PetIQ (PETQ) 10-Q 7 Aug 24 2024 Q2 Quarterly report Financial data

Cover Page

Cover Page - shares	6 Months Ended
	Jun. 30, 2024	Aug. 05, 2024
Document Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Jun. 30, 2024
Document Transition Report	false
Entity File Number	001-38163
Entity Registrant Name	PetIQ, Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	35-2554312
Entity Address, Address Line One	230 E. Riverside Drive
Entity Address, City or Town	Eagle
Entity Address, State or Province	ID
Entity Address, Postal Zip Code	83616
City Area Code	208
Local Phone Number	939-8900
Title of 12(b) Security	Class A Common Stock, $0.001 par value
Trading Symbol	PETQ
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Central Index Key	0001668673
Amendment Flag	false
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q2
Current Fiscal Year End Date	--12-31
Class A common stock
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		29,654,234
Class B common stock
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		231,540

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Current assets
Cash and cash equivalents	$ 84,130	$ 116,369
Accounts receivable, net	214,978	142,511
Inventories	164,965	159,309
Other current assets	6,972	12,645
Total current assets	471,045	430,834
Property, plant and equipment, net	53,845	57,097
Operating lease right of use assets	16,804	19,079
Other non-current assets	1,675	2,083
Intangible assets, net	151,620	159,729
Goodwill	199,404	199,404
Total assets	894,393	868,226
Current liabilities
Accounts payable	142,230	139,264
Accrued wages payable	14,175	16,734
Accrued interest payable	1,130	6,636
Other accrued expenses	12,357	10,692
Current portion of operating leases	5,827	7,608
Current portion of long-term debt and finance leases	6,959	8,595
Total current liabilities	182,678	189,529
Operating leases, less current installments	11,446	13,763
Long-term debt, less current installments	436,011	437,820
Finance leases, less current installments	343	516
Other non-current liabilities	3,600	3,600
Total non-current liabilities	451,400	455,699
Equity
Additional paid-in capital	392,169	387,349
Class A treasury stock, at cost, 373 and 373 shares respectively	(3,857)	(3,857)
Accumulated deficit	(130,373)	(160,602)
Accumulated other comprehensive loss	0	(1,706)
Total stockholders' equity	257,968	221,213
Non-controlling interest	2,347	1,785
Total equity	260,315	222,998
Total liabilities and equity	894,393	868,226
Class A common stock
Equity
Common stock value	29	29
Class B common stock
Equity
Common stock value	$ 0	$ 0

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares shares in Thousands	Jun. 30, 2024	Dec. 31, 2023
Treasury stock, shares outstanding (in shares)	373	373
Class A common stock
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock authorized (in shares)	125,000	125,000
Common stock, shares, issued (in shares)	29,999	29,570
Class B common stock
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock authorized (in shares)	8,402	8,402
Common stock, shares, issued (in shares)	231	231
Common stock, shares outstanding (in shares)	231	231

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Total net sales	$ 328,941	$ 314,547	$ 637,384	$ 605,018
Total cost of sales	240,658	240,668	474,558	468,879
Gross profit	88,283	73,879	162,826	136,139
Operating expenses
Selling, general and administrative expenses	60,082	55,159	110,291	98,486
Impairment and other asset charges	2,620	0	2,620	0
Operating income	25,581	18,720	49,915	37,653
Interest expense, net	9,254	8,824	18,360	17,556
Other (income) expense, net	(24)	151	(150)	123
Total other expense, net	9,230	8,975	18,210	17,679
Pretax net income	16,351	9,745	31,705	19,974
Income tax expense	(885)	(192)	(1,212)	(640)
Net income	15,466	9,553	30,493	19,334
Net income attributable to non-controlling interest	144	85	264	167
Net income attributable to PetIQ, Inc.	$ 15,322	$ 9,468	$ 30,229	$ 19,167
Net income per share attributable to PetIQ, Inc. Class A common stock
Basic (in dollars per share)	$ 0.52	$ 0.32	$ 1.03	$ 0.66
Diluted (in dollars per share)	$ 0.49	$ 0.32	$ 0.96	$ 0.66
Weighted Average shares of Class A common stock outstanding
Basic (in shares)	29,534,000	29,136,000	29,408,000	29,083,000
Diluted (in shares)	34,940,000	29,373,000	34,949,000	29,218,000
Products
Total net sales	$ 291,200	$ 278,167	$ 568,091	$ 537,160
Total cost of sales	212,650	210,428	421,713	411,330
Services
Total net sales	37,741	36,380	69,293	67,858
Total cost of sales	$ 28,008	$ 30,240	$ 52,845	$ 57,549

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Comprehensive Income (Loss)
Net income	$ 15,466	$ 9,553	$ 30,493	$ 19,334
Foreign currency translation adjustment	(104)	287	(189)	236
Reclassification of foreign currency translation adjustment, realized upon sale	2,151	0	2,151	0
Comprehensive income	17,513	9,840	32,455	19,570
Comprehensive income attributable to non-controlling interest	401	87	520	169
Comprehensive income attributable to PetIQ, Inc.	$ 17,112	$ 9,753	$ 31,935	$ 19,401

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
Cash flows from operating activities
Net income	$ 30,493	$ 19,334
Adjustments to reconcile net income to net cash (used in) provided by operating activities
Depreciation and amortization of intangible assets and loan fees	15,834	19,769
Gain on disposition of property, plant, and equipment	(219)	0
Stock based compensation expense	5,401	5,208
Impairment and other asset charges	2,620	0
Other non-cash activity	2	(135)
Changes in assets and liabilities, net of business acquisition
Accounts receivable	(72,367)	(74,468)
Inventories	(5,797)	2,901
Other assets	1,568	(481)
Accounts payable	2,564	40,320
Accrued wages payable	(2,559)	252
Other accrued expenses	(4,806)	1,703
Net cash (used in) provided by operating activities	(27,266)	14,403
Cash flows from investing activities
Proceeds from disposition of property, plant, and equipment	726	0
Purchase of property, plant, and equipment	(3,221)	(4,128)
Proceeds from sale of business	2,655	0
Business acquisitions (net of cash acquired)	0	(27,634)
Net cash provided by (used in) investing activities	160	(31,762)
Cash flows from financing activities
Proceeds from issuance of long-term debt	50,000	35,000
Principal payments on long-term debt	(53,800)	(38,800)
Principal payments on finance lease obligations	(672)	(801)
Tax withholding payments on Restricted Stock Units	(2,843)	(969)
Exercise of options to purchase Class A common stock	2,304	0
Net cash used in financing activities	(5,011)	(5,570)
Net change in cash and cash equivalents	(32,117)	(22,929)
Effect of exchange rate changes on cash and cash equivalents	(122)	101
Cash and cash equivalents, beginning of period	116,369	101,265
Cash and cash equivalents, end of period	84,130	78,437
Supplemental cash flow information
Interest paid, net	22,648	16,657
Net change in property, plant, and equipment acquired through accounts payable	(116)	52
Finance lease additions	25	0
Income taxes paid, net of refunds	$ 950	$ 326

Condensed Consolidated Statem_4

Condensed Consolidated Statements of Equity - USD ($) shares in Thousands, $ in Thousands	Total	Accumulated Deficit	Accumulated Other Comprehensive Loss	Class A Treasury Stock	Additional Paid-in Capital	Non-controlling Interest	Class A common stock Common Stock	Class B common stock	Class B common stock Common Stock
Beginning balance at Dec. 31, 2022	$ 211,793	$ (162,733)	$ (2,224)	$ (3,857)	$ 378,709	$ 1,869	$ 29		$ 0
Beginning common stock, shares outstanding (in shares) at Dec. 31, 2022							29,348		252
Beginning treasury stock, shares outstanding (in shares) at Dec. 31, 2022				373
Increase (Decrease) in Stockholders' Equity
Exchange of LLC Interests held by LLC Owners (in shares)							8		(8)
Exchange of LLC Interests held by LLC Owners	0				115	(115)
Other comprehensive income	236		234			2
Stock based compensation expense	5,208				5,165	44
Issuance of stock vesting of RSU's, net of tax withholdings (in shares)							195
Issuance of stock vesting of RSU's, net of tax withholdings	(969)				(969)
Net income	19,334	19,167				167
Ending balance at Jun. 30, 2023	235,603	(143,566)	(1,990)	$ (3,857)	383,020	1,967	$ 29		$ 0
Ending common stock, shares outstanding (in shares) at Jun. 30, 2023							29,551		244
Ending treasury stock, shares outstanding (in shares) at Jun. 30, 2023				373
Beginning balance at Mar. 31, 2023	223,149	(153,034)	(2,275)	$ (3,857)	380,429	1,857	$ 29		$ 0
Beginning common stock, shares outstanding (in shares) at Mar. 31, 2023							29,499		244
Beginning treasury stock, shares outstanding (in shares) at Mar. 31, 2023				373
Increase (Decrease) in Stockholders' Equity
Other comprehensive income	287		285			2
Stock based compensation expense	2,743				2,720	23
Issuance of stock vesting of RSU's, net of tax withholdings (in shares)							52
Issuance of stock vesting of RSU's, net of tax withholdings	(129)				(129)
Net income	9,553	9,468				85
Ending balance at Jun. 30, 2023	235,603	(143,566)	(1,990)	$ (3,857)	383,020	1,967	$ 29		$ 0
Ending common stock, shares outstanding (in shares) at Jun. 30, 2023							29,551		244
Ending treasury stock, shares outstanding (in shares) at Jun. 30, 2023				373
Beginning balance at Dec. 31, 2023	$ 222,998	(160,602)	(1,706)	$ (3,857)	387,349	1,785	$ 29		$ 0
Beginning common stock, shares outstanding (in shares) at Dec. 31, 2023							29,570	231	231
Beginning treasury stock, shares outstanding (in shares) at Dec. 31, 2023	373			373
Increase (Decrease) in Stockholders' Equity
Other comprehensive income	$ 1,962		1,706			256
Stock based compensation expense	5,401				5,359	42
Exercise of options to purchase common stock (in shares)							127
Exercise of options to purchase common stock	2,304				2,304
Issuance of stock vesting of RSU's, net of tax withholdings (in shares)							303
Issuance of stock vesting of RSU's, net of tax withholdings	(2,843)				(2,843)
Net income	30,493	30,229				264
Ending balance at Jun. 30, 2024	$ 260,315	(130,373)	0	$ (3,857)	392,169	2,347	$ 29		$ 0
Ending common stock, shares outstanding (in shares) at Jun. 30, 2024							29,999	231	231
Ending treasury stock, shares outstanding (in shares) at Jun. 30, 2024	373			373
Beginning balance at Mar. 31, 2024	$ 237,850	(145,695)	(1,790)	$ (3,857)	387,239	1,924	$ 29		$ 0
Beginning common stock, shares outstanding (in shares) at Mar. 31, 2024							29,827		231
Beginning treasury stock, shares outstanding (in shares) at Mar. 31, 2024				373
Increase (Decrease) in Stockholders' Equity
Other comprehensive income	2,047		1,790			257
Stock based compensation expense	2,792				2,770	22
Exercise of options to purchase common stock (in shares)							127
Exercise of options to purchase common stock	2,304				2,304
Issuance of stock vesting of RSU's, net of tax withholdings (in shares)							45
Issuance of stock vesting of RSU's, net of tax withholdings	(144)				(144)
Net income	15,466	15,322				144
Ending balance at Jun. 30, 2024	$ 260,315	$ (130,373)	$ 0	$ (3,857)	$ 392,169	$ 2,347	$ 29		$ 0
Ending common stock, shares outstanding (in shares) at Jun. 30, 2024							29,999	231	231
Ending treasury stock, shares outstanding (in shares) at Jun. 30, 2024	373			373

