Under the terms of the Sale and Purchase Agreement, Central will pay total consideration of up to EUR 400 million, consisting of approximately EUR 340 million in upfront cash paid at closing plus an earn-out of up to EUR 60.0 million based on 2026 performance, each subject to certain adjustments. No equity value, enterprise value, or EV/EBITDA multiple for TRIXIE was disclosed in the filings reviewed. The purchase price and structure were confirmed identically in Central's Form 10-Q for the quarter ended June 27, 2026 (filed August 6, 2026) and referenced again in Central's third-quarter fiscal 2026 earnings press release (filed August 5, 2026).

Certain shareholders of TRIXIE, referred to as the Continuing Shareholders, will retain approximately 20% of TRIXIE's shares following closing. At future dates over at least three years, the Continuing Shareholders will have the right to require Central to purchase their remaining shares, and if those rights are not exercised after three years, Central will have a corresponding right to purchase those shares from the Continuing Shareholders. No financing arrangements (such as new debt issuance or credit facility draws) for the cash consideration were disclosed in the filings reviewed; Central's Q3 FY2026 earnings release separately disclosed total company debt of $1.2 billion, gross leverage of 2.8x, and net leverage of 0.5x as of June 27, 2026, but did not tie these figures specifically to financing the TRIXIE acquisition.

TRIXIE employs close to 600 people and serves more than 30,000 pet retail stores internationally with a portfolio of more than 6,000 products for dogs, cats, birds, reptiles, and small animals, including accessories, toys, treats, snacks, habitats, apparel, bedding, and travel solutions. Approximately 90% of TRIXIE's sales come from its own-brand portfolio, and the company introduces around 500 new products per year through its in-house design team. The press release describes the European pet supplies and snacks market as approximately EUR 10 billion in annual sales, expected to grow at a mid-single-digit rate, citing favorable long-term trends including pet health focus, pet tech, humanization, and premiumization.

Central's CEO, Niko Lahanas, said: "The addition of TRIXIE strengthens Central's position across key European pet supplies markets and adds a scaled platform with deep category expertise, strong retail relationships, and industry-leading logistics and fulfillment capabilities across the region. Bonnik Hansen and the TRIXIE team have built a remarkable company over the past 50 years. We are pleased that a very strong management team will continue leading the business, and we believe this partnership positions us well to drive long-term growth and better serve pet parents across Europe and the United States." TRIXIE founder Bonnik Hansen said: "Joining forces with Central Garden & Pet marks an important milestone in TRIXIE's 50-year history. In looking for a partner, it was important to us to find a company that shares our values, our culture, and our long-term thinking. We are confident that Central is the right partner to build on our strong foundation and carry the company successfully through its next stage of growth."

TRIXIE will operate within Central's Pet segment, and management will continue to be led by Dirk Jessen, Burkhard Friedrichsen, and Danny Bollerey; Dirk Jessen and Volker Haak will remain minority shareholders, with Volker Haak also continuing as a consultant to the business. The acquisition is expected to give Central a differentiated presence with approximately 10% of net sales generated outside the United States and is described as establishing a scaled platform to consolidate the fragmented European pet specialty market. No specific cost synergy dollar amount, percentage of cost base, or phase-in timeline was disclosed in the filings reviewed, nor was any EPS accretion/dilution guidance tied to the transaction.

Deutsche Bank AG served as financial advisor to TRIXIE, and Gibson, Dunn & Crutcher LLP served as legal advisor to TRIXIE. Rothschild & Co served as financial advisor to Central, and Freshfields LLP served as legal advisor to Central, per the July 27, 2026 press release.

The transaction is subject to regulatory approval and other customary closing conditions, and is expected to close in the first half of Central's fiscal year ending September 25, 2027. No termination fee, specific regulatory approvals required, or prior bidders considered were disclosed in the filings reviewed. As of Central's most recent 10-Q (filed August 6, 2026), the deal remained pending with no change to the disclosed terms.