is a reasonable approximation

of fair value.

27 March 2025

	Fair value –	FVTPL	Financial	Other	Total
	hedging	– equity	assets	financial	carrying
	instruments	instruments	at amortised	liabilities	amount
Carrying amount	£m	£m	cost £m	£m	£m
Financial assets measured at fair value
Other investments (note 16)	–	3.0	–	–	3.0
Forward exchange contracts used for hedging (note 16)	0.2	–	–	–	0.2
	0.2	3.0	–	–	3.2
Financial assets not measured at fair value
Investments in Joint Venture veterinary practices (note 16)	–	–	2.7	–	2.7
Current trade and other receivables (note 17)	–	–	19.0	–	19.0
Amounts owed by Joint Venture veterinary practices – funding, trading and operating loans (note 17)	–	–	18.2	–	18.2
Cash and cash equivalents (note 18)	–	–	39.5	–	39.5
Loans to Joint Venture veterinary practices – initial set up loans (note 16)	–	–	3.9	–	3.9
Current other receivables (note 16)	–	–	0.3	–	0.3
Non-current other receivables (note 16)	–	–	5.6	–	5.6
	–	–	89.2	–	89.2
Financial liabilities measured at fair value
Forward exchange contracts used for hedging (note 16)	(1.7)	–	–	–	(1.7)
	(1.7)	–	–	–	(1.7)
Financial liabilities not measured at fair value
Current lease liabilities (note 12)	–	–	–	(78.5)	(78.5)
Non-current lease liabilities (note 12)	–	–	–	(269.8)	(269.8)
Trade payables (note 20)	–	–	–	(138.5)	(138.5)
Amounts owed to Joint Venture veterinary practices (note 20)	–	–	–	(8.2)	(8.2)
Other interest-bearing loans and borrowings (note 19)	–	–	–	(31.4)	(31.4)
	–	–	–	(526.4)	(526.4)

27 March 2025

	Level 1	Level 2	Level 3	Total
Fair value	£m	£m	£m	£m
Financial assets and liabilities measured at fair value
Other investments (note 16)	–	–	3.0	3.0
Forward exchange contracts used for hedging (note 16)	–	0.2	–	0.2
Financial liabilities measured at fair value
Forward exchange contracts used for hedging (note 16)	–	(1.7)	–	(1.7)

Strategic Report Governance Financial Statements

119

Notes to the consolidated financial statements continued

23 Financial instruments continued

Fair values of financial instruments continued

Fair value hierarchy continued

28 March 2024

			Financial
	Fair value	FVTPL	assets at	Other	Total
	– hedging	– equity	amortised	financial	carrying
	instruments	instruments	cost	liabilities	amount
Carrying amount	£m	£m	£m	£m	£m
Financial assets measured at fair value
Other investments (note 16)	–	–	2.0	–	2.0
Forward exchange contracts used for hedging (note 16)	0.2	–	–	–	0.2
Fuel forward contracts used for hedging (note 16)	0.1	–	–	–	0.1
	0.3	–	2.0	–	2.3
Financial assets not measured at fair value
Investments in Joint Venture veterinary practices (note 16)	–	–	2.7	–	2.7
Current trade and other receivables (note 17)	–	–	20.2	–	20.2
Amounts owed by Joint Venture veterinary practices – funding, trading and operating loans (note 17)	–	–	17.1	–	17.1
Cash and cash equivalents (note 18)	–	–	57.1	–	57.1
Loans to Joint Venture veterinary practices – initial set up loans (note 16)	–	–	5.2	–	5.2
Loans to Joint Venture veterinary practices – other loans (note 16)	–	–	0.5	–	0.5
Non-current other receivables (note 16)	–	–	0.5	–	0.5
	–	–	103.3	–	103.3
Financial liabilities measured at fair value
Fuel forward exchange contracts used for hedging (note 16)	–	–	–	–	–
Forward exchange contracts used for hedging (note 16)	(1.0)	–	–	–	(1.0)
Interest rate swaps used for hedging (note 16)	–	–	–	–	–
	(1.0)	–	–	–	(1.0)
Financial liabilities not measured at fair value
Current lease liabilities (note 12)	–	–	–	(79.8)	(79.8)
Non-current lease liabilities (note 12)	–	–	–	(301.0)	(301.0)
Trade payables (note 20)	–	–	–	(138.2)	(138.2)
Amounts owed to Joint Venture veterinary practices (note 20)	–	–	–	(0.8)	(0.8)
Other interest-bearing loans and borrowings (note 19)	–	–	–	(45.5)	(45.5)
	–	–	–	(565.3)	(565.3)

28 March 2024

	Level 1	Level 2	Level 3	Total
Fair value	£m	£m	£m	£m
Financial assets measured at fair value
Other investments (note 16)	–	–	2.0	2.0
Forward exchange contracts used for hedging (note 16)	–	0.2	–	0.2
Fuel forward exchange contracts used for hedging (note 16)	–	0.1	–	0.1
Interest rate swaps used for hedging (note 16)	–	–	–	–
Forward exchange contracts used for hedging (note 16)	–	(1.0)	–	(1.0)

Pets at Home Group Plc Annual Report and Accounts 2025

120

Notes to the consolidated financial statements continued

23 Financial instruments continued

Measurement of fair values

The following table shows the valuation techniques used in measuring Level 2 and Level 3 fair values at the balance sheet dates, as well as the

significant unobservable inputs used.

			Inter-relationship between significant
			unobservable inputs and fair value
Type	Valuation technique	Significant unobservable inputs	measurement
Forward exchange contracts and	Market comparison technique – the	Not applicable	Not applicable
interest rate swaps	fair values are based on broker quotes.
	Similar contracts are traded in an
	active market and the quotes reflect
	the actual transactions on similar
	instruments.
Other investments	The fair values of investments are	Forecasted cashflows. Any changes to	Not applicable
	considered to be their carrying value.	the unobservable input would have an
		immaterial impact on the valuation.

Changes in liabilities arising from financing activities

Group

	Loans and	Lease
	borrowings	liabilities	Total
	£m	£m	£m
Balance at 28 March 2024 (note 12,19)	45.5	380.8	426.3
Changes from financing cash flows
Repayment of borrowings	(15.0)	–	(15.0)
Interest payment of borrowings	(4.7)	–	(4.7)
Payment of lease liabilities	–	(79.7)	(79.7)
Total changes from financing cash flows	(19.7)	(79.7)	(99.4)
Other changes
Interest expense on lease liabilities (note 7)	–	13.2	13.2
Interest expense on borrowings (note 7)	4.7	–	4.7
Amortisation of debt issue costs (note 7)	0.8	–	0.8
Additions to lease liabilities	–	34.0	34.0
Movement on accrued interest	0.1	–	0.1
Total other changes	5.6	47.2	52.8
Balance at 27 March 2025	31.4	348.3	379.7

Strategic Report Governance Financial Statements

121

Notes to the consolidated financial statements continued

23 Financial instruments continued

Changes in liabilities arising from financing activities continued

	Loans and	Lease
	borrowings	liabilities	Total
	£m	£m	£m
Balance at 30 March 2023	120.5	421.4	541.9
Changes from financing cash flows
Repayment of borrowings	(75.0)	–	(75.0)
Interest payment of borrowings	(3.2)	–	(3.2)
Payment of lease liabilities	–	(81.7)	(81.7)
Total changes from financing cash flows	(78.2)	(81.7)	(159.9)
Other changes
Interest expense on lease liabilities (note 7)	–	13.3	13.3
Interest expense on borrowings (note 7)	3.5	–	3.5
Amortisation of debt issue costs	0.8	–	0.8
Additions to lease liabilities	–	29.8	29.8
Disposal of lease liabilities	–	(2.0)	(2.0)
Capitalisation of debt issue costs	(0.9)	–	(0.9)
Movement on accrued interest	(0.2)	–	(0.2)
Total other changes	3.2	41.1	44.3
Balance at 28 March 2024	45.5	380.8	426.3

	Cash flow hedge reserve
	2025	2024
	£m	£m
Foreign currency risk
Inventory purchases	(1.1)	(0.6)
Commodity price risk
Fuel purchases	–	0.1

		Commodity price risk	Foreign currency risk		Interest rate risk
		Forward exchange	Forward exchange
	contracts- fuel		contracts- inventory		Interest rate swaps
	2025	2024	2025	2024	2025	2024
	£m	£m	£m	£m	£m	£m
Nominal amount
Carrying amount – asset (note 16)	–	0.1	0.2	0.2	–	–
Carrying amount – liability (note 16)	–	–	(1.7)	(1.0)	–	–
Changes in the value of hedging instrument recognised in OCI
Amount of hedging reserve transferred to cost of inventory	–	–	(1.6)	(3.3)	–	–
Net change in fair value of cash flow hedges reclassified to profit or loss	0.1	(0.3)	–	–	–	1.6

Pets at Home Group Plc Annual Report and Accounts 2025

122

Notes to the consolidated financial statements continued

23 Financial instruments continued

Changes in liabilities arising from financing activities continued

The following table provides a reconciliation by risk category of hedging reserve and analysis of OCI items, net of tax, resulting from cash flow

hedging accounting:

	27 March	28 March
	2025	2024
	£m	£m
Balance brought forward	(0.5)	(1.6)
Changes in fair value
Foreign currency risk – inventory purchase	(0.7)	2.6
Commodity risk – fuel	(0.1)	0.4
Interest rate risk	–	(1.6)
Tax on movements on reserves during the year	0.2	(0.3)
Balance carried forward	(1.1)	(0.5)

Hedge accounting

Cash flow hedges

At 27 March 2025 and 28 March 2024, the Group held the following instruments to hedge exposures to changes in foreign currency. There were

no instruments in relation to interest rate swaps as at 27 March 2025.