Principal Business Activity and

Principal Business Activity and Significant Accounting Policies	6 Months Ended
	Jun. 30, 2024
Accounting Policies [Abstract]
Principal Business Activity and Significant Accounting Policies	Note 1 — Principal Business Activity and Significant Accounting Policies Principal Business Activity and Principles of Consolidation PetIQ, Inc. ("PetIQ" or, the "Company") is a leading pet medication, product and wellness company delivering a smarter way for pet parents to help pets live their best lives through convenient access to affordable health and wellness products and veterinary services. The Company has two reporting segments: (i) Products; and (ii) Services. PetIQ believes that pets are an important part of the family and deserve the best products and care we can provide. The Products segment consists of the Company's product manufacturing and distribution business through which the Company manufactures and distributes pet medication and health and wellness products to major U.S. retail and e-commerce channels through more than 60,000 points of distribution. The Company focuses its offerings on innovative, proprietary value-branded products, and leading third-party branded products for dogs and cats, including pet Rx medications, OTC medications and wellness products. The Products segment is further supported by its world-class medications manufacturing facility in Omaha, Nebraska and health and wellness manufacturing facility in Springville, Utah. The Services segment consists of veterinary services, and related product sales, provided by the Company directly to consumers. The Company's national veterinarian service platform operates at over 2,600 community clinic locations and wellness centers hosted at retailers across 39 states providing cost effective and convenient veterinary wellness services. PetIQ offers diagnostic tests, vaccinations, prescription medications, microchipping, grooming and hygiene and wellness checks. PetIQ is the managing member of PetIQ Holdings, LLC (“HoldCo”), a Delaware limited liability company, which is the sole member of PetIQ, LLC (“Opco”) and, through HoldCo, operate and control all the business and affairs of Opco. PetIQ and HoldCo are holding companies with no other operations, cash flows, material assets or liabilities other than the equity interests in Opco. The condensed consolidated financial statements as of June 30, 2024 and December 31, 2023 and for the three and six months ended June 30, 2024 and 2023 are unaudited. The condensed consolidated balance sheet as of December 31, 2023 has been derived from the audited financial statements at that date but does not include all of the disclosures required by U.S. GAAP. These interim condensed consolidated financial statements should be read in conjunction with the consolidated financial statements as of and for the year ended December 31, 2023 and related notes thereto included in the most recent Annual Report on Form 10-K filed with the Securities and Exchange Commission (“SEC”) on February 29, 2024 (the "Annual Report"). Operating results for the interim periods are not necessarily indicative of the results that may be expected for the full year. On August 7, 2024, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Gula Buyer Inc. (“Parent”) and Gula Merger Sub Inc. (“Merger Sub”). If the pending Merger (as defined in Note 12 –Subsequent Events – Pending Merger with Bansk Group) is consummated, the Company will cease to be a publicly traded company. Assuming timely receipt of required regulatory approvals and timely satisfaction of other closing conditions, including the approval by our stockholders of the adoption of the Merger Agreement, we currently expect the closing of the Merger to occur during the fourth quarter of 2024. See Note 12 – Subsequent Events – Pending Merger with Bansk Group for information regarding the pending Merger. Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of sales and expenses during the reporting period. Actual results could differ from those estimates. Significant items subject to such estimates and assumptions include the useful lives of property, plant, and equipment and intangible assets; the valuation of property, plant, and equipment, intangible assets and goodwill, the valuation of deferred tax assets, the valuation of inventories, and reserves for legal contingencies. Significant Accounting Policies The Company's significant accounting policies are discussed in Note 1 – Principal Business Activity and Significant Accounting Policies in the Annual Report. There have been no significant changes to these policies that have had a material impact on the Company's unaudited condensed financial statements and related notes during the three and six months ended June 30, 2024. Sale of Foreign Subsidiary O

Debt

Debt	6 Months Ended
	Jun. 30, 2024
Debt Disclosure [Abstract]
Debt	Note 2 — Debt Senior Secured Asset-Based Revolving Credit Facility On April 13, 2021, Opco entered into an asset-based revolving credit agreement with KeyBank National Association, as administrative agent and collateral agent, and the lenders’ party thereto, that provides revolving credit commitments of $125.0 million, subject to a borrowing base limitation (the “ABL Facility”). The borrowing base for the ABL Facility at any time equals the sum of: (i) 90% of eligible investment-grade accounts; plus (ii) 85% of eligible other accounts; plus, (iii) 85% of the net orderly liquidation value of the cost of certain eligible on-hand and in-transit inventory; plus, (iv) at the option of Opco, 100% of qualified cash; minus (v) reserves. The ABL Facility bears interest at a variable rate plus a margin, with the variable rate being based on a base rate or Secured Overnight Financing Rate, ("SOFR") at the option of the Company. The rate at June 30, 2024 was 6.59%. The Company also pays a commitment fee on unused borrowings at a rate of 0.35%. As of June 30, 2024, no amounts were outstanding under the ABL Facility. Senior Secured Term Loan Facility - Term Loan B On April 13, 2021, Opco entered into a term credit agreement with Jefferies Finance LLC, as administrative agent and collateral agent, and the lenders’ party thereto, that provides senior secured term loans of $300.0 million (the “Term Loan B”). The Term Loan B bears interest at a variable rate (with the variable rate being based on a base rate or SOFR at the option of the Company) plus a margin of 3.25% in the case of base rate loans, or 4.25% in the case of SOFR loans. SOFR rates are subject to a 0.50% floor. The interest rate at June 30, 2024 was 9.71%. The Term Loan B requires quarterly amortization payments of 0.25% of the original principal amount, with the balance due on the seventh anniversary of the closing date. Convertible Notes On May 19, 2020, the Company issued $143.8 million in aggregate principal amount of 4.00% Convertible Senior Notes due 2026 (the “Notes”) pursuant to the indenture (the “Indenture”), dated as of May 19, 2020. The total net proceeds from the Notes offering, after deducting debt issuance costs paid or payable by us, was $137.9 million. The Notes accrue interest at a rate of 4.00% per annum, payable semi-annually in arrears on June 1 and December 1 of each year, beginning on December 1, 2020. The Notes will mature on June 1, 2026, unless earlier repurchased, redeemed or converted. Before January 15, 2026, holders will have the right to convert their Notes only upon the occurrence of certain events. From and after January 15, 2026, holders may convert their Notes at any time at their election until the close of business on the scheduled trading day immediately before the maturity date. The Company will settle conversions by paying or delivering, as applicable, cash, shares of its Class A common stock, or a combination of cash and shares of its Class A common stock, at its election. The initial conversion rate is 33.7268 shares of Class A common stock per $1,000 principal amount of Notes. The conversion rate and conversion price will be subject to customary adjustments upon the occurrence of certain events. In addition, if certain corporate events that constitute a “Make-Whole Fundamental Change” (as defined in the Indenture) occur, then the conversion rate will, in certain circumstances, be increased for a specified period of time. The following represents the Company’s long-term debt as of: $'s in 000's June 30, 2024 December 31, 2023 Convertible notes $ 143,750 $ 143,750 Term loans 291,000 292,500 Revolving credit facility — — 1 Other debt 13,413 15,564 Net discount on debt and deferred financing fees (5,613) (6,587) $ 442,550 $ 445,227 Less current maturities of long-term debt (6,539) (7,407) Total long-term debt $ 436,011 $ 437,820 Future maturities of long-term debt, excluding the net discount on debt and deferred financing fees, as of June 30, 2024, are as follows: ($'s in 000's) Remainder of 2024 $ 3,739 2025 4,600 2026 147,324 2027 3,600 2028 281,100 Thereafter 7,800

