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BBB Foods Inc. Announces Pricing of Secondary Offering

1. TBBB offers 21 million Class A shares at $28.25 each. 2. Expected closure of the offering is on February 7, 2025. 3. Underwriters can buy an additional 3.15 million shares. 4. TBBB is one of Mexico's fastest-growing retailers. 5. SEC has approved the registration statement for this offering.

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FAQ

Why Neutral?

Dilution from share offering is usually neutral to slightly bearish, depending on market perception.

How important is it?

The share offering can influence TBBB's market perception and investment attractiveness.

Why Short Term?

The short-term impact may be felt as shares are issued and traded.

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BTCN
MEXICO CITY--(BUSINESS WIRE)--BBB Foods Inc. (“BBB Foods”, “we”, “us”, and “our”) (NYSE:TBBB) announced today the pricing of an underwritten public offering of 21,000,000 Class A common shares which are being offered by certain selling shareholders at a public offering price of $28.25 per Class A common share. The offering is being made pursuant to a registration statement on Form F-1 filed with the U.S. Securities and Exchange Commission (“SEC”). The offering is expected to close on or about February 7, 2025, subject to customary closing conditions. In connection with the offering, the selling shareholders have granted the underwriters the option to purchase up to 3,150,000 additional Class A common shares at the public offering price, less underwriting discounts and commissions. J.P. Morgan Securities LLC and Morgan Stanley & Co. LLC are acting as global coordinators and Banco BTG Pactual, S.A. – Cayman Branch, Santander US Capital Markets LLC and Scotia Capital (USA) Inc. are acting as joint bookrunners of this offering. The offering is being made only by means of a prospectus. When available, copies of the final prospectus related to the offering may be obtained from: J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, or by email at prospectus-eq_fi@jpmchase.com and postsalemanualrequests@broadridge.com; or Morgan Stanley & Co. LLC, Attention: Prospectus Department, 180 Varick Street, 2nd Floor, New York, NY 10014 or by email to: prospectus@morganstanley.com. A registration statement on Form F-1 relating to these securities has been filed with, and declared effective by, the SEC. Copies of the registration statement can be accessed through the SEC’s website at www.sec.gov. This press release shall not constitute an offer to sell or a solicitation of an offer to buy the securities described herein, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. About BBB Foods Inc. BBB Foods Inc., a proudly Mexican company, is a pioneer and leader of the grocery hard discount model in Mexico and one of the fastest growing retailers in the country as measured by its sales and store growth rates. The 3B name, which references “Bueno, Bonito y Barato” - a Mexican saying which translates to “Good, Nice and Affordable” - summarizes Tiendas 3B’s mission of offering irresistible value to budget savvy consumers through great quality products at bargain prices. By delivering value to the Mexican consumer, we believe we contribute to the economic well-being of Mexican families. In a landmark achievement, Tiendas 3B was listed on the New York Stock Exchange in February 2024 under the ticker symbol “TBBB.” For more information, please visit: https://www.investorstiendas3b.com.

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