			Maturity
	1-6 months	6-12 months	1-6 months	6-12 months
	2025	2025	2024	2024
Foreign currency risk
Forward exchange contracts
Net exposure (£m)	51.4	33.0	50.4	29.1
Average GBP-USD forward contract rate	1.28	1.27	1.24	1.27
Average GBP-EUR forward contract rate	1.19	1.19	1.14	1.16
Interest rate risk
Interest rate swaps
Net exposure (£m)	–	–	50.0	–
Average fixed interest rate	–	–	5.06%	–

Capital management

The Group’s objectives when managing capital, which is deemed to be total equity plus total debt, are to safeguard the Group’s ability to

continue as a going concern in order to provide returns for shareholders and benefits for other stakeholders, through the optimisation of the

debt and equity balance, and to maintain a strong credit rating and headroom on financial covenants. The Group manages its capital structure

and makes appropriate decisions in light of the current economic conditions and strategic objectives of the Group.

The Board’s policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future

development of the Group. The funding requirements of the Group are met by the utilisation of external borrowings together with available cash,

as detailed in note 19.

A key objective of the Group’s capital management is to maintain compliance with the covenants set out in the revolving credit facility and to

maintain a comfortable level of headroom over and above these requirements. Management have continued to measure and monitor covenant

compliance throughout the period and the Group has complied with the requirements set.

Strategic Report Governance Financial Statements

123

Notes to the consolidated financial statements continued

24 Share-based payments

At 27 March 2025 and 28 March 2024, the Group has four share award plans, all of which are equity settled schemes.

1 Company Share Ownership Plan (‘CSOP’)

On 25 February 2014 the Company adopted the CSOP. Part I of the CSOP is tax approved under Schedule 4 to the Income Tax (Earnings and

Pensions) Act 2003 and provides for the grant of tax approved options. Part II of the CSOP provides for the grant of unapproved options.

The tax approved options under Part I of the CSOP will be exercisable between the third and tenth anniversary of the date of grant, subject to

continued employment with the Group. These awards will be granted with an exercise price equal to the market value of the shares at the grant

date (as agreed with HMRC).

(a) Eligibility

All colleagues, including the Executive Directors and Senior Executives, are eligible to participate in the CSOP, at the discretion of the

Remuneration Committee.

(b) Grant of options

No options may be granted more than ten years after the adoption of the CSOP. Options under the CSOP will not form part of a colleague’s

pensionable earnings.

Colleagues who receive options under the CSOP and under the PSP in connection with Admission will be subject to the same performance

conditions described in Section 1 (d) above in respect of both grants. Colleagues who only receive options under the CSOP in connection with

Admission will not be subject to performance conditions.

(d) Exercise price

The price at which an option holder may acquire shares on the exercise of an option shall be determined by the Board but shall not be less than

the greater of market value of a share at the time of grant and its nominal value. The exercise price is therefore fixed at grant date.

(e) Individual limits

No option may be granted to an eligible colleague under Part I of the CSOP which would result in the aggregate exercise prices of shares

comprised in all outstanding options granted to him/her under Part I, when aggregated with outstanding options held under any other tax

approved executive share option scheme established by the Company, exceeding the tax approved limit (currently £30,000).

In addition, (both under Part I and II of the CSOP) the aggregate exercise price of shares comprised in options granted to a colleague under the

CSOP and the PSP in any financial year shall not exceed 150% of his/her annual salary for that year.

For the purposes of these limits, market value will be calculated by reference to the market value of the shares on or prior to the relevant date of

grant as determined by the Board (following consultation with the Remuneration Committee) and subject to HMRC approval if applicable.

Part II of the CSOP provides for the grant of unapproved options. This enables options to be granted under the same terms as Part I of the CSOP

but without complying with the particular requirements of the legislation applicable to tax approved CSOP Schemes. The provisions of the CSOP

that do not apply under Part II include the £30,000 limit and the need to seek HMRC approval for the scheme and subsequent amendments (as

applicable).

2 Save As You Earn (‘SAYE’)

On 25 February 2014, the Company adopted the SAYE (which was registered with and self-certified with HMRC on 4 April 2015). The rules

of the SAYE were adopted pursuant to Schedule 3 of the Income Tax (Earnings and Pensions) Act 2003 and provide for the grant of tax

approved options. In September each year, the Company issues invitations under the rules of the SAYE which provides eligible colleagues with

an opportunity to receive share options at a 20% discount to the market price. The maximum monthly savings is £500 per month. During the

52 weeks ending 27 March 2025, the Executive Directors have elected to participate in the SAYE, along with 9.73% of eligible colleagues.

The options are granted once a year, and in normal circumstances they are not exercisable until completion of a savings period, beginning on

1 December each year, and will then be exercisable for a period of six months following completion of the relevant savings period.

(a) Eligibility

All colleagues and full-time Directors of the Group, who have been in continuous service for such period of time (not exceeding five years) as

may be determined by the Board prior to the relevant date of grant of an option and who are liable to UK income tax, are eligible to participate

in the SAYE.

Participation may also be offered, at the discretion of the Board (taking account of the recommendations of the Remuneration Committee),

to other Directors or employees who otherwise do not satisfy all of the above criteria, although Non-Executive Directors are not eligible to

participate in the SAYE.

(b) Issue of invitations

Invitations to participate in the SAYE may be made during each 42 day period from (and including) (i) the date on which any amendment to the

SAYE is approved or adopted by the Company’s shareholders, (ii) the announcement of the Company’s final or interim results for any financial

period, (iii) the occurrence of an event which the Remuneration Committee considers to be an non-underlying event concerning the Group or

(iv) changes to the legislation affecting tax approved SAYE option schemes coming into effect. If any of the above periods is a ‘close period’ as

a result of the application of the Model Code for Securities Transactions by Directors of Listed Companies (or as a result of the Company’s

equivalent internal share dealing rules) and the Company is prohibited from issuing invitations and/or granting options as a result, then

invitations may be made within 42 days of the end of the close period.

Pets at Home Group Plc Annual Report and Accounts 2025

124

Notes to the consolidated financial statements continued

24 Share-based payments continued

2 Save As You Earn (‘SAYE’) continued

(b) Issue of invitations continued

Invitations may be issued by the trustee of an employee benefit trust. No invitations may be issued or options granted more than ten years after

the adoption of the SAYE.

The price at which an option holder may acquire shares on the exercise of an option shall be determined by the Board but shall not be less than

the greater of 80% of the market value of a share at the time of grant and its nominal value.

(d) Savings contract

Options may be granted by the Board or the trustee of an employee benefit trust. Upon applying for an option, the colleague will be required to

enter into an approved savings contract with a savings institution nominated by the Company which lasts for three years. The maximum amount

which an employee is permitted to contribute under SAYE contracts is £500 per month. The Board may set lower savings limits than this for

different colleagues by reference to objective criteria such as levels of salary or length of service. The minimum contribution is £5 per month (or

such greater amount as the Board may specify, not to exceed £10). The total exercise price of the shares over which the option is granted may

not exceed the aggregate of the monthly contributions and bonus payable at the end of the colleague’s related SAYE contract.

(e) Scheme limits

The number of newly issued shares over which (or in respect of which) options may be granted under the SAYE on any date of grant shall be

limited so that the total number of shares issued or capable of being issued in any ten year period under all the Company’s employee share

schemes (including the CSOP, PSP and RSA but other than to satisfy dividend equivalent payments) is restricted to 10% of the Company’s

issued shares calculated at the relevant time. Any options or rights to acquire shares granted before, on or in connection with Admission will be

excluded from this limit, and no account will be taken of options or awards which have lapsed, been surrendered or otherwise become incapable

of exercise or vesting.

(f) Exercisability

Options will normally be exercisable during a period of six months following the allocation of a bonus under the related SAYE contract and will

normally lapse upon cessation of employment. Earlier exercise is, however, permitted if the colleague dies or leaves employment through injury,

disability, redundancy or retirement or where a colleague leaves employment of the Group by reason of his employing company ceasing to be a

member of the Group, or if the undertaking in which he is employed is sold outside the Group. Early exercise will also be permitted in the event

of a takeover, reconstructions or voluntary winding up of the Company.

3 Restricted Stock Plan (‘RSA’)

On 20 July 2017 the Company adopted the RSA. Awards under the RSA were made on 20 July 2017 and annually thereafter and will be

exercisable between the third and tenth anniversary of this date, subject to continued employment with the Group and the satisfaction of

performance conditions. These awards are granted at nil cost.

(a) Eligibility

All colleagues, including the Executive Directors and Senior Executives, are eligible to participate in the RSA, at the discretion of the

Remuneration Committee.

(b) Grant of awards

Awards under the RSA will not form part of a colleague’s pensionable earnings. Awards are not transferable (other than on death) without the

consent of the Remuneration Committee.

The price at which a colleague may acquire shares on the exercise or vesting of an award under the RSA shall be determined by the

Remuneration Committee on the date of grant, and may, if the Remuneration Committee determines, be nil or nominal value only.

(d) Scheme limits

The number of newly issued shares over which (or in respect of which) awards may be granted under the RSA on any date shall be limited so that:

(i) the total number of shares issued and issuable in respect of options or awards granted in any ten year period under the RSA and any other

discretionary share option scheme of the Company (including the PSP and the CSOP but other than to satisfy dividend equivalent payments) is

restricted to 5% of the Company’s issued shares calculated at the relevant time; and (ii) the total number of shares issued and issuable pursuant

to options or awards granted in any ten year period under the RSA and any other employee share scheme operated by the Company (including

the CSOP, SAYE and PSP but other than to satisfy dividend equivalent payments) is restricted to 10% of the Company’s issued shares calculated

at the relevant time.