Intangible Assets and Goodwill

Intangible Assets and Goodwill	6 Months Ended
	Jun. 30, 2024
Goodwill and Intangible Assets Disclosure [Abstract]
Intangible Assets and Goodwill	Note 3 — Intangible Assets and Goodwill Goodwill and non-amortizable intangible assets Intangible assets consist of the following at: $'s in 000's Useful Lives June 30, 2024 December 31, 2023 Amortizable intangibles Certification 7 years $ 350 $ 350 Customer relationships 12-20 years 159,291 159,291 Patents and processes 5-10 years 12,855 12,855 Brand names 5-15 years 30,906 30,906 Total amortizable intangibles 203,402 203,402 Less accumulated amortization (85,021) (76,912) Total net amortizable intangibles 118,381 126,490 Non-amortizable intangibles Trademarks and other 33,239 33,239 Intangible assets, net of accumulated amortization $ 151,620 $ 159,729 Certain intangible assets are denominated in currencies other than the U.S. Dollar; therefore, their gross and net carrying values are subject to foreign currency movements. Amortization expense for the three months ended June 30, 2024, and 2023 was $3.9 million and $6.5 million, respectively. Amortization expense for the six months ended June 30, 2024, and 2023 was $8.2 million and $10.7 million, respectively. Estimated future amortization expense for each of the following years is as follows: Years ending December 31, ($'s in 000's) Remainder of 2024 $ 7,765 2025 14,899 2026 14,303 2027 13,640 2028 12,295 Thereafter 55,479 The following is a summary of the changes in the carrying value of goodwill for the period from January 1, 2023 to June 30, 2024: Reporting Unit ($'s in 000's) Products Services Total Goodwill as of January 1, 2023 $ 183,306 $ — $ 183,306 Foreign currency translation 252 — 252 R&R Acquisition 20,641 — 20,641 Transfer to held for sale (4,795) — (4,795) Goodwill as of December 31, 2023 199,404 — 199,404 Goodwill as of June 30, 2024 $ 199,404 $ — $ 199,404

Income Tax

Income Tax	6 Months Ended
	Jun. 30, 2024
Income Tax Disclosure [Abstract]
Income Tax	Note 4 — Income Tax The Company’s tax provision for interim periods is determined by using an estimated annual effective tax rate, adjusted for discrete items arising in that quarter. In each quarter, the Company updates the estimated annual effective tax rate and makes a year-to-date adjustment to the provision. The estimated annual effective tax rate is subject to significant volatility due to several factors, including the Company's ability to accurately predict the Company’s pre-tax and taxable income and loss and the mix of jurisdictions to which they relate. The Company's effective tax rate from continuing operations was 5.4% and 3.8% for the three and six months ended June 30, 2024, respectively, and 2.0% and 3.2% for the three and six months ended June 30, 2023, respectively, including discrete items. The Company's effective tax rate for the three and six months ended June 30, 2024 and 2023 was different than the U.S federal statutory income tax rate of 21% primarily due to the effects of the change in valuation allowance, state taxes, and the foreign rate differential. The Company has assessed the realizability of the net deferred tax assets as of June 30, 2024 and in that analysis has considered the relevant positive and negative evidence available to determine whether it is more likely than not that some portion or all of the deferred income tax assets will not be realized. The realization of the gross deferred tax assets is dependent on several factors, including the generation of sufficient taxable income to realize its deferred tax assets. The Company believes it is more likely than not that the benefit from recorded deferred tax assets will not be realized. Based on the Company's current earnings and anticipated future earnings, the Company believes that there is a reasonable possibility that in the foreseeable future, sufficient positive evidence may become available that results in a conclusion that all or a portion of the valuation allowance will no longer be needed. Release of the valuation allowance would result in the recognition of certain deferred tax assets and a decrease to income tax expense for the period the release is recorded. However, the exact timing and amount of the valuation allowance release are subject to change on the basis of the level of profitability that the Company is able to actually achieve.

Earnings per Share

Earnings per Share	6 Months Ended
	Jun. 30, 2024
Earnings Per Share [Abstract]
Earnings per Share	Note 5 — Earnings per Share Basic and Diluted Earnings per Share Basic earnings per share of Class A common stock is computed by dividing net income available to PetIQ, Inc. by the weighted-average number of shares of Class A common stock outstanding during the period. Diluted earnings per share of Class A common stock is computed by dividing net income available to PetIQ, Inc. by the weighted-average number of shares of Class A common stock outstanding adjusted to give effect to potentially dilutive securities. The following table sets forth reconciliations of the numerators and denominators used to compute basic and diluted earnings per share of Class A common stock: For the Three Months Ended For the Six Months Ended (in 000's, except for per share amounts) June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023 Numerator: Net income $ 15,466 $ 9,553 $ 30,493 $ 19,334 Less: net income attributable to non-controlling interests 144 85 264 167 Net income attributable to PetIQ, Inc. — basic 15,322 9,468 30,229 19,167 Plus: interest expense on Convertible Notes 1,691 — 3,379 — Net income attributable to PetIQ, Inc. — diluted $ 17,013 $ 9,468 $ 33,608 $ 19,167 Denominator (1) : Weighted-average shares of Class A common stock outstanding — basic 29,534 29,136 29,408 29,083 Dilutive effect of share-based compensation awards (2) 558 237 693 135 Dilutive effect of conversion of Notes (3) 4,848 — 4,848 — Weighted-average shares of Class A common stock outstanding — diluted 34,940 29,373 34,949 29,218 Earnings per share of Class A common stock — basic $ 0.52 $ 0.32 $ 1.03 $ 0.66 Earnings per share of Class A common stock — diluted $ 0.49 $ 0.32 $ 0.96 $ 0.66 (1) Shares of the Company’s Class B common stock do not share in the earnings of the Company and are therefore not participating securities. As such, separate presentation of basic and diluted earnings per share of Class B common stock under the two-class method has not been presented. (2) For the three and six months ended June 30, 2024, 1,136 thousand and 1,078 thousand of outstanding share-based compensation awards, respectively, were excluded from the computation of diluted earnings per share, as the effect of including those shares would be anti-dilutive. For the three and six months ended June 30, 2023, 2,134 thousand and 2,199 thousand of outstanding share-based compensation awards, respectively, were excluded from the computation of diluted earnings per share, as the effect of including those shares would be anti-dilutive. (3) The dilutive impact of the Notes has been included in the dilutive earnings per share calculation for the three and six months ended June 30, 2024. For the three and six months ended June 30, 2023, 4,848 thousand shares of common stock associated with the assumed conversion of the Notes have been excluded from the computation of diluted earnings per share, as the effect of including those shares would be anti-dilutive.

Stock Based Compensation

Stock Based Compensation	6 Months Ended
	Jun. 30, 2024
Share-Based Payment Arrangement [Abstract]
Stock Based Compensation	Note 6 — Stock Based Compensation Stock Options The fair value of these equity awards is amortized to equity based compensation expense over the vesting period, which totaled $0.2 million and $0.5 million for the three and six months ended June 30, 2024, respectively, and $0.4 million and $0.9 million for the three and six months ended June 30, 2023. All stock based compensation expense is included in selling, general and administrative expenses based on the role of recipients. No options were issued during the three and six months ended June 30, 2024. Restricted Stock Units The Company awards RSUs to certain employees under the Plan, which are subject to time-based vesting conditions. Upon a termination of service relationship by the Company, all unvested RSUs will generally be forfeited and the shares of common stock underlying such awards will become available for issuance under the Plan. The fair value of RSUs are measured based on the closing fair market value of the Company’s common stock on the date of grant. At June 30, 2024, total unrecognized compensation cost related to unvested RSUs was $25.3 million and is expected to vest over a weighted average of 2.9 years. The fair value of these equity awards is amortized to equity based compensation expense over the vesting period, which totaled $2.6 million and $4.9 million for the three and six months ended June 30, 2024, and $2.3 million and $4.3 million for the three and six months ended June 30, 2023, respectively. All stock based compensation expense is included in selling, general and administrative expenses based on the role of recipients. The following table summarizes the activity of the Company’s RSUs for the period ended June 30, 2024. Number of Weighted Outstanding at January 1, 2023 853 $ 23.06 Granted 1,313 12.02 Settled (234) 22.72 Forfeited and cancelled (244) 16.18 Outstanding at December 31, 2023 1,688 $ 15.26 Granted 692 17.37 Settled (463) 16.38 Forfeited and canceled (58) 16.14 Nonvested RSUs at June 30, 2024 1,859 $ 15.74

Non-Controlling Interests

Non-Controlling Interests	6 Months Ended
	Jun. 30, 2024
Noncontrolling Interest [Abstract]
Non-Controlling Interests	Note 7 — Non-Controlling Interests The following table presents the outstanding membership interests in HoldCo ("LLC Interests") and changes in LLC Interests for the periods presented. LLC Interests held % of Total $'s in 000's LLC PetIQ, Inc. Total LLC PetIQ, Inc. As of January 1, 2023 252 28,974 29,226 0.9 % 99.1 % Stock based compensation transactions — 201 201 Exchange transactions (21) 21 — As of December 31, 2023 231 29,196 29,427 0.8 % 99.2 % Stock based compensation transactions — 430 430 As of June 30, 2024 231 29,626 29,857 0.8 % 99.2 % Note that certain figures shown in the table above may not recalculate due to rounding. For the three and six months ended June 30, 2024 and 2023 the Company owned a weighted average of 99.2% of HoldCo, respectively.

