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Rover Group Announces Binding Scheme Implementation Deed with Mad Paws, Australia’s Leading Online Pet Care Marketplace

By: Rover Group, Inc. via GlobeNewswire

July 21, 2025 at 19:27 PM EDT

SEATTLE, July 21, 2025 (GLOBE NEWSWIRE) -- Rover, the world’s largest online marketplace for loving pet care, today announced it has entered into a Scheme Implementation Deed (SID) with Mad Paws, under which it is proposed that Rover will acquire 100% of the shares on issue in Mad Paws, by way of scheme of arrangement. Implementation of the scheme would further Rover’s international expansion, enabling Rover Group to offer services in the Australian market for the first time.

Founded in 2015, Mad Paws operates Australia’s leading online pet ecosystem, connecting pet owners with a network of high-quality services and products, including pet sitting, walking, day care, training and grooming services. The Mad Paws platform supports over 300,000 active pet parents and 70,000 registered pet care providers throughout Australia, facilitating over 400,000 transactions in 2024.

“We are delighted by this announcement and look forward to welcoming Mad Paws to the Rover family. The Mad Paws team has done an impressive job scaling to become the leading pet care marketplace in Australia and we’re excited to join forces and help them accelerate the next phase of their journey,” said Brent Turner, CEO of Rover. “This transaction marks a pivotal moment for Rover’s international growth and underscores our global leadership in the pet care space. With a pet market worth approximately A$30 billion, Australia represents a significant market opportunity beyond North America and Europe. As we expand globally, we remain focused on seeing and serving the unique needs of every pet and ensuring they're all met with trusted care.”

“Rover and its team have led the way in the pet care space since 2011 and we couldn’t be more thrilled to partner with them,” said Justus Hammer, Group CEO, Executive Director and Co-founder of Mad Paws. “Like Rover, Mad Paws has been working to break down the barriers to pet parenthood so that everyone in Australia can experience the joy of having a pet in their lives. We're proud of the network of pet lovers we've built over the last decade, and we're excited to tap into Rover’s experience as we continue striving towards our collective goal.”

Following implementation of the scheme, it is intended that Mad Paws will continue to operate as its own brand based in Sydney, Australia, led by Justus Hammer, Group CEO, Executive Director and Co-founder of Mad Paws.

Under the SID, it is proposed that Rover will acquire 100% of the shares on issue in Mad Paws (Mad Paws Shares), by way of scheme of arrangement. If the scheme is implemented, Mad Paws shareholders will receive A$0.14 per Mad Paws Share in cash, which implies a total transaction equity value for Mad Paws of approximately A$62 million on a fully-diluted basis¹ and includes approximately A$13M of cash proceeds expected to be received from the proposed sale by Mad Paws of the Pet Chemist business as outlined in Mad Paws’ announcement.

The board of directors of Mad Paws has unanimously recommended that shareholders vote in favor of the transaction, subject to no superior proposal emerging and an independent expert concluding (and continuing to conclude) that the scheme is in the best interest of Mad Paws shareholders.

Implementation of the scheme is subject to completion of the divestment of Mad Paws’ Pet Chemist business and closure or deregistration of the residual e-commerce businesses operated under the Sash and Waggly brands, as well as Australian Foreign Investment Review Board approval and other customary conditions, including Mad Paws shareholder and Australian court approvals.

Herbert Smith Freehills Kramer is acting as legal counsel to Rover. Talbot Sayer is acting as legal counsel to Mad Paws and Highbury Partnership is acting as financial advisor to Mad Paws.

About Rover
Founded in 2011 and based in Seattle, Washington, Rover is the leading online marketplace for loving pet care. Rover connects pet parents with pet care providers who offer overnight services, including boarding and in-home pet sitting, as well as daytime services, including doggy daycare, dog walking, and drop-in visits. Rover’s existing global footprint spans 16 countries, including North America (US and CA), Europe (UK, IE, FR, ES, DE, IT, CH, NL, SE, NO, DK, BE, AT and FI) and soon, subject to implementation of the scheme, Australia. To learn more visit rover.com.

About Mad Paws
Mad Paws operates Australia’s leading online pet ecosystem, connecting pet owners with an ecosystem of high-quality services and products. The Mad Paws marketplace is the leading online platform for pet owners to book their pet sitting, walking, day care and grooming services, with 70,000 registered pet carers Australia wide. With over two million pet care services since inception the Mad Paws pet services marketplace is the leading marketplace of its kind in Australia.

Press Contact:
Kristin Sandberg
pr@rover.com
360-510-6365

_{¹Based on 442,961,915 fully diluted shares, comprising (1) 406,242,258 issued ordinary shares at the date of this announcement, (2) 8,813,480 ordinary shares expected to be issued prior to the record date for the Scheme under Mad Paws’ Employee Share Plan to (i) satisfy remaining Mad Paws’ obligations to issue shares to senior management and Directors of Mad Paws as approved at the 2024 AGM; and (ii) in lieu of payment of sacrificed directors’ fees and executive remuneration for the period October 2024 to April 2025 (subject to shareholder approval) and (3) 27,906,177 shares expected to be issued on exercise of outstanding in the money options prior to implementation of the Scheme.}

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Rover Group Announces Binding Scheme Implementation Deed with Mad Paws, Australia’s Leading Online Pet Care Marketplace

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