For the purposes of these limits, no account will be taken of options or awards granted before, on or in connection with Admission and no

account will be taken of options or awards which have lapsed, been surrendered or otherwise become incapable of exercise or vesting. Shares

held in treasury will be treated as newly issued shares for the purposes of these limits (as long as this is required by institutional investor

guidelines), but (for the avoidance of doubt) shares acquired in the market will not.

(e) Individual limits

The aggregate market value of shares comprised in awards granted to a colleague under the RSA, PSP and the CSOP in any financial year

shall not exceed 150% of their annual salary for that year. Market value for these purposes will be calculated by reference to the market value

of the shares on the relevant date of grant as determined by the Board (following consultation with the Remuneration Committee) in its

absolute discretion.

Strategic Report Governance Financial Statements

125

Notes to the consolidated financial statements continued

24 Share-based payments continued

3 Restricted Stock Plan (‘RSA’) continued

(e) Individual limits continued

Fair value of share awards

The expected volatility is based on historical volatility of a peer group of companies over a relevant period prior to award. The expected life is the

average expected period to exercise, which has been taken as three years. The risk free rate of return is the yield on zero-coupon UK government

bonds with a life equal to this expected life.

Options are valued using a Black-Scholes option-pricing model for the non-market based (EPS element) performance conditions and a Monte-Carlo

simulation for the market-based (TSR element) performance conditions.

Special provisions allow early exercise in the case of death, injury, disability, redundancy, retirement or because the Company which employs the

option holder ceases to be part of the Group or in the event of a change in control, reconstruction or winding up of the Company.

4 Deferred Share Bonus Plan (‘DSBP’)

On 24 March 2022 the Company adopted the DSBP. Awards under the DSBP represent the deferral of the discretionary bonus awarded to

eligible colleagues into shares. Awards under the DSBP will be exercisable between the second anniversary of the first day following the end

of the Year in respect of which the Bonus in question is earned or would have been earned notwithstanding that it was deferred and the tenth

anniversary of the Date of Grant. These awards are granted at nil cost.

(a) Eligibility

All colleagues, including the Executive Directors and Senior Executives, are eligible to participate in the DSBP, at the discretion of the

Remuneration Committee.

(b) Grant of awards

Awards under the DSBP will not form part of a colleague’s pensionable earnings. Awards are not transferable (other than on death) without the

consent of the Remuneration Committee.

The price at which a colleague may acquire shares on the exercise or vesting of an award under the DSBP shall be determined by the

Remuneration Committee on the date of grant, and may, if the Remuneration Committee determines, be nil or nominal value only.

(d) Scheme limits

The number of newly issued shares over which (or in respect of which) awards may be granted under the DSBP on any date shall be limited

so that: (i) the total number of shares issued and issuable in respect of options or awards granted in any ten year period under the DSBP and

any other discretionary share option scheme of the Company (including the PSP and the CSOP but other than to satisfy dividend equivalent

payments) is restricted to 5% of the Company’s issued shares calculated at the relevant time; and (ii) the total number of shares issued and

issuable pursuant to options or awards granted in any ten year period under the DSBP and any other employee share scheme operated by the

Company (including the CSOP, SAYE and PSP but other than to satisfy dividend equivalent payments) is restricted to 10% of the Company’s

issued shares calculated at the relevant time.

For the purposes of these limits, no account will be taken of options or awards granted before, on or in connection with Admission and no

account will be taken of options or awards which have lapsed, been surrendered or otherwise become incapable of exercise or vesting. Shares

held in treasury will be treated as newly issued shares for the purposes of these limits (as long as this is required by institutional investor

guidelines), but (for the avoidance of doubt) shares acquired in the market will not.

(e) Individual limits

The aggregate market value of all the shares awarded to an eligible employee in respect of any financial year (calculated on the Date of Grant)

comprised in awards granted to them in respect of that financial year under the plan, shall not exceed 100 per cent. of the bonus the eligible

employee has agreed to, or has been required to, defer for that financial year.

Fair value of share awards

The expected volatility is based on historical volatility of a peer group of companies over a relevant period prior to award. The expected life is the

average expected period to exercise, which has been taken as three years. The risk free rate of return is the yield on zero-coupon UK government

bonds with a life equal to this expected life.

Options are valued using a Black-Scholes option-pricing model for the non-market based (EPS element) performance conditions and a Monte-

Carlo simulation for the market-based (TSR element) performance conditions.

Special provisions allow early exercise in the case of death, injury, disability, redundancy, retirement or because the Company which employs

the option holder ceases to be part of the Group or in the event of a change in control, reconstruction or winding up of the Company.

Pets at Home Group Plc Annual Report and Accounts 2025

126

Notes to the consolidated financial statements continued

24 Share-based payments continued

4 Deferred Share Bonus Plan (‘DSBP’) continued

The key assumptions used in the fair value of the awards were as follows:

					RSA
	2024	2023	2022	2021	2020	2019	2018	2017
At grant date
Share price	£2.91	£3.75	£3.47	£4.57	£2.28	£1.87	£1.37	£2.59
Exercise price	£0.00	£0.00	£0.00	£0.00	£0.00	£0.00	£0.00	£0.00
Expected volatility	30%	37%	32%	32%	32%	32%	32%	32%
Option life (years)	10	10	10	10	10	10	10	10
Expected dividend yield	2.00%	2.00%	2.00%	2.00%	2.00%	2.00%	2.00%	2.00%
Risk free interest rate	n/a	n/a	n/a	n/a	n/a	n/a	n/a	0.005
Weighted average fair value of options granted	£2.91	£3.75	£3.47	£4.57	£2.28	£1.87	£1.37	£2.06

	DSBP			CSOP		SAYE
	2023	2022	2016	2015	2024	2023	2022	2021	2020
At grant date
Share price	£3.78	£3.10	£2.75	£2.31	£3.14	£3.49	£3.05	£5.13	£2.87
Exercise price	£0.00	£0.00	£2.75	£2.31	£2.51	£2.79	£2.44	£4.10	£2.29
Expected volatility	37%	37%	32%	37%	30%	37%	37%	33%	32%
Option life (years)	10	10	10	10	3	3	3	3	3
Expected dividend yield	2%	2%	2%	2%	2%	2%	2%	2%	2%
Risk free interest rate	n/a	n/a	2%	2%	4%	4%	1%	1%	0%
Weighted average fair value of options granted	£3.78	£3.10	£0.89	£0.75	£1.12	£1.36	£1.16	£1.68	£0.95

For both the RSA and DSBP awards, the fair value is the share price at the date of the grant so the risk free rate has no impact on the fair

value calculation.

Movements in awards under share-based payment schemes:

	CSOP	SAYE	RSA	DSBP	Total
	000	000	000	000	000
Outstanding at start of year	201	3,398	4,287	250	8,136
Granted	–	1,026	2,098	–	3,124
Forfeited	(4)	(1,094)	(634)	–	(1,732)
Exercised	(32)	(181)	(809)	(145)	(1,167)
Lapsed	(31)	(75)	(52)	–	(158)
Outstanding at end of year	134	3,074	4,890	105	8,203
Weighted average exercise price	2.65	2.64	–	–	–

The Group income statement charge recognised in respect of share-based payments for the 52 week period ended 27 March 2025 is £5.9m

(52 week period ended 28 March 2024: £5.9m).

25 Commitments

Capital commitments

At 27 March 2025, the Group is committed to incur capital expenditure of £1.1m (28 March 2024: £1.9m). At 27 March 2025, the Group has a

commitment to increase the loan funding to Joint Venture companies of £0.2m (28 March 2024: £0.3m), this increase in funding is written into

the Joint Venture agreements and becomes payable when certain criteria are met.

26 Contingencies

Veterinary practices

During the period, the Group also had in place certain guarantees over the bank loans taken out by a number of veterinary practice companies in

which it holds an investment in non-participatory share capital. Under IFRS 9, the Group holds provision against a proportion of the guarantees

where the practices are in default in accordance with the policy set out in note 1.16. At 27 March 2025, the total amount of bank overdrafts and

loans guaranteed by the Group amounted to £4.0m (28 March 2024: £4.5m). The Group is a guarantor for the lease for veterinary practices that

are not located within Pets at Home stores. The Group is also a guarantor to a small number of third parties where the lease has been reassigned.

Strategic Report Governance Financial Statements

127

Notes to the consolidated financial statements continued

26 Contingencies continued

Exemption from audit by parent guarantee

The wholly owned subsidiaries with the exception of Pets at Home Limited, Companion Care (Services) Limited and Vets4Pets Limited are

covered by a guarantee provided by Pets at Home Group Plc and are consequently entitled to an exemption under s479A from the requirement

of the Act relating to the audit of individual accounts. Under this guarantee, the Group will guarantee all outstanding liabilities of these entities.

No liability is expected to arise under the guarantee. The entities covered by this guarantee are disclosed in note 28 below .

27 Related parties

Joint Venture veterinary practice transactions

The Group has entered into a number of arrangements with third parties in respect of veterinary practices. These veterinary practices are

deemed to be related parties due to the factors explained in note 1.4. Financial commitments provided to related party veterinary practices for

funding are set out in note 25.

During the period, the Group had in place certain guarantees over the bank loans taken out by a number of veterinary practice companies

in which it holds an investment in non-participatory share capital. At the end of the period, the total amount of bank overdrafts and loans

guaranteed by the Group amounted to £4.0m (28 March 2024: £4.5m).