Commitments and Contingencies

Commitments and Contingencies	6 Months Ended
	Jun. 30, 2024
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Note 8 — Commitments and Contingencies Litigation Contingencies The Company records a liability for a particular contingency when the Company determines the contingency is probable and estimable. The Company had no accrual for litigation related matters as of June 30, 2024 and December 31, 2023, respectively. The Company includes any related expenses within selling, general and administrative expenses. During the six months ended June 30, 2024, the Company recorded $0.3 million of expense associated with the settlement of a lawsuit brought against the Company. Commitments The Company has commitments for long-term debt that are discussed further in Note 2 — Debt , and leases. In addition, the Company has purchase obligations for goods and services, capital expenditures, and raw materials entered into in the normal course of business.

Segments

Segments	6 Months Ended
	Jun. 30, 2024
Segment Reporting [Abstract]
Segments	Note 9 — Segments The Company has two operating segments: Products and Services. The Products segment consists of the Company’s manufacturing and distribution business. The Services segment consists of the Company’s veterinary services and related product sales. The segments are based on the discrete financial information reviewed by the Chief Operating Decision Maker (“CODM”) to make resource allocation decisions and to evaluate performance. The Company measures and evaluates its reportable segments based on their respective Segment Adjusted EBITDA performance. The Company allocates certain capital expenditures and costs, such as accounting, legal, human resources, information technology and corporate headquarters expenses, to the Company's segments on a pro rata basis based on net sales to better align with the discrete financial information reviewed by the Company's CODM. Financial information relating to the Company’s operating segments for the three months ended: $'s in 000's Products Services June 30, 2024 Net sales $ 291,200 $ 37,741 Segment Adjusted EBITDA 35,930 3,227 Depreciation expense 2,116 1,044 $'s in 000's Products Services June 30, 2023 Net sales $ 278,167 $ 36,380 Segment Adjusted EBITDA 33,279 1,511 Depreciation expense 1,861 2,303 Financial information relating to the Company’s operating segments for the six months ended: $'s in 000's Products Services June 30, 2024 Net sales $ 568,091 $ 69,293 Segment Adjusted EBITDA 70,535 4,133 Depreciation expense 4,340 2,262 $'s in 000's Products Services June 30, 2023 Net sales $ 537,160 $ 67,858 Segment Adjusted EBITDA 65,474 2,362 Depreciation expense 3,677 4,008 The following table reconciles Segment Adjusted EBITDA to Net income for the periods presented. For the Three Months Ended For the Six Months Ended $'s in 000's June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023 Segment Adjusted EBITDA: Product $ 35,930 $ 33,279 $ 70,535 $ 65,474 Services 3,227 1,511 4,133 2,362 Total 39,157 34,790 74,668 67,836 Adjustments: Depreciation (3,160) (4,164) (6,602) (7,685) Amortization (3,907) (6,477) (8,159) (10,739) Interest expense, net (9,254) (8,824) (18,360) (17,556) Acquisition costs (1) (198) (297) (198) (835) Stock based compensation expense (2,792) (2,743) (5,401) (5,208) Non same-store adjustment (2) (109) (1,922) (355) (4,245) Integration and business transformation costs (3) (573) (618) (1,075) (1,594) Litigation expenses (193) — (193) — Impairment and other asset charges (4) (2,620) — (2,620) — Pretax net income $ 16,351 $ 9,745 $ 31,705 $ 19,974 Income tax expense (885) (192) (1,212) (640) Net income $ 15,466 $ 9,553 $ 30,493 $ 19,334 (1) Acquisition costs include legal, accounting, banking, consulting, diligence, and other costs related to completed and contemplated acquisitions. (2) Non same-store adjustment includes sales and costs, and associated gross profit, related to the Company's Services segment wellness centers with less than six full quarters of operating results, and also include pre-opening expenses. (3) Integration and business transformation costs, including personnel costs such as severance and retention bonuses, consulting costs, contract termination costs and IT and ERP implementation costs. (4) Impairment and other asset charges includes asset charges associated with the Company's sale of its foreign subsidiary, M&C, on April 30, 2024. Supplemental geographic disclosures are below. Three Months Ended June 30, 2024 $'s in 000's U.S. Foreign Total Product sales $ 289,652 $ 1,548 $ 291,200 Services sales 37,741 — 37,741 Total net sales $ 327,393 $ 1,548 $ 328,941 Three Months Ended June 30, 2023 $'s in 000's U.S. Foreign Total Product sales $ 276,074 $ 2,093 $ 278,167 Services sales 36,380 — 36,380 Total net sales $ 312,454 $ 2,093 $ 314,547 Six Months Ended June 30, 2024 $'s in 000's U.S. Foreign Total Product sales $ 565,388 $ 2,703 $ 568,091 Services sales $ 69,293 $ — $ 69,293 Total net sales $ 634,681 $ 2,703 $ 637,384 Six Months Ended June 30, 2023 $'s in 000's U.S. Foreign Total Product sales $ 534,051 $ 3,109 $ 537,160 Services sales 67,858 — 67,858 Total net sales $ 601,909 $ 3,109 $ 605,018 Property, plant, and equipment by geographic location is below. June 30, 2024 December 31, 2023 United States $ 53,845 $ 57,097 Europe — — Total $ 53,845 $ 57,097

Restructuring

Restructuring	6 Months Ended
	Jun. 30, 2024
Restructuring and Related Activities [Abstract]
Restructuring	Note 10 — Restructuring During the year ended 2023, the Company implemented a Services segment optimization (the "optimization") to improve the functioning of the Services segment and profitability. The optimization included assessing the operational and financial performance of the Company's wellness centers since re-opening after the pandemic as well as the assessment of the veterinary labor market in each geographic market. The Company also evaluated its ability to potentially convert these locations to a more hygiene-focused offering and determined they would be unable to convert these locations in the future based on the aforementioned assessment and the available square footage within the respective wellness centers. As a result of the optimization, the Company identified 149 underperforming wellness centers for closure. The Company closed 149 wellness centers during the year ended December 31, 2023 and as of June 30, 2024 continued to operate 133 wellness centers. Closure of the wellness centers required the Company to terminate leases early. The Company agreed upon termination amounts with retail partners in 2023 and made cash payments to settle remaining outstanding liability during the six months ended June 30, 2024. There were no restructuring expenses for the three and six months ended June 30, 2024. Subsequent to June 30, 2024, the Company decided to close or convert essentially all remaining wellness centers within the Services segment. See Note 12 — Subsequent Events for additional information. A roll forward of the Company's liability related to the optimization, which is included in accrued liabilities on the Company's condensed consolidated balance sheets, is as follows: $'s in 000's Liability at December 31, 2023 Expenses Cash Payments Non-Cash Amounts Liability at June 30, 2024 Lease termination $ 1,825 $ — $ (1,825) $ — $ — Variable lease expenses 1,010 — (1,010) — — Total Outstanding Restructuring Liability $ 2,835 $ — $ (2,835) $ — $ —

Related Parties

Related Parties	6 Months Ended
	Jun. 30, 2024
Related Party Transactions [Abstract]
Related Parties	Note 11 — Related Parties Chris Christensen, the brother of CEO, McCord Christensen, acts as the Company’s agent at Moreton Insurance, which acts as a broker for a number of the Company’s insurance policies which renew at various dates throughout the year. Total annual policy premiums for policies in place at June 30, 2024 and 2023 was $6.2 million and $6.6 million, respectively. Mr. Chris Christensen earns various forms of compensation based on the specifics of each policy. Katie Turner, the spouse of CEO, McCord Christensen, is the owner of Acadia Investor Relations LLC, (“Acadia”) which acts as the Company’s investor relations consultant. Acadia was paid $0.06 million and $0.1 million for the three and six months ended June 30, 2024 and 2023, respectively. Michael Glasman, the brother of CFO, Zvi Glasman, acted as a broker in connection with the Company's entry into a Master Services Agreement with Syndeo, LLC d/b/a Broadvoice ("Broadvoice") in February 2023 for the provision of certain information technology related services. The amount to be paid to Broadvoice over the 39-month agreement is estimated at $0.4 million. $0.03 million and $0.06 million was paid to Broadvoice for the three and six months ended June 30, 2024. No payments were made for the three and six months ended June 30, 2023. Mr. Michael Glasman earns various fees based on the services provided by Broadvoice On April 30, 2024, the Company completed the sale of its foreign subsidiary M&C, to an entity affiliated with Kieran Carolan, who was the general manager of M&C at the time of sale. See Note 1 — Principal Business Activity and Significant Accounting Policies for more details.

