Petco Health & Wellness Company, Inc. 8-K

What Happened

• Petco Health & Wellness Company, Inc. (WOOF) announced on January 22, 2026 that it priced $600 million aggregate principal amount of 8.250% senior secured notes due 2031. The sale is expected to close on February 2, 2026, subject to customary closing conditions. The notes will be guaranteed by the subsidiaries that guarantee the company’s credit facilities.

Key Details

• Amount and rate: $600 million of 8.250% senior secured notes maturing in 2031.
• Closing date: Expected closing February 2, 2026 (pricing announced January 22, 2026).
• Security and ranking: First-lien security on fixed assets and second-lien on current assets; effectively senior to unsecured debt to the extent of collateral value, pari with secured debt of the same priority, and subordinated to any higher-priority liens.
• Use of proceeds: Net proceeds, together with borrowings under a new term loan facility and cash on hand, will be used to repay in full the company’s existing term loan facility, pay related fees/expenses, and for general corporate purposes.

Why It Matters

• This transaction changes Petco’s debt mix by adding secured notes and refinancing the existing term loan, which can affect the company’s cash interest obligations, lien structure, and leverage profile. Investors should note the fixed interest rate (8.25%) and the secured nature of the notes, which determine priority in any repayment scenario. The closing is subject to customary conditions, so the transaction is not final until closing.