The transactions entered into during the period and the balances outstanding at the end of the period are as follows:

	27 March	28 March
	2025	2024
	£m	£m
Transactions
– Fees for services provided to Joint Venture veterinary practices	103.4	89.3
– Rental and other occupancy charges to Joint Venture veterinary practices	13.0	12.7
Total income from Joint Venture veterinary practices	116.4	102.0
Acquisitions
- Consideration for Joint Venture veterinary practices acquired (note 10)	1.3	1.0
Included within investments
– Capital contributions for extensions and improvements of practices (note 16)	2.7	2.5
– B Share Capital (note 16)	–	0.2
Included within trade and other receivables (note 17):
– Operating loans
– Gross value of operating loans	5.2	8.8
– Allowance for expected credit losses held for operating loans	(1.3)	(3.0)
– Net operating loans	3.9	5.8
– Trading balances	14.3	10.9
- Deferred fee income rebate	1.7	–
Included within other financial assets and liabilities (note 16):
– Loans to Joint Venture veterinary practices – initial set up loans
– Gross value of initial set up loans	4.3	5.8
– Allowance for expected credit losses held for initial set up loans	(0.4)	(0.6)
– Net initial set up loans	3.9	5.2
– Loans to Joint Venture veterinary practices – other loans (note 16)
– Gross value of other loans	–	0.5
– Allowance for expected credit losses held for other loans	–	–
– Net other loans	–	0.5
Included within trade and other payables (note 20):
– Trading balances	(8.2)	(0.8)
Total amounts receivable from veterinary practices (before provisions)	17.3	25.2

Fees for services provided to related party veterinary practices are included within revenue and relate to charges for support services offered in

such areas as clinical development, promotion and methods of operation as well as service activities including accountancy, legal and property.

In accordance with IFRS15, revenue in the 52 week period ended 27 March 2025 and the 52 week period ended 28 March 2024 excludes

irrecoverable fee income from Joint Venture veterinary practices.

Pets at Home Group Plc Annual Report and Accounts 2025

128

Notes to the consolidated financial statements continued

27 Related parties continued

Joint Venture veterinary practice transactions continued

Funding for new practices represents the amounts advanced by the Group to support veterinary practice opening costs. The funding is short

term and the related party Joint Venture veterinary practice draws down their own bank funding to settle these amounts outstanding with the

Group shortly after opening.

Trading balances represent costs incurred and income received by the Group in relation to the services provided to the Joint Venture veterinary

practices that have yet to be recharged.

Operating loans represent amounts advanced to related party Joint Venture veterinary practices to support their working capital requirements

and longer term growth. The loans advanced to the practices are interest free and either repayable on demand or repayable within 90 days

of demand. No facility exists and the levels of loans are monitored in relation to review of the practices performance against business plan.

Based on the projected cash flow forecast on a practice by practices basis, the funding is often expected to be required for a number of years.

As practices generate cash on a monthly basis it is applied to the repayment of brought forward operating loans. For immature practices, loan

balances may increase due to operating requirements. The balances above are shown net of allowances for expected credit losses held for

operating loans of £1.3m (28 March 2024: £3.0m).

Loans to Joint Venture veterinary practices for other related parties – other loans are provided to Joint Venture veterinary practice companies

trading under the Companion Care and Vets4Pets brands, in which the Group’s share interest is non-participatory. These loans represent

a long-term investment in the Joint Venture, supporting their initial set up and working capital, and are held at amortised cost under IFRS9.

The balances above are shown net of allowances for expected credit losses held for initial set up loans of £0.4m (28 March 2024: £0.6m).

In the 52 week period ended 27 March 2025, the value of loans written off recognised in the income statement amounted to £1.7m which relates

to operating loans. In the 52 week period ended 28 March 2024 the value of loans written off recognised in the income statement amounted to

£1.6m, which relates to operating loans.

At 27 March 2025, the Group had a commitment to increase the loan funding to Joint Venture companies of £0.2m (28 March 2024: £0.3m);

this increase in funding is written into the Joint Venture agreements and becomes payable when certain criteria are met.

The Group is a guarantor for the leases for veterinary practices that are not located within Pets at Home stores.

Key management personnel

Details of remuneration paid to key management personnel are set out in note 4.

28 Investment in subsidiaries

	Investments in
	subsidiaries £m
At 27 March 2025 and 28 March 2024	936.2

Impairment testing

Management have conducted a full impairment review which has been undertaken on the Group’s cash generating units of which the

Company’s investments form part. Management considers whether any impairment triggers existed by comparing the net assets value of the

subsidiary to the carrying value of the investment. Management have concluded that under IAS36, no impairment trigger has been identified

with regard to the Company’s investments in subsidiaries.

In the 52 week period ended 27 March 2025 the Group acquired 100% of the ‘A’ shares of eight companies. These practices were previously

accounted for as Joint Venture veterinary practices as the Group held 100% of the non-participatory ‘B’ Ordinary Shares. Acquisition of the ‘A’

shares has led to the control and consolidation of these companies. A detailed explanation for the basis of consolidation can be found in note 1.4.

Further details of these acquisitions can be found in note 10.

Subsidiaries incorporated within the United Kingdom

The following wholly owned subsidiaries, with the exception of Pets at Home Limited, Companion Care (Services) Limited and Vets4Pets

Limited are covered by a guarantee provided by Pets at Home Group Plc and are consequently entitled to an exemption under s479A from the

requirement of the Act relating to the audit of individual accounts. This exemption has been disclosed in note 26 above.

Registered office address

VetsDirect Limited: Dickson Minto, 16 Charlotte Square, Edinburgh, Scotland, EH2 4DF

The registered office of all the remaining companies incorporated within the United Kingdom for which the Group has an interest in the share

capital is Epsom Avenue, Stanley Green, Handforth, Cheshire, England SK9 3RN.

Strategic Report Governance Financial Statements

129

Notes to the consolidated financial statements continued

28 Investment in subsidiaries continued

Subsidiaries incorporated within the United Kingdom continued

				At 27 March 2025	At 28 March 2024
Company	Registered number	Holding	Class of shares held	%	%
Brand Development Limited	00039522	Indirect	Ordinary	100	100
Companion Care (Services) Limited	04141142	Indirect	Ordinary	100	100
Companion Care Management Services Limited	08878037	Indirect	Ordinary	100	100
Pet Advisory Services Limited	09180974	Indirect	Ordinary	100	100
Pet Investments Limited	04428715	Indirect	Ordinary	100	100
PAH Financial Services Limited	04635676	Indirect	Ordinary	100	100
Pets at Home Holdings Limited	03864149	Indirect	Ordinary	100	100
Pets at Home Limited	01822577	Indirect	Ordinary	100	100
Pets at Home No.1 Limited	08887355	Direct	Ordinary	100	100
Pets at Home Superstores Limited	03119594	Indirect	Ordinary	100	100
Pets at Home Vets Group Limited	08595290	Indirect	Ordinary	100	100
Pets at Home (ESOT) Limited	03911784	Indirect	Ordinary	100	100
Pet City Holdings Limited	02342109	Indirect	Ordinary	100	100
Pet City Limited	02466773	Indirect	Ordinary	100	100
Pet City Resources Limited	02634797	Indirect	Ordinary	100	100
Vets4Pets (Services) Limited	04317414	Indirect	Ordinary	100	100
Vets4Pets Services Limited	05055601	Indirect	Ordinary	100	100
Vets4Pets UK Limited	03940967	Indirect	Ordinary	100	100
Vets4Pets Limited	00038174	Indirect	Ordinary	100	100
Vets4Pets Veterinary Group Limited	04263054	Indirect	Ordinary	100	100
VetsDirect Limited	SC230445	Indirect	Ordinary	100	100
Aberdeen North Vets4Pets Limited	11024679	Indirect	Ordinary	100	50
Accrington Vets4Pets Limited	10015704	Indirect	Ordinary	100	100
Alton Vets4Pets Limited	08132407	Indirect	Ordinary	100	100
Andover Vets4Pets Limited	08132407	Indirect	Ordinary	100	100
Bangor Wales Vets4Pets Limited	08314827	Indirect	Ordinary	100	100
Bath Vets4Pets Limited	09639978	Indirect	Ordinary	100	100
Bearsden Vets4Pets Limited	07780175	Indirect	Ordinary	100	100
Bedminster Vets4Pets Limited	09267870	Indirect	Ordinary	100	100
Belfast Stormont Vets4Pets Limited	09022077	Indirect	Ordinary	100	100
Bicester Vets4Pets Limited	10285804	Indirect	Ordinary	100	100
Bishop’s Stortford Vets4Pets Limited	09674508	Indirect	Ordinary	100	50
Bolton Central Vets4Pets Limited	11047742	Indirect	Ordinary	100	100
Bonnyrigg Vets4Pets Limited	10757330	Indirect	Ordinary	100	100
Borehamwood Vets4Pets Limited	09319066	Indirect	Ordinary	100	100
Bourne Vets4Pets Limited	10200670	Indirect	Ordinary	100	100
Bracknell Vets4Pets Limited	10605544	Indirect	Ordinary	100	100
Bradford Idle Vets4Pets Limited	04238792	Indirect	Ordinary	75	50
Bramley Vets4Pets Limited	04238788	Indirect	Ordinary	100	100
Bramley Vets4Pets (Newco) Limited	09772761	Indirect	Ordinary	100	100
Brighton Vets4Pets Limited	13539268	Indirect	Ordinary	100	100
Carmarthen Vets4Pets Limited	09498169	Indirect	Ordinary	100	100
Clacton Vets4Pets Limited	13668587	Indirect	Ordinary	100	100
Clitheroe Vets4Pets Limited	09878308	Indirect	Ordinary	100	100
Companion Care (Ballymena) Limited	08294444	Indirect	Ordinary	100	100
Companion Care (Banbury) Limited	08606393	Indirect	Ordinary	100	100
Companion Care (Barnsley Cortonwood) Limited	08314805	Indirect	Ordinary	100	100
Companion Care (Chippenham) Limited	08107702	Indirect	Ordinary	100	100
Companion Care (Ely) Limited	04417089	Indirect	Ordinary	100	100
Companion Care (Exeter Marsh) Limited	08314727	Indirect	Ordinary	100	100
Companion Care (Exeter) Limited	04930076	Indirect	Ordinary	100	100
Companion Care (Farnham) Limited	07877541	Indirect	Ordinary	100	100
Companion Care (Kings Lynn) Limited	06797982	Indirect	Ordinary	100	100
Companion Care (Llantrisant) Limited	08080307	Indirect	Ordinary	100	100
Companion Care (Macclesfield) Limited	08285995	Indirect	Ordinary	100	100
Companion Care (Newport) Limited	08425358	Indirect	Ordinary	100	100
Companion Care (Nottingham) Limited	04289970	Indirect	Ordinary	100	100
Companion Care (Salisbury) Limited	06457719	Indirect	Ordinary	100	100
Companion Care (Scarborough) Limited	06555344	Indirect	Ordinary	100	50
Companion Care (Speke) Limited	07149744	Indirect	Ordinary	100	100
Companion Care (Telford) Limited	04417091	Indirect	Ordinary	100	100
Craigavon Vets4Pets Limited	08846831	Indirect	Ordinary	100	100