Subsequent Events

Subsequent Events	6 Months Ended
	Jun. 30, 2024
Subsequent Events [Abstract]
Subsequent Events	Note 12 — Subsequent Events On August 6, 2024, the Company initiated a plan to close 46 wellness centers in the third quarter of 2024 and to convert the remaining 87 wellness centers to community clinics in the fourth quarter of 2024 to improve Services segment profitability. The Company estimates that it will incur approximately $10 million of restructuring charges in connection with the wellness center closures, including (i) approximately $2.5 million to $3.5 million of accelerated depreciation, (ii) approximately $2.3 million to $2.7 million in cash-based expenses related to employee severance payments, benefits and related costs, and (iii) $3.6 million to $4.6 million in lease and contract termination costs. The Company expects that the execution of the wellness center closures and the majority of the cash payments related to the closures and conversions will be completed in the third and fourth quarters of 2024. The estimates of the charges and cash expenditures that the Company expects to incur in connection with the wellness center closures and conversions, and the timing thereof, are subject to a number of assumptions and actual amounts may differ materially from estimates. In addition, the Company may incur other charges or cash expenditures not currently contemplated due to unanticipated events that may occur. Pending Merger with Bansk Group On August 7, 2024, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Gula Buyer Inc. (“Parent”), a Delaware corporation, and Gula Merger Sub Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”). The Merger Agreement provides that, on the terms and subject to the conditions set forth in the Merger Agreement, Parent, Merger Sub and the Company will effect a merger of Merger Sub with and into the Company (the “Merger”), with the Company continuing as the surviving corporation of the Merger as a wholly owned subsidiary of Parent. Parent and Merger Sub are affiliates of the Bansk Group (the “Bansk Group”). The Board of Directors of the Company (the “Board”) determined that the transactions contemplated by the Merger Agreement, including the Merger, are advisable, fair to and in the best interests of the Company and its stockholders, and approved the Merger Agreement and the transactions contemplated by the Merger Agreement. The Board also resolved to recommend that the stockholders of the Company vote to adopt the Merger Agreement and approve the Merger. Pursuant to the Merger Agreement, at the effective time of the Merger (the “Effective Time”), each share of Class A common stock of the Company outstanding immediately prior to the Effective Time (including any such shares outstanding as a result of the automatic exchange of all outstanding shares of Class B common stock of the Company and all outstanding units of PetIQ Holdings, LLC not held by the Company or any of its subsidiaries for shares of Class A common stock in connection with the consummation of the Merger, and excluding any Dissenting Shares (as defined in the Merger Agreement) and any shares held by the Company, Parent or any of their respective subsidiaries) shall be canceled and cease to exist and be converted into the right to receive $31.00 in cash, without interest (the “Merger Consideration”), subject to applicable withholding taxes. Pursuant to the Merger Agreement, at the Effective Time, each option to purchase shares of common stock of the Company that is outstanding immediately prior to the Effective Time (each, a “Company Option”) whether vested or unvested, will automatically be cancelled and converted into the right to receive an amount in cash equal to the product of (i) the total number of shares of common stock underlying such Company Option, multiplied by (ii) the excess, if any, of (A) the Merger Consideration over (B) the per share exercise price for such Company Option, less applicable tax withholdings. Any Company Option, whether vested or unvested, that has an exercise price per share that is greater than or equal to the Merger Consideration will be automatically cancelled at the Effective Time for no consideration or payment. Pursuant to the Merger Agreement, at the Effective Time, each of the Company’s outstanding restricted stock unit awards that is outstanding immediately prior to the Effective Time (each, a “Company RSU”) whether vested or unvested, will automatically be cancelled and converted solely into the right to receive an amount in cash equal to (i) the total number of shares of common stock underlying such Company RSU, multiplied by (ii) the Merger Consideration, less applicable tax withholdings. Parent and Merger Sub have secured a combination of debt and equity financing, the aggregate proceeds of which Parent and Merger Sub have represented will be sufficient for Parent and Merger Sub to pay the aggregate Merger Consideration and consideration payable in respect of Company Options and Company RSUs, as well as other fees and expenses under the Merger Agreement. Parent has agreed to use its reasonable best efforts to obtain the debt financing on the terms and conditions described in the debt commitment letter entered into on August 6 , 2024, in connection with the Merger Agreement. In addition, (i) certain affiliates of the Bansk Group (the “ Investors ”) have provided to the Company an equity commitment letter between Parent and each Investor, pursuant to which the Investors have committed, on the terms and subject to the conditions thereof, to invest in Parent the cash amounts set forth therein and (ii) certain affiliates of the Bansk Group (the “ Guarantors ”) have provided the Company with a limited guarantee in favor of the Company, pursuant to which each Guarantor is guaranteeing, subject to the terms and conditions contained therein, the payment, if payable, of the Parent Termination Fee (as defined below) and certain other payment obligations of Parent under the Merger Agreement. Completion of the Merger is subject to customary closing conditions, including (1) the adoption of the Merger Agreement and approval of the Merger by the holders of at least a majority of the outstanding shares of the Company’s common stock, (2) the expiration or early termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, and (3) the absence of an order or law preventing the Merger. The Merger is not subject to a financing condition. The Merger Agreement contains customary representations, warranties and covenants made by each of the Company, Parent and Merger Sub, including, among others, covenants by the Company regarding the conduct of its business prior to the closing of the Merger. The Company is subject to customary “no-shop” restrictions on its ability (and the ability of its subsidiaries and representatives) to (1) solicit, initiate, propose or induce the making or knowingly encourage, facilitate or assist alternative acquisition proposals from third parties, (2) subject to certain exceptions, provide nonpublic information relating to the Company or any of its subsidiaries to third parties regarding alternative acquisition proposals or (3) engage in discussions or negotiations with third parties regarding alternative acquisition proposals. In addition, the Company has agreed that, subject to certain exceptions, the Board will not withdraw, withhold, amend or qualify or modify, in each case, in a manner adverse to Parent or Merger Sub, as it relates to its recommendation that the stockholders of the Company vote to adopt the Merger Agreement and approve the Merger. The Company or Parent may terminate the Merger Agreement prior to the Effective Time if: (1) a governmental body issues or enacts an order, injunction or other legal requirement enjoining or otherwise prohibiting the consummation of the Merger, which has become final and non-appealable, (2) if the Effective Time has not occurred on or prior to 11:59 p.m. Eastern Time on February 7, 2025 (such date, the “Termination Date”) and (3) the stockholders of the Company fail to adopt the Merger Agreement. The Company may terminate the Merger Agreement in certain additional limited circumstances, including to allow the Company to enter into an agreement providing for an alternative acquisition transaction that constitutes a Superior Proposal (as defined in the Merger Agreement). Parent may terminate the Merger Agreement in certain additional limited circumstances, including if the Board withdraws, withholds, amends or qualifies or modifies, in each case, in a manner adverse to Parent or Merger Sub, its recommendation that the stockholders of the Company vote to adopt the Merger Agreement and approve the Merger. Upon termination of the Merger Agreement under certain specified circumstances, the Company will be required to pay Parent a termination fee (the “Company Termination Fee”) of $34,606,500. Specifically, the Company Termination Fee is payable if (1) the Merger Agreement is terminated in certain circumstances; (2) prior to such termination (but after the date of the Merger Agreement) a proposal for an alternative acquisition transaction has been publicly disclosed or otherwise made to the Board and not publicly withdrawn (if made publicly); and (3) within twelve months of such termination, the Company subsequently consummates an alternative acquisition transaction or enters into a definitive agreement providing for an alternative acquisition transaction and such transaction is ultimately consummated. The Company Termination Fee will also be payable if the Merger Agreement is terminated: (1) by Parent (a) if the Board withdraws, withholds, amends or qualifies or modifies, in each case, in a manner adverse to Parent or Merger Sub, its recommendation that the stockholders of the Company vote to adopt the Merger Agreement and approve the Merger or (b) for the Company’s uncured willful breach of the “no-shop” restrictions; or (2) by the Company in order to enter into an agreement providing for an alternative acquisition transaction that constitutes a Superior Proposal. Upon termination of the Merger Agreement under certain other specified circumstances, Parent will be required to pay the Company a termination fee (the “Parent Termination Fee”) of $69,213,000. The Merger Agreement also provides that the Company, on the one hand, or Parent and Merger Sub, on the other hand, may specifically enforce the obligations under the Merger Agreement, including the obligation to consummate the Merger if the conditions set forth in the Merger Agreement are satisfied. In the event the Merger Agreement is validly terminated, Parent’s and Merger Sub’s aggregate liability for monetary damages for breaches of the Merger Agreement are capped at the amount of the Parent Termination Fee plus Enforcement Expenses and Reimbursement Obligations (as such terms are defined in the Merger Agreement), and the Company’s liability for monetary damages for breaches of the Merger Agreement are capped at $100,000,000 plus any Enforcement Expenses (as defined in the Merger Agreement). The foregoing description of the Merger Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Merger Agreement, a copy of which is incorporated herein by reference as Exhibit 2.1. In connection with the execution of the Merger Agreement, on the terms and subject to the conditions set forth therein, t he Company’s Chief Executive Officer, McCord Christensen, has entered into an amended and restated employment agreement with the Company, to become effective at the closing of the Merger, and certain stockholders (collectively, the “Rollover Persons”) have each entered into a rollover agreement (collectively, the “Rollover Agreements”) with a parent entity of Parent (“TopCo”), pursuant to which, among other things, (i) immediately prior to and contingent upon the occurrence of the Merger, TopCo will issue to each Rollover Person a number of newly issued non-voting common units of TopCo in exchange for a number of shares in the Company held by such Rollover Person having an equivalent value (collectively, the “Rollover Shares”) and (ii) certain Rollover Persons will reinvest a portion of their respective after-tax proceeds from the consideration received in respect of their Company Options and Company RSUs into a number of newly issued non-voting common units of TopCo, on the terms and subject to the conditions set forth in the applicable Rollover Agreement. The Rollover Agreements also contemplate that at the closing, each of the Rollover Persons will enter into an amended and restated limited partnership agreement of TopCo and that the TopCo units received by the Rollover Persons pursuant to their respective Rollover Agreements will be subject to the restrictions on transfer and other terms and conditions of such limited partnership agreement. The Rollover Persons will not be entitled to receive the Merger Consideration in respect of the Rollover Shares. Assuming timely receipt of required regulatory approvals and timely satisfaction of other closing conditions, including the approval by our stockholders of the adoption of the Merger Agreement, we currently expect the closing of the Merger to occur during the fourth quarter of 2024.

