SAN FRANCISCO, CA & AUSTIN, TX & NEW YORK, NY— April 3, 2020 7:00 AM EST

TSG Consumer Partners (“TSG”), a leading private equity firm focused exclusively on the branded consumer and retail sectors, today announced that it has acquired a majority stake in Pathway Vet Alliance LLC (“Pathway” or the “Company”) from investment funds managed by Morgan Stanley Capital Partners (“MSCP”). As part of the transaction, Pathway management will continue to lead the Company and retain a significant minority stake. Financial terms of the transaction were not disclosed.

Founded in 2003, Pathway is a leading owner and operator of over 270 general practice, specialty and emergency veterinary hospitals throughout the U.S. Pathway also operates 86 veterinary clinics under the THRIVE brand, which provide affordable and convenient care to underserved pet families. In addition, Pathway owns and operates Veterinary Growth Partners, a Management Services Organization providing value-added business planning, coaching and procurement savings to 5,500 affiliated and unaffiliated member hospitals. Together with its talented veterinarians and staff, Pathway is dedicated to serving the diverse needs of pet families and veterinarians across the nation.

“TSG is a leading investor in the consumer and retail space with a proven track record of building world-class brands and businesses,” said Dr. Stephen Hadley, CEO of Pathway, and Dr. Jasen Trautwein, Co-Founder of Pathway. “As the pet care industry evolves, TSG’s consumer and branding expertise, paired with our unique value proposition and unmatched network of doctors and staff, positions us to build upon the substantial growth we’ve been able to accomplish in partnership with MSCP. We thank MSCP for their support and look forward to working with TSG to bring the highest quality veterinary care to as many pet families as possible.”

“We have been impressed by Pathway’s tremendous success in building a market-leading veterinary services platform,” said Hadley Mullin, Senior Managing Director at TSG, and Colin Welch, Managing Director at TSG. “The team’s deep M&A expertise, commitment to delivering best-in-class pet care, and extensive operating experience position them well to continue to acquire and develop top-tier hospitals and general practices. We are thrilled to leverage our consumer expertise to support the Pathway team as they further scale the business and create opportunities for veterinarians and veterinary professionals to pursue their passions.”

“We are proud to have backed Jasen’s vision for an industry leading veterinary platform four years ago and thrilled to have partnered with him, Stephen and the entire Pathway management team during a time of tremendous growth and realization of that vision,” said Aaron Sack, Head of Morgan Stanley Capital Partners. “Pathway has become a market leader in the pet care sector and we are confident that the strong management team together with TSG will continue on this successful trajectory. We are excited to support this next phase of growth by remaining a minority partner, and look forward to seeing Pathway advance its mission.”

Ropes & Gray LLP acted as legal advisor, and BofA Securities, Inc., Guggenheim Securities LLC and William Blair & Company acted as co-financial advisors to TSG. Debevoise & Plimpton LLP acted as legal advisor, and Harris Williams acted as financial advisor to the Company and MSCP. Jefferies LLC and Jamieson Corporate Finance advised the management shareholders.

About TSG Consumer Partners

TSG Consumer Partners, LLC is a leading private equity firm focused exclusively on the branded consumer sector. Since its founding in 1987, TSG has been an active investor in the food, beverage, restaurant, fitness, beauty, personal care, household, apparel & accessories, and e-commerce sectors. Representative past and present partner companies include Planet Fitness, Duckhorn Wine Company, Joe Hudson’s Collision Centers, CorePower Yoga, IT Cosmetics, REVOLVE, BrewDog, Canyon Bicycles, Pabst, Backcountry, vitaminwater, thinkThin, popchips, Stumptown, Smashbox Cosmetics and e.l.f. Cosmetics. For more information, visit tsgconsumer.com.

About Pathway Vet Alliance

Founded in 2003 and headquartered in Austin, Texas, Pathway Vet Alliance has grown from a single veterinary practice to include over 270 general, specialty and emergency practice locations, over 85 THRIVE Affordable Vet Care locations, and the Management Services Organization, Veterinary Growth Partners, which supports over 5,500 affiliated and unaffiliated member hospitals. Pathway’s mission is for its team members to be change agents for good, who support people doing what they love so, together, they can transform the veterinary industry and the world – for the better. Pathway looks for practices and doctors seeking opportunities to grow and provides personalized management support to help them focus on providing the best possible care to their patients. Pathway has differentiated itself by focusing on the unique needs of each practice and partnering with the local team to implement their vision and work with their values, as well as building out an integrated pet care ecosystem that meets the needs of pets, pet families and pet care providers nationwide. Learn more at www.pathwayvets.com.

About Morgan Stanley Capital Partners

Morgan Stanley Capital Partners, part of Morgan Stanley Investment Management, is a leading middle-market private equity platform that has invested capital in a broad spectrum of industries for over three decades. Morgan Stanley Capital Partners focuses on privately negotiated equity and equity-related investments primarily in North America and seeks to create value in portfolio companies primarily in a series of subsectors in the business services, consumer, healthcare, industrials, and education markets with an emphasis on driving significant organic and acquisition growth through an operationally focused approach. For further information about Morgan Stanley Capital Partners, please visit: www.morganstanley.com/im/capitalpartners.