Pets at Home Group Plc Annual Report and Accounts 2025

130

Notes to the consolidated financial statements continued

				At 27 March 2025	At 28 March 2024
Company	Registered number	Holding	Class of shares held	%	%
Davidsons Mains Vets4Pets Limited	07726992	Indirect	Ordinary	100	100
Denbigh Vets4Pets Limited	10976376	Indirect	Ordinary	100	100
Didcot Vets4Pets Limited	14091352	Indirect	Ordinary	100	100
East Kilbride South Vets4Pets Limited	09725644	Indirect	Ordinary	100	100
Ellesmere Port Vets4Pets Limited	09269582	Indirect	Ordinary	100	100
Gamston Vets4Pets Limited	10970617	Indirect	Ordinary	75	75
Gillingham Vets4Pets Limited	08361049	Indirect	Ordinary	100	100
Guildford Vets4Pets Limited	13470077	Indirect	Ordinary	100	100
Haverfordwest Vets4Pets Limited	09485504	Indirect	Ordinary	100	100
Horsham Vets4Pets Limited	14345928	Indirect	Ordinary	100	100
Huddersfield Vets4Pets Limited	07207906	Indirect	Ordinary	100	100
Inverurie Vets4Pets Limited	11056047	Indirect	Ordinary	100	100
Kendal Vets4Pets Limited	10163314	Indirect	Ordinary	100	100
Larne Vets4Pets Limited	11121715	Indirect	Ordinary	100	100
Leeds Kirkstall Vets4Pets Limited	10291543	Indirect	Ordinary	100	100
Leicester St Georges Vets4Pets Limited	09881176	Indirect	Ordinary	100	100
Leigh Vets4Pets Limited	10601393	Indirect	Ordinary	100	100
Linlithgow Vets4Pets Limited	09966547	Indirect	Ordinary	100	100
Lichfield Vets4Pets Limited	11180484	Indirect	Ordinary	100	50
Liverpool OS Vets4Pets Limited	06959208	Indirect	Ordinary	100	100
Llanrumney Vets4Pets Limited	08291716	Indirect	Ordinary	100	50
Malvern Vets4Pets Limited	10516552	Indirect	Ordinary	100	100
Market Harborough Vets4Pets Limited	10602806	Indirect	Ordinary	100	100
Marlborough Vets4Pets Limited	09869384	Indirect	Ordinary	100	100
Melton Mowbray Vets4Pets Limited	07893688	Indirect	Ordinary	100	100
Merthyr Tydfil Vets4Pets Limited	09847728	Indirect	Ordinary	100	50
Monmouth Vets4Pets Limited	10756991	Indirect	Ordinary	100	100
Musselburgh Vets4Pets Limited	10425760	Indirect	Ordinary	100	100
Newbury Vets4Pets Limited	04633009	Indirect	Ordinary	100	100
Newton Mearns Vets4Pets Limited	07957431	Indirect	Ordinary	100	100
Newtownards Vets4Pets Limited	10067571	Indirect	Ordinary	100	100
Northwich Vets4Pets Limited	11107287	Indirect	Ordinary	100	100
Pentland Vets4Pets Limited	09360949	Indirect	Ordinary	100	100
Prescot Vets4Pets Limited	08878815	Indirect	Ordinary	100	100
Rawtenstall Vets4Pets Limited	09009519	Indirect	Ordinary	100	100
Redditch Vets4Pets Limited	05612150	Indirect	Ordinary	100	100
Runcorn Vets4Pets Limited	11446894	Indirect	Ordinary	100	100
Sheldon Vets4Pets Limited	08822150	Indirect	Ordinary	100	100
South Shields Quays Vets4Pets Limited	09848857	Indirect	Ordinary	100	100
St Austell Vets4Pets Limited	09878373	Indirect	Ordinary	95	95
St Neots Vets4Pets Limited	09811640	Indirect	Ordinary	100	100
Staines Vets4Pets Limited	13584062	Indirect	Ordinary	100	100
Sudbury Vets4Pets Limited	09916308	Indirect	Ordinary	100	100
Thamesmead Vets4Pets Limited	09881179	Indirect	Ordinary	100	100
Tilehurst Vets4Pets Limited	10573329	Indirect	Ordinary	100	100
Tiverton Vets4Pets Limited	11023079	Indirect	Ordinary	100	100
Trafford Park Vets4pets Limited	08915152	Indirect	Ordinary	100	50
Uttoxeter Vets4Pets Limited	11145982	Indirect	Ordinary	100	100
Wakefield Vets4Pets Limited	04262693	Indirect	Ordinary	100	100
Wallasey Bidston Moss Vets4Pets Limited	09190138	Indirect	Ordinary	100	100
Warminster Vets4Pets Limited	10067591	Indirect	Ordinary	76	76
Wellingborough Vets4Pets Limited	07620413	Indirect	Ordinary	100	100
Whetstone Vets4Pets Limited	16120022	Indirect	Ordinary	100	0
Wokingham Vets4Pets Limited	09869355	Indirect	Ordinary	100	100
Wrexham Vets4Pets Limited	07103838	Indirect	Ordinary	100	100

28 Investment in subsidiaries continued

Subsidiaries incorporated within the United Kingdom continued

Strategic Report Governance Financial Statements

131

Notes to the consolidated financial statements continued

28 Investment in subsidiaries continued

Subsidiaries incorporated outside of the United Kingdom

Registered office address

Les Boues Limited: Herald House, 8 Hill Street, St Helier, Jersey, JE4 9XB

PAH Pty Limited: Herbert Greer and Rundle, Level 21, 385 Bourke Street, Melbourne, VIC 3000, Australia

Pets at Home (Asia) Limited: Units 704 5A, 7/F, Tower B, Manulife Financial Centre, 223-231 Wai Yip Street, Kwun Tong, Kowloon, Hong Kong

Vets4Pets Holdings Limited: Vets4pets, Support Centre, Les Merriennes, St Martins, Guernsey, GY4 6NS

Vets4Pets I.P. Limited: Vets4pets, Support Centre, Les Merriennes, St Martins, Guernsey, GY4 6NS

		Country of	Class of	At 27 March 2025	At 28 March 2024
Company	Holding	incorporation	shares held	%	%
Les Boues Limited	Indirect	Guernsey	Ordinary	100	100
PAH Pty Limited	Indirect	Australia	Ordinary	100	100
Pets at Home (Asia) Limited	Indirect	Hong Kong	Ordinary	100	100
Vets4Pets Holdings Limited	Indirect	Guernsey	Ordinary	100	100
Vets4Pets I.P. Limited	Indirect	Guernsey	Ordinary	100	100

Investments in Joint Venture practices and other investments

Registered office address

VetsDirect Limited: Dickson Minto, 16 Charlotte Square, Edinburgh, Scotland, EH2 4DF

Project Blu Limited: 34 Cardiff Road, Dinas Powys, Wales CF64 4JS

Good Dog Food Limited (‘Meatly’): Hill Dickinson LLP, The Broadgate Tower, 20 Primrose Street, London, United Kingdom, EC2A 2EW

The registered office of all the remaining companies in which the Group has an interest in the share capital is Epsom Avenue, Stanley Green,

Handforth, Cheshire, England SK9 3RN.