Pay vs Performance Disclosure

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Pay vs Performance Disclosure
Net income attributable to PetIQ, Inc. — basic	$ 15,322	$ 9,468	$ 30,229	$ 19,167

Insider Trading Arrangements

Insider Trading Arrangements	3 Months Ended
	Jun. 30, 2024
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

Principal Business Activity a_2

Principal Business Activity and Significant Accounting Policies (Policies)	6 Months Ended
	Jun. 30, 2024
Accounting Policies [Abstract]
Use of Estimates	Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of sales and expenses during the reporting period. Actual results could differ from those estimates. Significant items subject to such estimates and assumptions include the useful lives of property, plant, and equipment and intangible assets; the valuation of property, plant, and equipment, intangible assets and goodwill, the valuation of deferred tax assets, the valuation of inventories, and reserves for legal contingencies.

Debt (Tables)

Debt (Tables)	6 Months Ended
	Jun. 30, 2024
Debt Disclosure [Abstract]
Schedule of Components of Long Term Debt	The following represents the Company’s long-term debt as of: $'s in 000's June 30, 2024 December 31, 2023 Convertible notes $ 143,750 $ 143,750 Term loans 291,000 292,500 Revolving credit facility — — 1 Other debt 13,413 15,564 Net discount on debt and deferred financing fees (5,613) (6,587) $ 442,550 $ 445,227 Less current maturities of long-term debt (6,539) (7,407) Total long-term debt $ 436,011 $ 437,820
Schedule of Future Maturities of Long-Term Debt	Future maturities of long-term debt, excluding the net discount on debt and deferred financing fees, as of June 30, 2024, are as follows: ($'s in 000's) Remainder of 2024 $ 3,739 2025 4,600 2026 147,324 2027 3,600 2028 281,100 Thereafter 7,800

Intangible Assets and Goodwill

Intangible Assets and Goodwill (Tables)	6 Months Ended
	Jun. 30, 2024
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of Intangible Assets	Intangible assets consist of the following at: $'s in 000's Useful Lives June 30, 2024 December 31, 2023 Amortizable intangibles Certification 7 years $ 350 $ 350 Customer relationships 12-20 years 159,291 159,291 Patents and processes 5-10 years 12,855 12,855 Brand names 5-15 years 30,906 30,906 Total amortizable intangibles 203,402 203,402 Less accumulated amortization (85,021) (76,912) Total net amortizable intangibles 118,381 126,490 Non-amortizable intangibles Trademarks and other 33,239 33,239 Intangible assets, net of accumulated amortization $ 151,620 $ 159,729
Schedule of Estimated Future Amortization Expense	Estimated future amortization expense for each of the following years is as follows: Years ending December 31, ($'s in 000's) Remainder of 2024 $ 7,765 2025 14,899 2026 14,303 2027 13,640 2028 12,295 Thereafter 55,479
Schedule of Goodwill	The following is a summary of the changes in the carrying value of goodwill for the period from January 1, 2023 to June 30, 2024: Reporting Unit ($'s in 000's) Products Services Total Goodwill as of January 1, 2023 $ 183,306 $ — $ 183,306 Foreign currency translation 252 — 252 R&R Acquisition 20,641 — 20,641 Transfer to held for sale (4,795) — (4,795) Goodwill as of December 31, 2023 199,404 — 199,404 Goodwill as of June 30, 2024 $ 199,404 $ — $ 199,404

Earnings per Share (Tables)

Earnings per Share (Tables)	6 Months Ended
	Jun. 30, 2024
Earnings Per Share [Abstract]
Schedule of Reconciliation of Basic and Diluted Earnings (Loss) per Share	The following table sets forth reconciliations of the numerators and denominators used to compute basic and diluted earnings per share of Class A common stock: For the Three Months Ended For the Six Months Ended (in 000's, except for per share amounts) June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023 Numerator: Net income $ 15,466 $ 9,553 $ 30,493 $ 19,334 Less: net income attributable to non-controlling interests 144 85 264 167 Net income attributable to PetIQ, Inc. — basic 15,322 9,468 30,229 19,167 Plus: interest expense on Convertible Notes 1,691 — 3,379 — Net income attributable to PetIQ, Inc. — diluted $ 17,013 $ 9,468 $ 33,608 $ 19,167 Denominator (1) : Weighted-average shares of Class A common stock outstanding — basic 29,534 29,136 29,408 29,083 Dilutive effect of share-based compensation awards (2) 558 237 693 135 Dilutive effect of conversion of Notes (3) 4,848 — 4,848 — Weighted-average shares of Class A common stock outstanding — diluted 34,940 29,373 34,949 29,218 Earnings per share of Class A common stock — basic $ 0.52 $ 0.32 $ 1.03 $ 0.66 Earnings per share of Class A common stock — diluted $ 0.49 $ 0.32 $ 0.96 $ 0.66 (1) Shares of the Company’s Class B common stock do not share in the earnings of the Company and are therefore not participating securities. As such, separate presentation of basic and diluted earnings per share of Class B common stock under the two-class method has not been presented. (2) For the three and six months ended June 30, 2024, 1,136 thousand and 1,078 thousand of outstanding share-based compensation awards, respectively, were excluded from the computation of diluted earnings per share, as the effect of including those shares would be anti-dilutive. For the three and six months ended June 30, 2023, 2,134 thousand and 2,199 thousand of outstanding share-based compensation awards, respectively, were excluded from the computation of diluted earnings per share, as the effect of including those shares would be anti-dilutive. (3) The dilutive impact of the Notes has been included in the dilutive earnings per share calculation for the three and six months ended June 30, 2024. For the three and six months ended June 30, 2023, 4,848 thousand shares of common stock associated with the assumed conversion of the Notes have been excluded from the computation of diluted earnings per share, as the effect of including those shares would be anti-dilutive.

Stock Based Compensation (Table

Stock Based Compensation (Tables)	6 Months Ended
	Jun. 30, 2024
Share-Based Payment Arrangement [Abstract]
Schedule of RSU Activity	The following table summarizes the activity of the Company’s RSUs for the period ended June 30, 2024. Number of Weighted Outstanding at January 1, 2023 853 $ 23.06 Granted 1,313 12.02 Settled (234) 22.72 Forfeited and cancelled (244) 16.18 Outstanding at December 31, 2023 1,688 $ 15.26 Granted 692 17.37 Settled (463) 16.38 Forfeited and canceled (58) 16.14 Nonvested RSUs at June 30, 2024 1,859 $ 15.74

Non-Controlling Interests (Tabl

Non-Controlling Interests (Tables)	6 Months Ended
	Jun. 30, 2024
Noncontrolling Interest [Abstract]
Schedule of Noncontrolling Interest	The following table presents the outstanding membership interests in HoldCo ("LLC Interests") and changes in LLC Interests for the periods presented. LLC Interests held % of Total $'s in 000's LLC PetIQ, Inc. Total LLC PetIQ, Inc. As of January 1, 2023 252 28,974 29,226 0.9 % 99.1 % Stock based compensation transactions — 201 201 Exchange transactions (21) 21 — As of December 31, 2023 231 29,196 29,427 0.8 % 99.2 % Stock based compensation transactions — 430 430 As of June 30, 2024 231 29,626 29,857 0.8 % 99.2 % Note that certain figures shown in the table above may not recalculate due to rounding.

Segments (Tables)

Segments (Tables)	6 Months Ended
	Jun. 30, 2024
Segment Reporting [Abstract]
Schedule of Financial Information Relating to the Company's Operating Segments	Financial information relating to the Company’s operating segments for the three months ended: $'s in 000's Products Services June 30, 2024 Net sales $ 291,200 $ 37,741 Segment Adjusted EBITDA 35,930 3,227 Depreciation expense 2,116 1,044 $'s in 000's Products Services June 30, 2023 Net sales $ 278,167 $ 36,380 Segment Adjusted EBITDA 33,279 1,511 Depreciation expense 1,861 2,303 Financial information relating to the Company’s operating segments for the six months ended: $'s in 000's Products Services June 30, 2024 Net sales $ 568,091 $ 69,293 Segment Adjusted EBITDA 70,535 4,133 Depreciation expense 4,340 2,262 $'s in 000's Products Services June 30, 2023 Net sales $ 537,160 $ 67,858 Segment Adjusted EBITDA 65,474 2,362 Depreciation expense 3,677 4,008
Schedule of Segment Adjusted EBITDA to Net Loss Reconciliation	The following table reconciles Segment Adjusted EBITDA to Net income for the periods presented. For the Three Months Ended For the Six Months Ended $'s in 000's June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023 Segment Adjusted EBITDA: Product $ 35,930 $ 33,279 $ 70,535 $ 65,474 Services 3,227 1,511 4,133 2,362 Total 39,157 34,790 74,668 67,836 Adjustments: Depreciation (3,160) (4,164) (6,602) (7,685) Amortization (3,907) (6,477) (8,159) (10,739) Interest expense, net (9,254) (8,824) (18,360) (17,556) Acquisition costs (1) (198) (297) (198) (835) Stock based compensation expense (2,792) (2,743) (5,401) (5,208) Non same-store adjustment (2) (109) (1,922) (355) (4,245) Integration and business transformation costs (3) (573) (618) (1,075) (1,594) Litigation expenses (193) — (193) — Impairment and other asset charges (4) (2,620) — (2,620) — Pretax net income $ 16,351 $ 9,745 $ 31,705 $ 19,974 Income tax expense (885) (192) (1,212) (640) Net income $ 15,466 $ 9,553 $ 30,493 $ 19,334 (1) Acquisition costs include legal, accounting, banking, consulting, diligence, and other costs related to completed and contemplated acquisitions. (2) Non same-store adjustment includes sales and costs, and associated gross profit, related to the Company's Services segment wellness centers with less than six full quarters of operating results, and also include pre-opening expenses. (3) Integration and business transformation costs, including personnel costs such as severance and retention bonuses, consulting costs, contract termination costs and IT and ERP implementation costs. (4) Impairment and other asset charges includes asset charges associated with the Company's sale of its foreign subsidiary, M&C, on April 30, 2024.
Schedule of Long-Lived Assets by Geographic Areas	Supplemental geographic disclosures are below. Three Months Ended June 30, 2024 $'s in 000's U.S. Foreign Total Product sales $ 289,652 $ 1,548 $ 291,200 Services sales 37,741 — 37,741 Total net sales $ 327,393 $ 1,548 $ 328,941 Three Months Ended June 30, 2023 $'s in 000's U.S. Foreign Total Product sales $ 276,074 $ 2,093 $ 278,167 Services sales 36,380 — 36,380 Total net sales $ 312,454 $ 2,093 $ 314,547 Six Months Ended June 30, 2024 $'s in 000's U.S. Foreign Total Product sales $ 565,388 $ 2,703 $ 568,091 Services sales $ 69,293 $ — $ 69,293 Total net sales $ 634,681 $ 2,703 $ 637,384 Six Months Ended June 30, 2023 $'s in 000's U.S. Foreign Total Product sales $ 534,051 $ 3,109 $ 537,160 Services sales 67,858 — 67,858 Total net sales $ 601,909 $ 3,109 $ 605,018 Property, plant, and equipment by geographic location is below. June 30, 2024 December 31, 2023 United States $ 53,845 $ 57,097 Europe — — Total $ 53,845 $ 57,097

