Metro : 2025Annual Information FormPDF - 1.068 KO

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Annual Information Form Fiscal year ended September 27, 2025 ‌TABLE OF CONTENTS FORWARD-LOOKING INFORMATION 1 BACKGROUND 2 INCORPORATION 2 ABOUT OUR COMPANY 4 OUR FOOD DIVISION 5 OUR PHARMACY DIVISION 5 OUR PRODUCTS, BRANDS AND SERVICES 6 OUR PEOPLE 9 GENERAL DEVELOPMENT OF THE BUSINESS OVER THE LAST THREE (3) YEARS 10 CORPORATE RESPONSIBILITY 15 CORPORATE RESPONSIBILITY GOVERNANCE 16 SHARE CAPITAL STRUCTURE 16 LONG-TERM DEBT 18 DIRECTORS AND OFFICERS 21 LEGAL PROCEEDINGS 24 INTERESTS AND MATERIAL CONTRACTS 25 ADDITIONAL INFORMATION 25 SCHEDULE A - INFORMATION ON THE AUDIT COMMITTEE 27 SCHEDULE B - MANDATE OF THE AUDIT COMMITTEE 29 Unless the context indicates otherwise, the use in this Annual Information Form of the terms "our", "we", "us" "METRO", "Company", and "Corporation" collectively refers to Metro Inc., its subsidiaries and partnerships, or, depending on the context, to one of them, and the term "Metro" refers to the stores operated under the Metro and Metro Plus banners. All disclosures in this Annual Information Form are as of September 27, 2025 unless otherwise indicated. METRO's public disclosure documents referred to from time to time in this Annual Information Form are incorporated by reference and may be found in their entirety on the System for Electronic Document Analysis and Retrieval ("SEDAR+") ( SEDAR+ Landing Page ) or on METRO's corporate website ( Metro | Corporate Website ). Unless stated otherwise, all amounts set forth herein are expressed in Canadian dollars. This Annual Information Form pertains to the 52-week fiscal year of the Corporation ended on September 27, 2025, unless stated otherwise and except for information in documents incorporated by reference that have a different date. ‌Forward-Looking Information Throughout this annual information form (the "Annual Information Form"), different statements have been used that could, within the context of the regulations issued by the Canadian Securities Administrators, be construed as being forward-looking information. In general, any statement contained in this Annual Information Form, which does not constitute a historical fact, may be deemed a forward-looking statement. Expressions such as, "will", "considers", "should", "expects", "believe", "aimed" and other similar expressions as well as the use of the future or conditional tense are generally indicative of forward-looking statements. The forward-looking statements contained in this Annual Information Form are based upon certain assumptions, that we believe were reasonable as of December 10, 2025, regarding the Canadian food and pharmacy industries, the economy in general, our annual budget as well as our 2026 action plan and financial results for the 2025 fiscal year. Risk factors that could cause actual results or events to differ materially from our expectations as expressed in, or implied by, our forward-looking statements are described and discussed under the "Risk Management" section of the Corporation's Fiscal 2025 Management's Discussion and Analysis and Consolidated Financial Statements (the " 2025 Annual Report "). The forward-looking statements contained in this Annual Information Form do not provide any guarantee as to the future performance of the Corporation and are subject to potential known and unknown risks, as well as uncertainties that could cause our financial position, financial performance, cash flows, business or reputation to differ significantly. Additional risks and uncertainties that we currently deem to be immaterial may also prove to have a material adverse effect. The Corporation believes these statements to be reasonable and relevant at the date of publication of this Annual Information Form and to represent its expectations. The Corporation does not intend to update any forward-looking statement contained herein, except as required by applicable law. 1 ANNUAL INFORMATION FORM 2025 ‌Background With a history going back to 1947, METRO is a leader in the food and pharmacy retailing industry with more than 1,600 retail outlets in Canada and annual sales of more than $22 billion. Proudly founded in the province of Quebec, we are a Canadian company which its shares trade on the Toronto Stock Exchange ("TSX") under the symbol "MRU". As of September 27, 2025, we had a total market capitalization of $19.8 billion. Our business risks are discussed in the "Risk Management" section of our 2025 Annual Report which is incorporated by reference in this Annual Information Form. Our 2025 Annual Report is available on SEDAR+ ( https://www.sedarplus.ca ) and on our website ( https://www.corpo.metro.ca ). The following timeline highlights the key events in the Corporation's history: ‌Incorporation The Corporation is currently governed by the Business Corporations Act (Quebec) and results from the amalgamation of Métro-Richelieu Group Inc. and United Grocers Inc. on April 30, 1982. The name of the resulting company was Groupe des Épiciers Unis Métro-Richelieu Inc. Métro-Richelieu Group Inc. was incorporated under the name Magasins LaSalle Stores Limited by letters patent dated December 22, 1947, under the Companies Act (Quebec). The Corporation changed its name multiple times before adopting the Métro-Richelieu Group Inc. name in 1979. United Grocers Inc. was incorporated under the Companies Act (Quebec) by letters patent dated August 31, 1928. After the amalgamation of Métro-Richelieu Group Inc. and United Grocers Inc. on April 30, 1982, Groupe des Épiciers Unis Métro-Richelieu Inc. changed its name twice: once by certificate of amendment dated September 25, 1986, from Groupe des Épiciers Unis Métro-Richelieu Inc., which name it had used since the amalgamation on April 30, 1982, to Métro-Richelieu Inc., and a second time by certificate of amendment dated January 26, 2000, to its present name. The share capital of the Corporation is composed of an unlimited number of common shares and an unlimited number of preferred shares. The Corporation's previous dual-class share structure was eliminated on February 1, 2012, by certificate of consolidation. All the issued and outstanding Class B multiple-voting shares of the Corporation at the time were converted into Class A subordinate-voting shares (one vote per share) on a one-to-one basis. The subordinate-voting shares were then designated as common shares. The Corporation also then amended its ticker symbol from "MRU.A" to "MRU" to reflect the elimination of its dual-class share structure. The Corporation's head office and principal place of business is located at 11011 Maurice-Duplessis Boulevard, Montreal (Quebec) H1C 1V6. 2 ANNUAL INFORMATION FORM 2025 Our Subsidiaries Metro Inc. is a holding company which carries on its business through its subsidiaries and affiliated entities. The following table lists the Corporation's main subsidiaries and affiliated entities, the province in which they mainly carry on their activities and the jurisdiction under which they are incorporated or organized. All of our subsidiaries and affiliated entities were wholly-owned as of December 10, 2025. Jurisdiction of incorporation Québec Metro Richelieu inc. ("Metro Richelieu") Canada McMahon Distributeur pharmaceutique inc. ("McMahon") Canada Metro Québec Real Estate Inc. Canada Adonis Group Inc. ("Adonis Group") Canada Phoenicia Group Inc. ("Phoenicia Group") Canada Première Moisson Group Inc. ("Première Moisson Group") Canada Metro Manufacturing Group Inc. Canada Metro Brands G.P. Québec The Jean Coutu Group (PJC) Inc. ("Jean Coutu Group") Québec RX Information Centre Ltd Canada Pro Doc Ltée ("Pro Doc") Québec Ontario Metro Ontario inc. ("Metro Ontario") Canada Metro Ontario Pharmacies Limited Canada Metro Ontario Real Estate Limited Canada 3 ANNUAL INFORMATION FORM 2025

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