The Group holds an indirect interest in the share capital of the following companies:

		Country of	Class of	At 27 March 2025	At 28 March 2024
Company	Holding	incorporation	shares held	%	%
Aberdeen Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Abingdon Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
ABTW Limited	Indirect	United Kingdom	Ordinary	50	50
Airdrie Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Alsager Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Altrincham Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Amesbury Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Bagshot Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Bangor Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Barnsley Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Barnstaple Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Barnwood Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Barry Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Beckenham Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	0
Bedford Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Bedlington Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Beeston Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Beverley Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Biggleswade Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Bishop Auckland Cockton Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	0
Bishopston Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Bitterne Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Blackburn Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Blackheath Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Blackpool Squires Gate Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Blackpool Warbreck Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	100
Blackwood Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Bodmin Launceston Road Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	0
Bolton Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Bracknell Peel Centre Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Brighouse Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Bristol Emerson Green Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Bristol Imperial Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Bristol Kingswood Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50

Pets at Home Group Plc Annual Report and Accounts 2025

132

Notes to the consolidated financial statements continued

		Country of	Class of	At 27 March 2025	At 28 March 2024
Company	Holding	incorporation	shares held	%	%
Bristol Longwell Green Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Bromsgrove Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Buckingham Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Bulwell Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Burscough Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Burton-On-Trent Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Bury St Edmunds Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Bury Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Byfleet Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Caerphilly Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Camborne Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Cannock Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Canterbury Sturry Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Cardiff Ely Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Cardiff Newport Road Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Carlisle Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Carrickfergus Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Castleford Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Catterick Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Chadwell Heath Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Cheadle Hulme Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Chester Caldy Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Chester Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Chesterfield Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Cirencester Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Clevedon Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Cleveleys Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Clifton Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Clowne Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Coalville Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Colchester Vets4Pets Advanced Practice Limited	Indirect	United Kingdom	Ordinary	50	50
Colne Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Aintree) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Andover) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Ashford) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Ashton) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Aylesbury) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Ayr) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Basildon Pipps Hill) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Basildon) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Basingstoke) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Beckton) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Bedford) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Belfast) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Bishopbriggs) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Bletchley) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Bolton) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Bournemouth) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Braintree) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Brentford) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Bridgend) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Bridgwater) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Brislington) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Bristol Filton) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Broadstairs) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Burgess Hill) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Cambridge Beehive) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Cambridge) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Cannock) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Canterbury) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Cardiff) Limited	Indirect	United Kingdom	Ordinary	50	50

28 Investment in subsidiaries continued

Investments in Joint Venture practices and other investments continued

Strategic Report Governance Financial Statements

133

Notes to the consolidated financial statements continued

		Country of	Class of	At 27 March 2025	At 28 March 2024
Company	Holding	incorporation	shares held	%	%
Companion Care (Charlton) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Chatham) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Chelmsford) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Cheltenham) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Chesterfield) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Chichester) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Chingford) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Christchurch) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Colchester) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Corstorphine) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Coventry Walsgrave) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Cramlington) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Crawley) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Crayford) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Croydon) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Derby Kingsway) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Derby) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Dunstable) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Eastbourne) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Enfield) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Falmouth) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Fareham Collingwood) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Fareham) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Farnborough) Limited	Indirect	United Kingdom	Ordinary	50	100
Companion Care (Folkestone) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Fort Kinnaird) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Friern Barnet) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Gloucester) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Harlow) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Hatfield) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Hemel Hempstead) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (High Wycombe) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Hove) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Huddersfield) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Huntingdon) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Ilford) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Ipswich Martlesham) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Keighley) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Kidderminster) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Kirkcaldy) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Leicester Beaumont Leys) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Leicester Fosse Park) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Leighton Buzzard) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Linwood) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Lisburn) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Liverpool Penny Lane) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Livingston) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Maidstone) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Merry Hill) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Milton Keynes) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (New Malden) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Newbury) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Newcastle Kingston Park) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Northampton Nene Valley) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Norwich Hall Road) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Norwich Longwater) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Norwich) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Oldbury) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Oldham) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Orpington) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Oxford) Limited	Indirect	United Kingdom	Ordinary	50	50

28 Investment in subsidiaries continued

Investments in Joint Venture practices and other investments continued

Pets at Home Group Plc Annual Report and Accounts 2025

134

Notes to the consolidated financial statements continued

		Country of	Class of	At 27 March 2025	At 28 March 2024
Company	Holding	incorporation	shares held	%	%
Companion Care (Perth) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Peterborough Bretton) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Peterborough) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Plymouth) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Poole) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Portsmouth) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Preston Capitol) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Pudsey) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Reading) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Redditch) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Redhill) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Romford) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Rotherham) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Rustington) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Slough) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Southampton) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Southend-On-Sea) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Stevenage) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Stirling) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Stockport) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Stoke Festival Park) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Stratford-Upon-Avon) Limited	Indirect	United Kingdom	Ordinary	50	100
Companion Care (Swansea) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Swindon) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Tamworth) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Taunton) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Truro) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Tunbridge Wells) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Wakefield) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Weston-Super-Mare) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Winchester) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Winnersh) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Woking) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Woolwell) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Worcester) Limited	Indirect	United Kingdom	Ordinary	50	50
Companion Care (Wrexham Holt Road) Limited	Indirect	United Kingdom	Ordinary	50	50
Corby Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	100
Craigleith Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Crescent Link Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Crewe Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Cross Hands Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Cumbernauld Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Dagenham Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Darlington Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Daventry Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Denton Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Dewsbury Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Doncaster Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Dorchester Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Dover Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Droitwich Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Drumchapel Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Dudley Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Dumbarton Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Dunfermline Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Durham Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
East Kilbride Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Eastleigh Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Eastwood Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Eccleshill Vets4Pets (Newco) Limited	Indirect	United Kingdom	Ordinary	50	50
Epsom Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50

28 Investment in subsidiaries continued

Investments in Joint Venture practices and other investments continued

Strategic Report Governance Financial Statements

135

Notes to the consolidated financial statements continued

		Country of	Class of	At 27 March 2025	At 28 March 2024
Company	Holding	incorporation	shares held	%	%
Evesham Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	100
Falkirk Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Feltham Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Filton Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Gateshead Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Glasgow Forge Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Glasgow Pollokshaws Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Goldenhill Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Good Dog Food Limited	Indirect	United Kingdom	Ordinary	9	9
Gosport Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Grantham Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	100
Gravesend Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Greasby Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Greenford Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Grimsby Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Guernsey Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Halesowen Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Halifax Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Handforth Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Hamilton Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Harrogate New Park Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Harrogate Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Hartlepool Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Hastings Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Havant Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Haverhill Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Hayling Island Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Heanor Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Hedge End Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Hemel Hempstead Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Hendon Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Hereford Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Hertford Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
High Wycombe Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Hinckley Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Hucknall Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Hull Anlaby Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Hull Stoneferry Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Hull Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Ilkeston Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Ipswich Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Irvine Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Kettering Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Kidderminster Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Kilmarnock Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Kirkby in Ashfield Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Lancaster Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Launceston Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Leamington Spa Myton Road Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Leeds Birstall Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Leeds Colton Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Leeds Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Leigh-On-Sea Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Letchworth Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Leyland Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Lincoln South Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Lisburn Longstone Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Llandudno Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Llanelli Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Llanrumney Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Longton Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50

28 Investment in subsidiaries continued

Investments in Joint Venture practices and other investments continued

Pets at Home Group Plc Annual Report and Accounts 2025

136

Notes to the consolidated financial statements continued

		Country of	Class of	At 27 March 2025	At 28 March 2024
Company	Holding	incorporation	shares held	%	%
Loughborough Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Loughton Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Luton Gipsy Lane Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Luton Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Lytham Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Maidstone Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	100
Maidenhead Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Maldon Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Manchester Fort Vets4Pets Limited	Indirect	United Kingdom	Ordinary	100	0
Mansfield Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Mapperley Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Middlesbrough Cleveland Park Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Middlesbrough Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Middleton Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Millhouses Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Morpeth Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
New Milton Vets4pets Limited	Indirect	United Kingdom	Ordinary	50	50
Newcastle-Upon-Tyne Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Newmarket Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Newport Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Newton Abbot Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Newtownabbey Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
North Tyneside Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Northallerton Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Northampton Riverside Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Northampton Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Nottingham Chilwell Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Nottingham Netherfield Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Nuneaton Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Oadby Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Old Kent Road Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Oxford Cowley Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Paisley Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Penrith Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Pentland Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Penzance Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Peterborough Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Pontypridd Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Poole Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Portishead Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Portsmouth Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Prenton Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Preston Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Prestwich Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Project Blu Limited	Indirect	United Kingdom	Ordinary	9	9
Quinton Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Rayleigh Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Rhyl Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Richmond Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Rochdale Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Rotherham Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Rugby Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Rugby Central Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Ruislip Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Rushden Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Saffron Walden Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Salford Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Selly Oak Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Sevenoaks Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Sheffield Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Sheffield Drakehouse Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50

28 Investment in subsidiaries continued

Investments in Joint Venture practices and other investments continued

Strategic Report Governance Financial Statements

137

Notes to the consolidated financial statements continued

		Country of	Class of	At 27 March 2025	At 28 March 2024
Company	Holding	incorporation	shares held	%	%
Sheffield Wadsley Bridge Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Shelfield Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Shrewsbury Meole Brace Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Shrewsbury Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Sidcup Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Sittingbourne Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Solihull Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Somercotes Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
South Shields Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Southampton Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Southend Airport Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Southend-On-Sea Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Southport Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
St Albans Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
St Helens Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Stafford Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Stechford Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Stockton Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Stourbridge Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Street Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Sunderland South Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Sunderland Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Sutton Coldfield Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Sutton In Ashfield Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Swindon Bridgemead Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Swinton Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Sydenham Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Telford Madeley Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Thurrock Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Torquay Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Totton Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Trowbridge Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Walkden Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Walsall Reedswood Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Waltham Abbey Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Walton on Thames Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Walton Vale Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Warrington Riverside Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Warrington Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Washington Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Waterlooville Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Watford Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
West Bromwich Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Weymouth Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Whitstable Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Widnes Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Wigan Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Wimbledon Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Wolverhampton Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Worksop Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Worthing Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
WSM Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Yate Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
Yeovil Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
York Clifton Moor Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50
York Vets4Pets Limited	Indirect	United Kingdom	Ordinary	50	50

During the 52 week period ended 27 March 2025, the Group has sold 100% of the ‘A’ shares in nine companies which were previously classified

as subsidiaries, and subsequent to sale of the ‘A’ shares, have been accounted for as Joint Venture veterinary practices, which has led to the

reduction in the holding in nine entities listed above to 50% investment.