Restructuring (Tables)

Restructuring (Tables)	6 Months Ended
	Jun. 30, 2024
Restructuring and Related Activities [Abstract]
Schedule of Restructuring and Related Costs	A roll forward of the Company's liability related to the optimization, which is included in accrued liabilities on the Company's condensed consolidated balance sheets, is as follows: $'s in 000's Liability at December 31, 2023 Expenses Cash Payments Non-Cash Amounts Liability at June 30, 2024 Lease termination $ 1,825 $ — $ (1,825) $ — $ — Variable lease expenses 1,010 — (1,010) — — Total Outstanding Restructuring Liability $ 2,835 $ — $ (2,835) $ — $ —

Principal Business Activity a_3

Principal Business Activity and Significant Accounting Policies (Details) distributionCenter in Thousands, $ in Millions		3 Months Ended	6 Months Ended
	Apr. 30, 2024 USD ($)	Jun. 30, 2024 USD ($)	Jun. 30, 2024 distributionCenter location segment state
Product Information [Line Items]
Number of reportable segments | segment			2
Number of points of distribution (more than) | distributionCenter			60
Number of retail pharmacy locations (more than) | location			2,600
Number of states in which the entity provides veterinary services to pet owners | state			39
Loss on sale of foreign subsidiary		$ 2.6
Products
Product Information [Line Items]
Proceeds from sale of foreign subsidiary	$ 4

Debt - Narrative (Details)

Debt - Narrative (Details) $ in Millions	Apr. 13, 2021 USD ($)	May 19, 2020 USD ($)	Jun. 30, 2024 USD ($)
Senior Secured Asset-Based Revolving Credit Facility
Debt
Maximum borrowing capacity	$ 125
Eligible investment - grade accounts	90%
Percentage of eligible investment other accounts	85%
Percentage of net orderly liquidation value of cost of certain eligible on hand and in transit inventory	85%
Percentage of qualified cash	100%
Line of credit facility, interest rate at period end			6.59%
Unused facility fee (as a percent)	0.35%
Outstanding balance			$ 0
Senior Secured Term Loan Facility
Debt
Maximum borrowing capacity	$ 300
Line of credit facility, interest rate at period end			9.71%
Floor rate	0.50%
Debt instrument, frequency of periodic payment	quarterly
Percentage of periodic payment, principal	0.25%
Senior Secured Term Loan Facility | LIBOR
Debt
Variable interest rate, basis points spread over variable reference rate (as a percent)	3.25%
Senior Secured Term Loan Facility | SOFR
Debt
Variable interest rate, basis points spread over variable reference rate (as a percent)	4.25%
Convertible Notes
Debt
Aggregate principal amount		$ 143.8
Convertible Notes | Class A common stock
Debt
Fixed interest rate		4%
Proceeds from issuance of debt		$ 137.9
Conversion ratio		0.0337268

Debt - Schedule of Components o

Debt - Schedule of Components of Long Term Debt (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Debt
Other debt	$ 13,413	$ 15,564
Net discount on debt and deferred financing fees	(5,613)	(6,587)
Long-term debt	442,550	445,227
Less current maturities of long-term debt	(6,539)	(7,407)
Long-term debt, less current installments	436,011	437,820
Term loans
Debt
Outstanding balance	291,000	292,500
Revolving credit facility
Debt
Outstanding balance	0	0
Convertible notes
Debt
Outstanding balance	$ 143,750	$ 143,750

Debt - Schedule of Future Matur

Debt - Schedule of Future Maturities of Long-Term Debt (Details) $ in Thousands	Jun. 30, 2024 USD ($)
Future maturities of long-term debt
Remainder of 2024	$ 3,739
2025	4,600
2026	147,324
2027	3,600
2028	281,100
Thereafter	$ 7,800

Intangible Assets and Goodwil_2

Intangible Assets and Goodwill - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Intangible Assets and Goodwill
Total amortizable intangibles	$ 203,402	$ 203,402
Less accumulated amortization	(85,021)	(76,912)
Total net amortizable intangibles	118,381	126,490
Intangible assets, net of accumulated amortization	151,620	159,729
Trademarks and other
Intangible Assets and Goodwill
Non-amortizable intangibles	$ 33,239	33,239
Certification
Intangible Assets and Goodwill
Useful Lives	7 years
Total amortizable intangibles	$ 350	350
Customer relationships
Intangible Assets and Goodwill
Total amortizable intangibles	159,291	159,291
Patents and processes
Intangible Assets and Goodwill
Total amortizable intangibles	12,855	12,855
Brand names
Intangible Assets and Goodwill
Total amortizable intangibles	$ 30,906	$ 30,906
Minimum | Customer relationships
Intangible Assets and Goodwill
Useful Lives	12 years
Minimum | Patents and processes
Intangible Assets and Goodwill
Useful Lives	5 years
Minimum | Brand names
Intangible Assets and Goodwill
Useful Lives	5 years
Maximum | Customer relationships
Intangible Assets and Goodwill
Useful Lives	20 years
Maximum | Patents and processes
Intangible Assets and Goodwill
Useful Lives	10 years
Maximum | Brand names
Intangible Assets and Goodwill
Useful Lives	15 years

Intangible Assets and Goodwil_3

Intangible Assets and Goodwill - Narrative (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
Amortization expense	$ 3.9	$ 6.5	$ 8.2	$ 10.7

Intangible Assets and Goodwil_4

Intangible Assets and Goodwill - Schedule of Estimated Future Amortization Expense (Details) $ in Thousands	Jun. 30, 2024 USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
Remainder of 2024	$ 7,765
2025	14,899
2026	14,303
2027	13,640
2028	12,295
Thereafter	$ 55,479

Intangible Assets and Goodwil_5

Intangible Assets and Goodwill - Schedule of Goodwill (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2023 USD ($)
Goodwill [Roll Forward]
Goodwill, beginning balance	$ 183,306
Foreign currency translation	252
R&R Acquisition	20,641
Transfer to held for sale	(4,795)
Goodwill, ending balance	199,404
Products
Goodwill [Roll Forward]
Goodwill, beginning balance	183,306
Foreign currency translation	252
R&R Acquisition	20,641
Transfer to held for sale	(4,795)
Goodwill, ending balance	199,404
Services
Goodwill [Roll Forward]
Goodwill, beginning balance	0
Foreign currency translation	0
R&R Acquisition	0
Transfer to held for sale	0
Goodwill, ending balance	$ 0

Income Tax (Details)

Income Tax (Details)	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Income Tax Disclosure [Abstract]
Effective tax rate	5.40%	2%	3.80%	3.20%

Earnings per Share - Schedule o

Earnings per Share - Schedule of Reconciliation of Basic and Diluted Earnings (Loss) per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Numerator:
Net income	$ 15,466	$ 9,553	$ 30,493	$ 19,334
Less: net income attributable to non-controlling interests	144	85	264	167
Net income attributable to PetIQ, Inc. — basic	15,322	9,468	30,229	19,167
Plus: interest expense on Convertible Notes	1,691	0	3,379	0
Net income attributable to PetIQ, Inc. — diluted	$ 17,013	$ 9,468	$ 33,608	$ 19,167
Denominator:
Weighted-average shares of Class A common stock outstanding — basic (in shares)	29,534,000	29,136,000	29,408,000	29,083,000
Dilutive effect of share-based compensation awards (in shares)	558,000	237,000	693,000	135,000
Dilutive effect of conversion of notes (in shares)	4,848,000	0	4,848,000	0
Weighted-average shares of Class A common stock outstanding — diluted (in shares)	34,940,000	29,373,000	34,949,000	29,218,000
Earnings Per Share
Earnings per share of Class A common stock — basic (in dollars per share)	$ 0.52	$ 0.32	$ 1.03	$ 0.66
Earnings per share of Class A common stock — diluted (in dollars per share)	$ 0.49	$ 0.32	$ 0.96	$ 0.66
Share-Based Payment Arrangement
Earnings Per Share
Dilutive shares excluded from computation of diluted earnings per share (in shares)	1,136,000	2,134,000	1,078,000	2,199,000
Convertible Debt Securities
Earnings Per Share
Dilutive shares excluded from computation of diluted earnings per share (in shares)		4,848,000		4,848,000

