Pizza Pizza Royalty Corp. adds 39 Restaurants to, and removes 19 Restaurants from, the Royalty Pool

Executive Summary

• Effective January 1, 2026 the royalty pool was adjusted to add 39 new restaurants (32 Pizza Pizza and 7 Pizza 73) and remove 19 closed or recombined locations.
• The adjustment increased Pizza Pizza Limited’s (PPL) ownership in Pizza Pizza Royalty Corp. from 26.2% to 27.2% of fully‑diluted common shares via additional Class B and Class D equivalent shares.
• Net system sales added to the royalty pool were $4.393 M for Pizza Pizza locations and $2.132 M for Pizza 73 locations, partially offsetting a $720 K make‑whole carryforward amount.

Key Details

• Royalty Pool Composition (2026): 814 restaurants total – 712 Pizza Pizza and 102 Pizza 73 (up from 794 in 2024).
• System Sales Added:
• Pizza Pizza: $8.404 M (new) – $4.011 M (closed) = $4.393 M net added.
• Pizza 73: $2.332 M (new) – $0.200 M (closed) = $2.132 M net added.
• Make‑Whole Carryforward: Reduced from $720 K to $1.412 M after applying the net Pizza 73 sales.
• Exchange Multiplier Changes:
• Class B Exchange Multiplier increased to 2.736117, yielding 162,536 additional equivalent shares (80% of forecasted entitlement).
• Class D Exchange Multiplier increased to 23.23316, yielding 78,341 additional equivalent shares (80% of forecasted entitlement).
• PPL Ownership Post‑Adjustment:
• Equivalent Shares representing 27.2 % of fully diluted common shares (up from 26.2%).
• Detailed share counts shown in Table 1 (public float 24,618,392; Class B equivalent shares 6,700,299; Class D equivalent shares 2,244,975).
• Holdback Provision: 20 % of the additional equivalent shares are held back, to be released once actual restaurant sales are known in early 2027.
• Amended Pizza 73 Licence & Royalty Agreement: Introduces “transitioned” and “combined” restaurant mechanisms with recombination payments to protect royalty income when restaurants close or merge.

Notable Quotes

(No direct quotes were provided in the release.)