28 Investment in subsidiaries continued

Investments in Joint Venture practices and other investments continued

Pets at Home Group Plc Annual Report and Accounts 2025

138

Note

At 27 March

2025

£m

At 28 March

2024

£m

Non-current assets

Investments in subsidiaries C4 936.2 936.2

Deferred tax asset C5 1.6 0.9

Trade and other receivables C6 741.0 663.3

1,678.8 1,600.4

Current assets – –

Total assets 1,678.8 1,600.4

Current liabilities

Trade and other payables C7 (941.2) (816.3)

(941.2) (816.3)

Non-current liabilities

Other interest-bearing loans and borrowings C8 (8.1) (22.2)

(8.1) (22.2)

Total liabilities (949.3) (838.5)

Net assets 729.5 761.9

Equity attributable to equity holders of the parent

Ordinary share capital C9 4.6 4.7

Merger reserve 113.3 113.3

Capital redemption reserve 0.4 0.3

Retained earnings 611.2 643.6

Total equity 729.5 761.9

As permitted by section 408 of the Companies Act 2006, the Company’s income statement has not been included in these financial statements.

The Company’s profit for the 52 week period ended 27 March 2025 was £50.4m (profit for the 52 week period ended 28 March 2024 was £75.9m).

On behalf of the Board:

Mike Iddon

Chief Financial Officer

28 May 2025

Company number: 08885072

The notes on pages 141 to 142 form an integral part of these financial statements.

Company balance sheet

at 27 March 2025

Strategic Report Governance Financial Statements

139

Share capital

£m

Merger

reserve

£m

Cash flow

hedging

reserve

£m

Capital

redemption

reserve

£m

Retained

earnings

£m

Total

equity £m

Balance at 28 March 2024 4.7 113.3 – 0.3 643.6 761.9

Total comprehensive income for the period

Profit for the period – – – – 50.4 50.4

Total comprehensive income for the period – – – – 50.4 50.4

Transactions with owners, recorded directly in equity

Equity dividends paid – – – – (59.7) (59.7)

Share-based payment charge – – – – 5.9 5.9

Share buyback (0.1) – – 0.1 (25.1) (25.1)

Purchase of own shares – – – – (3.9) (3.9)

Total contributions by and distributions to owners (0.1) – – 0.1 (82.8) (82.8)

Balance at 27 March 2025 4.6 113.3 – 0.4 611.2 729.5

Company statement of changes in equity

as at 28 March 2024

Share capital

£m

Merger

reserve £m

Cash flow

hedging

reserve £m

Capital

redemption

reserve £m

Retained

earnings £m

Total equity

£m

Balance at 30 March 2023 4.8 113.3 1.2 0.2 684.6 804.1

Total comprehensive income for the period

Profit for the period – – – – 75.9 75.9

Other comprehensive income – – (1.2) – – (1.2)

Total comprehensive income for the period – – (1.2) – 75.9 74.7

Transactions with owners, recorded directly in equity

Equity dividends paid – – – – (60.7) (60.7)

Share-based payment charge – – – – 5.9 5.9

Deferred tax movement on IFRS2 reserve – – – – (1.0) (1.0)

Share buyback (0.1) – – 0.1 (50.3) (50.3)

Purchase of own shares – – – – (10.8) (10.8)

Total contributions by and distributions to owners (0.1) – – 0.1 (116.9) (116.9)

Balance at 28 March 2024 4.7 113.3 – 0.3 643.6 761.9

Company statement of changes in equity

as at 27 March 2025

Pets at Home Group Plc Annual Report and Accounts 2025

140

C1. Accounting policies

The principal activities of the Company and the nature of the Company’s operations is as a holding entity.

The Parent Company financial statements of Pets at Home Group Plc have been prepared in accordance with the Companies Act 2006 as

applicable to companies using Financial Reporting Standard 101 ‘Reduced disclosure framework’ (‘FRS 101’). FRS 101 enables the financial

statements of the Parent Company to be prepared in accordance with IFRS but with certain disclosure exemptions. The main areas of reduced

disclosure are in respect of equity-settled share-based payments, financial instruments, the Cash Flow Statement, and related party transactions

with Group companies.

The accounting policies adopted for the Parent Company, Pets at Home Group Plc, are otherwise consistent with those used for the Group which

are set out on pages 84 to 138.

Critical accounting judgements or key sources of estimation uncertainty

There were no critical accounting judgements that would have a significant effect on the amounts recognised in the Parent Company financial

statements or key sources of estimation uncertainty at the balance sheet date that would have a significant risk of causing a material adjustment

to the carrying amounts of assets and liabilities within the next financial year.

C2. Profit for the year

As permitted by s408 of the Companies Act 2006, no separate profit and loss account or statement of comprehensive income is presented in

respect of the Parent Company. The profit attributable to the Company is disclosed in the footnote to the Company’s balance sheet.

The auditor’s remuneration for the audit and other services is disclosed in note 3 to the consolidated financial statements.

C3. Colleague numbers and costs

The number of people employed by the Company during the year was 3 (2024: 3) and relates to Directors. The costs associated with them were

borne by a subsidiary undertaking and included in the disclosure in note 4 on page 98.

The Company participates in a defined contribution scheme in which the assets are held independently. The total net defined contribution costs

of this fund is borne by a subsidiary undertaking and therefore in accordance with IAS 19, no net defined contribution costs are recognised in the

Company’s financial statements. Note 4 to the consolidated financial statements provides further details regarding the pension costs incurred

during the year.

C4. Investment in subsidiaries

Management have conducted a full impairment review which has been undertaken on the Group’s cash generating units of which the

Company’s investments form part. Management considers whether any impairment triggers existed by comparing the net assets value of the

subsidiary to the carrying value of the investment. Management have concluded that under IAS36, no impairment trigger has been identified

with regard to the Company’s investments in subsidiaries.

The impairment assessment is disclosed in note 28 to the consolidated financial statements.

C5. Deferred tax

Movement in deferred tax during the period

28 March 2024

£m

Recognised in

income

£m

27 March 2025

£m

Other short term timing differences 0.8 0.7 1.5

Share based payments 0.1 – 0.1

0.9 0.7 1.6

The rate used to calculate deferred tax assets and liabilities is 25% based on the rate at which the majority of items are expected to reverse.

Movement in deferred tax during the period

30 March 2023

£m

Recognised in

income

£m

Recognised in

equity

£m

28 March 2024

£m

Net financial liabilities (0.4) – 0.4 –

Other short term timing differences 2.1 (1.3) – 0.8

Share based payments 1.1 – (1.0) 0.1

2.8 (1.3) (0.6) 0.9

The rate used to calculate deferred tax assets and liabilities is 25% based on a blended rate at which the majority of items are expected

to reverse.

Notes the Parent Company financial statements

Strategic Report Governance Financial Statements

141

C6. Trade and other receivables

At 27 March

2025

£m

At 28 March

2024

£m

Non-current assets

Amounts owed by Group undertakings 741.0 663.3

741.0 663.3

Amounts owed by Group undertakings are repayable on demand bearing no interest and with no expectation that it will be settled within the

next 12 months. The ECL calculated under IFRS 9 is not material.

C7. Trade and other payables

At 27 March

2025

£m

At 28 March

2024

£m

Current

Accruals and deferred income 2.7 2.8

Amounts owed to Group undertakings 938.5 813.5

941.2 816.3

Amounts owed to Group undertakings are repayable on demand bearing no interest and with no expectation that it will be settled within the

next 12 months.

C8. Other interest- bearing loans and borrowings

At 27 March

2025

£m

At 28 March

2024

£m

Non-current liabilities

Unsecured bank loans 8.1 22.2

Total 8.1 22.2

Interest-bearing borrowings are recognised initially at fair value, being the principal value of the loan net of attributable transaction costs.

Subsequent to initial recognition, interest-bearing borrowings are stated at a carrying value, which represents the amortised cost of the loans

using the effective interest method.

Terms and debt repayment schedule

Currency

Nominal

interest rate

Year of

maturity

Face value at

27 March 2025

£m

Carrying

amount at

27 March 2025

£m

Face value at

28 March 2024

£m

Carrying

amount at

28 March 2024

£m

Revolving credit facility GBP SONIA +1.30% 2028 10.0 8.1 25.0 22.2

Total 10.0 8.1 25.0 22.2

The drawn amount on the £300.0m revolving credit facility was £10.0m at 27 March 2025 (drawn amount on the £300.0m revolving credit facility

was £25.0m at 28 March 2024) and this amount is reviewed each month. Interest is charged at SONIA plus a margin based on leverage on a pre-

IFRS16 basis (adjusted net debt: EBITDA). The loan also has environmental, social and corporate governance (ESG) linked metrics which will be

reflected in the margin payable, which is +/- 5bps. Face value represents the principal value of the revolving credit facility. The facility is unsecured.

The analysis of repayments on the loans is as follows:

27 March 2025

£m

28 March 2024

£m

Within one year or repayable on demand – –

Between one and three years – –

Between three and five years 10.0 25.0

Greater than five years – –

10.0 25.0

1 The presentation ageing analysis has been revised to align with the ageing buckets presented in note 23.

C9. Capital and reserves

As disclosed in note 22: capital and reserves in the notes to the consolidated financial statements.

Notes the Parent Company financial statements continued

Pets at Home Group Plc Annual Report and Accounts 2025

142

Guidelines on Alternative Performance Measures (APMs) issued by the European Securities and Markets Authority came into effect for all

communications released on or after 3 July 2016 for issuers of securities on a regulated market.

In the reporting of financial information, the Directors have adopted various APMs of historical or future financial performance, position or cash

flows other than those defined or specified under International Financial Reporting Standards (IFRS).

The Directors measure the performance of the Group based on the following financial measures which are not recognised under UK-adopted

international accounting standards and consider these to be important measures in evaluating the Group’s strategic and financial performance.