Stock Based Compensation - Narr

Stock Based Compensation - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Stock Based Compensation
Stock based compensation expense	$ 2,792	$ 2,743	$ 5,401	$ 5,208
Granted (in shares)	0		0
Stock options
Stock Based Compensation
Stock based compensation expense	$ 200	400	$ 500	900
RSU
Stock Based Compensation
Stock based compensation expense	2,600	$ 2,300	4,900	$ 4,300
Unrecognized compensation cost related to unvested stock options	$ 25,300		$ 25,300
Vesting period			2 years 10 months 24 days

Stock Based Compensation - Rest

Stock Based Compensation - Restricted Stock (Details) - RSU - $ / shares shares in Thousands	6 Months Ended	12 Months Ended
	Jun. 30, 2024	Dec. 31, 2023
Number of Shares
Beginning balance (in shares)	1,688	853
Granted (in shares)	692	1,313
Settled (in shares)	(463)	(234)
Forfeited and cancelled (in shares)	(58)	(244)
Ending balance (in shares)	1,859	1,688
Weighted Average Grant Date Fair Value
Beginning balance (in dollars per share)	$ 15.26	$ 23.06
Granted (in dollars per share)	17.37	12.02
Settled (in dollars per share)	16.38	22.72
Forfeited and cancelled (in dollars per share)	16.14	16.18
Ending balance (in dollars per share)	$ 15.74	$ 15.26

Non-Controlling Interests - Sch

Non-Controlling Interests - Schedule of Noncontrolling Interest (Details) - shares shares in Thousands	6 Months Ended	12 Months Ended
	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Amended Holdco LLC Agreement
Noncontrolling Interest [Line Items]
Beginning common stock, shares outstanding (in shares)	29,427	29,226
Stock based compensation transactions (in shares)	430	201
Exchange transactions (in shares)		0
Ending common stock, shares outstanding (in shares)	29,857	29,427
LLC Owners
Noncontrolling Interest [Line Items]
Beginning common stock, shares outstanding (in shares)	231	252
Stock based compensation transactions (in shares)	0	0
Exchange transactions (in shares)		(21)
Ending common stock, shares outstanding (in shares)	231	231
Ownership interest by continuing LLC owners	0.80%	0.80%	0.90%
PetIQ, Inc.
Noncontrolling Interest [Line Items]
Beginning common stock, shares outstanding (in shares)	29,196	28,974
Stock based compensation transactions (in shares)	430	201
Exchange transactions (in shares)		21
Ending common stock, shares outstanding (in shares)	29,626	29,196
Ownership interest in Holdco	99.20%	99.20%	99.10%

Non-Controlling Interests - Nar

Non-Controlling Interests - Narrative (Details)	Jun. 30, 2024	Jun. 30, 2023
HoldCo
Noncontrolling Interest [Line Items]
Interest held by parent	99.20%	99.20%

Commitments and Contingencies (

Commitments and Contingencies (Details) - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2024	Dec. 31, 2023
Commitments and Contingencies Disclosure [Abstract]
Accrual for litigation matters	$ 0	$ 0
Litigation expense recorded	$ 0.3

Segments - Narrative (Details)

Segments - Narrative (Details)	6 Months Ended
	Jun. 30, 2024 operatingSegment
Segment Reporting [Abstract]
Number of operating segments	2

Segments - Schedule of Financia

Segments - Schedule of Financial Information Relating to the Company's Operating Segments (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Segments
Net sales	$ 328,941	$ 314,547	$ 637,384	$ 605,018
Segment Adjusted EBITDA	39,157	34,790	74,668	67,836
Products
Segments
Net sales	291,200	278,167	568,091	537,160
Segment Adjusted EBITDA	35,930	33,279	70,535	65,474
Depreciation expense	2,116	1,861	4,340	3,677
Services
Segments
Net sales	37,741	36,380	69,293	67,858
Segment Adjusted EBITDA	3,227	1,511	4,133	2,362
Depreciation expense	$ 1,044	$ 2,303	$ 2,262	$ 4,008

Segments - Schedule of Segment

Segments - Schedule of Segment Adjusted EBITDA to Net Loss Reconciliation (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Segment Adjusted EBITDA	$ 39,157	$ 34,790	$ 74,668	$ 67,836
Depreciation	(3,160)	(4,164)	(6,602)	(7,685)
Amortization	(3,907)	(6,477)	(8,159)	(10,739)
Interest expense, net	(9,254)	(8,824)	(18,360)	(17,556)
Acquisition costs	(198)	(297)	(198)	(835)
Stock based compensation expense	(2,792)	(2,743)	(5,401)	(5,208)
Non same-store adjustment	(109)	(1,922)	(355)	(4,245)
Integration costs and business transformation costs	(573)	(618)	(1,075)	(1,594)
Litigation expenses	(193)	0	(193)	0
Impairment and other asset charges	(2,620)	0	(2,620)	0
Pretax net income	16,351	9,745	31,705	19,974
Income tax expense	(885)	(192)	(1,212)	(640)
Net income	15,466	9,553	30,493	19,334
Products
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Segment Adjusted EBITDA	35,930	33,279	70,535	65,474
Services
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Segment Adjusted EBITDA	$ 3,227	$ 1,511	$ 4,133	$ 2,362

Segments - Supplemental Revenue

Segments - Supplemental Revenue (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Segments
Total net sales	$ 328,941	$ 314,547	$ 637,384	$ 605,018
Products
Segments
Total net sales	291,200	278,167	568,091	537,160
Services
Segments
Total net sales	37,741	36,380	69,293	67,858
United States
Segments
Total net sales	327,393	312,454	634,681	601,909
United States | Products
Segments
Total net sales	289,652	276,074	565,388	534,051
United States | Services
Segments
Total net sales	37,741	36,380	69,293	67,858
Foreign
Segments
Total net sales	1,548	2,093	2,703	3,109
Foreign | Products
Segments
Total net sales	1,548	2,093	2,703	3,109
Foreign | Services
Segments
Total net sales	$ 0	$ 0	$ 0	$ 0

Segments - Property, Plant and

Segments - Property, Plant and Equipment by Geographic Location (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Segment Reporting, Asset Reconciling Item [Line Items]
Property, plant and equipment, net	$ 53,845	$ 57,097
United States
Segment Reporting, Asset Reconciling Item [Line Items]
Property, plant and equipment, net	53,845	57,097
Europe
Segment Reporting, Asset Reconciling Item [Line Items]
Property, plant and equipment, net	$ 0	$ 0

Restructuring - Narrative (Deta

Restructuring - Narrative (Details) $ in Thousands	3 Months Ended	6 Months Ended	12 Months Ended
	Jun. 30, 2024 USD ($) center	Jun. 30, 2024 USD ($) center	Dec. 31, 2023 center
Restructuring and Related Activities [Abstract]
Number of underperforming wellness centers			149
Number of wellness centers	133	133
Restructuring and related charges | $	$ 0	$ 0

Restructuring - Schedule of Res

Restructuring - Schedule of Restructuring Expenses (Details) - USD ($) $ in Thousands	3 Months Ended	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2024
Restructuring Cost and Reserve [Line Items]
Liability at December 31, 2023		$ 2,835
Expenses	$ 0	0
Cash Payments		(2,835)
Non-Cash Amounts		0
Liability at June 30, 2024	0	0
Lease termination
Restructuring Cost and Reserve [Line Items]
Liability at December 31, 2023		1,825
Expenses		0
Cash Payments		(1,825)
Non-Cash Amounts		0
Liability at June 30, 2024	0	0
Variable lease expenses
Restructuring Cost and Reserve [Line Items]
Liability at December 31, 2023		1,010
Expenses		0
Cash Payments		(1,010)
Non-Cash Amounts		0
Liability at June 30, 2024	$ 0	$ 0

Related Parties (Details)

Related Parties (Details) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023
Related Parties
Amounts due to related party	$ 3,600,000		$ 3,600,000		$ 3,600,000
Insurance Policy Premium Expense | Moreton Insurance
Related Parties
Amounts paid to related parties			6,200,000	$ 6,600,000
Investor Relations Consultant | Acadia Investor Relations L LC
Related Parties
Amounts paid to related parties	60,000	$ 100,000	60,000	100,000
Master Services Agreement | Immediate Family Member of Management or Principal Owner
Related Parties
Amounts paid to related parties	$ 30,000	$ 0	$ 60,000	$ 0
Term of agreement	39 months		39 months
Amounts due to related party	$ 400,000		$ 400,000

Subsequent Events (Details)

Subsequent Events (Details) - Subsequent Event	6 Months Ended
	Dec. 31, 2024 USD ($) center	Sep. 30, 2024 center	Aug. 07, 2024 USD ($) $ / shares
Subsequent Event [Line Items]
Common stock, conversion, right to receive cash (in dollars per share) | $ / shares			$ 31
Possible termination fee payable			$ 34,606,500
Possible termination fee receivable			69,213,000
Monetary damages for breaches of the Merger Agreement, cap			$ 100,000,000
Forecast
Subsequent Event [Line Items]
Number of wellness centers expected to be closed | center		46
Number of wellness centers expected to be converted | center	87
Total expense related to closures	$ 10,000,000
Minimum | Forecast
Subsequent Event [Line Items]
Accelerated depreciation	2,500,000
Severance and related employee costs	2,300,000
Lease closure and contract termination costs	3,600,000
Maximum | Forecast
Subsequent Event [Line Items]
Accelerated depreciation	3,500,000
Severance and related employee costs	2,700,000
Lease closure and contract termination costs	$ 4,600,000

Uncategorized Items - petq-2024

Label	Element	Value
Product [Member]
Goodwill	us-gaap_Goodwill	$ 199,404,000
Service [Member]
Goodwill	us-gaap_Goodwill	$ 0