The Directors believe that these APMs assist in providing additional useful information on the underlying trends, performance and position

of the Group.

APMs are also used to enhance the comparability of information between reporting periods by adjusting for non-underlying items, to aid the user

in understanding the Group’s performance.

Consequently, APMs are used by the Directors and management for performance analysis, planning, reporting and incentive setting purposes

and have remained consistent with prior year. These APMs may not be directly comparable with other companies’ APMs and the Directors do not

intend for these to be considered superior to, or a substitute for, IFRS measures.

All APMs relate to the current period results and comparative period where provided.

Several APMs exclude non-underlying items (see definition below) in order to reflect management’s view of the performance of the business.

Due to this, APMs should not be regarded as a complete picture of the Group’s financial performance, which is presented in its financial

statements. The exclusion of non-underlying items may result in adjusted earnings being materially higher or lower than total earnings.

References to Underlying GAAP measures and Underlying APMs throughout the financial statements are measured before the effect of

non-underlying items.

APM Definition Reconciliation

Consumer

revenue

Consumer revenue being statutory Group revenue, less

Joint Venture veterinary practice fee income (which

forms part of statutory revenue within the Vet Group),

plus gross consumer sales made by Joint Venture

veterinary practices (unaudited). This is an important

measure as it includes the revenue from all vet practices

whether they be under the Joint Venture or Company

managed model which is used in the assessment of

market share.

Consumer revenue (£m) FY25

FY24

(restated)

Note

Statutory Group revenue 1,482.1 1,480.2 CIS

Joint Venture fee income (103.4) (89.3) 2

Revenue by Joint Venture

practices 583.2 519.0 2

Consumer revenue

1,961.9 1,909.9

1 See note 1.26 for an explanation of the prior year restatement.

2 Consumer revenue cannot be directly referenced in the financial statements as

revenue by all veterinary practices relates to all Joint Venture customer revenue.

CIS = Consolidated income statement

Like-for-like

revenue

Like-for-like revenue growth comprises total

revenue in a financial period compared to

revenue achieved in a prior period for stores,

online operations, grooming salons and veterinary

practices that have been trading more than 52

weeks prior both the current and prior period

reporting date, excluding fee income from Joint

Venture practices where the Group has bought out

the Joint Venture Partners. The measure is used

widely as an indicator of sales performance.

Like-for-like revenue (£m) FY25 FY24 Growth Note

Retail revenue 1,306.8 1,330.1 (1.8)% 2

New stores and grooming salons (8.2) (5.5)

Retail like-for-like revenue 1,298.6 1,324.6 (2.0)%

Vet Group revenue 175.3 150.1 16.8% 2

New practices (11.9) (9.6)

Vet Group other income (15.4) (13.1)

Vet Group like-for-like revenue 148.0 127.4 16.2.%

Statutory Group revenue 1,482.1 1,480.2 0.1% CIS

New stores, grooming salons and

practices (20.0) (15.3)

Vet Group other income (15.4) (13.1)

Group like-for-like revenue 1,446.7 1,451.8 (0.4%)

CIS = Consolidated income statement

Underlying

profit before tax

Underlying profit before tax (PBT) is based on pre-tax

profit before the impact of certain costs or incomes that

are excluded as they are not generated from ordinary

business operations, infrequent in nature and unlikely

to reoccur in the foreseeable future in order to reflect

management’s view of the performance of the Group.

The underlying profitability of the Group is an important

measure of delivery against strategic objectives.

Underlying PBT (£m) FY25 FY24 Note

Underlying PBT 133.0 132.0 CIS

Non-underlying items (12.4) (26.3) CIS

Profit before tax 120.6 105.7

CIS = Consolidated income statement

Glossary – Alternative Performance Measures

Strategic Report Governance Financial Statements

143

Glossary – Alternative Performance Measures continued

APM Definition Reconciliation

Underlying

basic EPS

Underlying basic earnings per share (EPS) is based on

earnings per share before the impact of certain costs

or incomes that derive from events or transactions that

fall outside the normal activities of the Group and are

excluded by virtue of their size and nature in order to

reflect management’s view of the performance of the

Group.

Underlying basic EPS (p) FY25 FY24 Note

Underlying basic EPS 21.0 20.7 5

Non-underlying items (2.0) (4.1)

Basic earnings per share 19.0 16.6 5

Free cash flow Net Increase (decrease) in cash before the impacts of

dividends paid, share buybacks, investment movements,

acquisition and disposal of subsidiaries, proceeds from

new loans and repayment of borrowings. This measure

shows the cash generated by the Group during the year

that is available for strategic investments or returning

to shareholders.

Free cash flow (£m) FY25 FY24 Note

Net decrease in cash (17.6) (120.9) CFS

Remove effects of:

Dividends 59.7 60.7 CFS

Repayment of borrowings 15.0 75.0 CFS

Share buyback 25.1 50.3 CFS

Investment movements (1.3) 1.4 CFS

Acquisition of subsidiaries 1.3 1.0 CFS

Disposal of subsidiaries 1.6 1.5 CFS

Free cash flow 83.8 69.0

CFS = Consolidated statement of cash flows

Underlying

CROIC

Cash return on invested capital, represents cash returns

divided by the average of gross capital invested (GCI)

for the last 12 months. Cash returns represent underlying

operating profit before share-based payments subject

to tax, then adjusted for depreciation of PPE, right-of-

use assets and amortisation. GCI represents gross PPE,

right-of-use assets and software, and other intangibles

excluding the goodwill created on the acquisition of the

Group by KKR (£906,445,000) plus net working capital,

before the effect of non-underlying items in the period. It

is used as a measure of the level of cash generated from

the business.

Net working capital movement is a measure of the cash

required by the business to fund its inventory, trade

and other receivables and payables. Payables includes

trade and other payables, income tax payable and other

financial liabilities.

Underlying CROIC FY25 FY24 Note

Cash returns:

Underlying operating profit 148.8 145.5 CIS

Share-based payment charges 5.9 5.9 3

154.7 151.4

Tax rate 25% 25%

Tax charge on above (38.6) (37.9)

116.1 113.5

Underlying depreciation and

amortisation 98.8 101.7 2

Cash returns 214.9 215.2

Gross capital invested (GCI):

Gross property, plant and

equipment 449.3 444.7 11

Gross right-of-use assets 668.9 662.7 12

Intangibles 1,050.0 1,046.4 13

Less KKR goodwill (906.4) (906.4)

Investments 9.7 9.9

Net working capital: (100.8) (106.7) see definition

Trade and other receivables 63.3 60.9 CBS

Inventory 106.9 97.5 CBS

Payables (262.0) (252.4) CBS

Provisions (9.0) (12.7) CBS

GCI (at period end) 1,170.7 1,150.6

Average 1,160.8 1,109.2

Underlying CROIC 18.5% 19.4%

CIS = Consolidated income statement

CBS = Consolidated balance sheet

Pets at Home Group Plc Annual Report and Accounts 2025

144

Our Purpose

To create a better world for pets

and the people who love them

APM Definition Reconciliation

Adjusted net

cash

Cash and cash equivalents less the face value of loans

and borrowings. Lease liabilities are excluded.

Adjusted net cash (£m) FY25 FY24 Note

Cash and cash equivalents 39.5 57.1 CBS

Loans and borrowings

(face value) (33.3) (48.3) 19

Adjusted net cash 6.2 8.8

CIS = Consolidated income statement

CBS = Consolidated balance sheet

Total

indebtedness

Cash and cash equivalents less face value of loans and

borrowings plus lease liabilities.

Total indebtedness (£m) FY25 FY24 Note

Net cash (above) 6.2 8.8

Lease liabilities (348.3) (380.8) 12

Total indebtedness (342.1) (372.0)

Pre IFRS 16

leverage

Adjusted net cash (above) divided by underlying

earnings before interest, taxes, depreciation and

amortisation (‘EBITDA’) less expected rental charges.

Figures have been presented on a rolling 52 week

proforma basis. This measure is important because

it is a covenant metric.

Pre IFRS 16 leverage FY25 FY24 Note

Net cash (above) 6.2 8.8

Statutory operating profit 136.4 119.3

Underlying depreciation of

property, plant and equipment 28.5 26.5 3

Underlying depreciation of

right-of-use assets 62.2 65.1 3

Amortisation of intangible

assets 8.1 10.1 3

Non-underlying depreciation

of property, plant and

equipment – 4.2 3

Non-underlying depreciation

of right-of-use assets 3.4 3.7 3

Other non-underlying items

in EBITDA 9.0 18.3 3

Underlying EBITDA 247.6 247.2

Less:

Proforma rental charges

pre IFRS 16 (78.1) (78.6)

Underlying EBITDA

(pre IFRS 16)

169.5 168.6

Pre IFRS 16 leverage (0.0)x (0.1)x

1 Proforma rental charges pre IFRS 16 cannot be directly referenced in the

financial statements as the balance represents 52 weeks (FY24: 52 weeks) of

rental charges for each lease held at the balance sheet date.

Lease adjusted

leverage

Total indebtedness divided by underlying EBITDA.

Underlying EBITDA has been presented on a rolling

52 week proforma basis.

Lease adjusted leverage FY25 FY24 Note

Total indebtedness (above) 342.1 372.0

Underlying EBITDA (above) 247.6 247.2

Lease adjusted leverage 1.4 x 1.5 x

Glossary – Alternative Performance Measures continued

Strategic Report Governance Financial Statements

145

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Pets at Home Group Plc

Chester House

Epsom Avenue

Handforth

Cheshire

SK9 3RN

petsathomeplc.com