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August 27, 2025
Should Chewy Buy Petco?
In a comprehensive piece penned Aug. 26, Forbes contributor Richard Kestenbaum made the case for Chewy to acquire Petco — a superficially feasible play given that the former commands a market cap of $16.8 billion while the latter is pegged at just $892.8 million, as of this writing.
But Kestenbaum’s primary line of reasoning was made crystal clear.
Citing NeilsenIQ data indicating that 14.2% of pet sales revenue is derived from consumers who solely shop brick-and-mortar, and 3.8% from those who only shop online (with the former figure dropping and the latter rising YoY), he argued that with 82% of revenue coming from customers who shop both channels, it makes sense for Chewy and Petco to combine efforts to capture a wider consumer demographic.
Further, a mere 7.1% of Petco’s 2024 revenue came from online sales, with Petco showing weakness in terms of having the ability to convincingly capture that portion of the market.
“[These consumers] want to be ‘omni,’ shopping both online and in store. But Petco and Chewy customers find themselves unable to buy their pet food and supplies from the same merchant when they shift channels between online and in-store,” Kestenbaum wrote.
“That’s not what consumers want but it’s what they have. And that’s why the two should get together,” he added.
Other reasons provided for the hypothetical buyout:
- Both Chewy and Petco have seen their stock prices crash in the post-pandemic era, with Chewy shedding more than 60% of its value and Petco a more substantial 80%-plus. Kestenbaum saw a combination of the two companies as a beginning response to a “convergence of online and physical stores” and other challenges facing the pet supply and care retail segment.
- With Walmart, Target, and other competitors offering not only low prices but established phygital storefronts or marketplaces, Chewy is left in the lurch to compete without a brick-and-mortar presence. A timely acquisition of Petco could solve this problem, potentially.
- Given that both Chewy and Petco are publicly traded companies, Petco (with its business being “under a lot of stress,” per the Forbes contributor) would be forced to respond to any serious offer made by Chewy. And with Chewy seeing shares sell at 26.6x for each dollar of EBIDTA versus 9.8x for Petco, any acquisition of Petco would likely see Chewy stock trend upward.
- A combination of the pair’s resources provides exactly what consumers are looking for, and a post-merger Chewy-Petco would be “transformational,” in the author’s words.
Chewy’s Potential Buyout of Petco Remains Unlikely
Not everything is bright and sunny in Kestenbaum’s analysis, however, as he pointed out that this prospective deal was “most likely not” on the table, at least in the near future.
Both companies are expected to experience earnings growth ahead, adding a layer of disincentive to the mix. Given the large organizational structures of both retailers, decisions of this magnitude don’t exactly come about easily, nor quickly. Meanwhile, Chewy has made inroads into the Canadian market, as well as with vet clinics, meaning it’s already engaged in some form of expansion aside from a potential acquisition.
The buyout itself could be botched, facing a “universe of issues involving merchandising, technology, and strategy” which would have to be hurdled in order to stave off the loss of once-loyal customers, Kestenbaum concluded.
Nonetheless, he quoted Bob Rubin — CEO and Founder of pet industry advisory Breakaway Advisors — as saying that this move could be imperative for Chewy and Petco, should they want to maintain relevance and stave off successful competitors.
“If you really want to go up against PetSmart and Walmart and Amazon, you have to do something big like this,” Rubin said.
Discussion Questions
Should Chewy consider a buyout of Petco? Do you think the reasoning provided is solid, or are there holes in the argument?
Should Chewy and Petco merge, would they actually be able to fend off advances from larger retailers like Walmart and Amazon, given a more narrow focus? Why or why not?
Poll
BrainTrust
Mohamed Amer, PhD
CEO & Strategic Board Advisor, Strategy Doctor
Carol Spieckerman
President, Spieckerman Retail
Neil Saunders
Managing Director, GlobalData
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A buyout makes sense in some ways; not least because it rounds out the multichannel propositions of both retailers. However, it also comes with massive risks for Chewy. Petco is loss making and, despite this, Chewy would still need to pay a premium for it. That’s not attractive. Even if the financials could be made to work, integrating systems and the differential approaches to service would be further obstacles to overcome. From a pure financial perspective, it would honestly be better for Chewy investors if the business was sold to Amazon or Walmart – although this would be a shame as Chewy is a great firm.
So the reaction to B&M only-buying becoming less common is that an online retailer should buy a primarly B&M one? The logic escapes me. This is like any- and every other buyout: eliminating competition, with the (potentially but by no means certain) rationale that the survivor will be better able to “compete”. I’ll just play with a ball of yarn while I ponder a paws-up or -down.
At least the thesis wasn’t that Chewy should but M*s or even Kohl’s!
How ’bout Sears?
(or is BBB the right suitor for them ?) 🙂
Pets Bath Sears and Beyond
Great retail conglomerate!
As always, Richard’s points are well thought out. The points about online vs. brick-and-mortar are well taken, but the brands aren’t synergistic. I buy from Chewy whenever possible because the selection and shipping are awesome and I don’t want to support or experience in person Petco’s live animal sales business. I’ve successfully avoided Petco stores for years however, just this past weekend, I dropped into a location out of necessity. The visit confirmed my aversion, as animals were being held in deplorable conditions. I’m not the only loyal Chewy customer who avoids Petco.
I believe this is real for more customers than people know.
This proposition fails the HBS three-test framework. The better-off test asks whether the combined entity is better off than operating independently (clear synergies). Omnichannel completion reveals the core opportunity – “pass.” Second is the ownership test: Is the combination better than an alliance/partnership for capturing these synergies? Buyout is not necessary to capture the synergies; a partnership is viable – “fail.” The third test: can Chewy organize to capture more value than alternative owners? Chewy lacks the turnaround expertise needed for Petco’s distressed operations, and its flat organizational structure is poorly suited for Petco’s structure and operations. Chewy’s core competence is antithetical to fixing physical retail challenges. Amazon, Tractor Supply, and PE would create greater value- “fail.” This may give an immediate bump to Petco’s shareholders, but in the long run, it would be a value-destructive move.
Chewy has a better brand, customer experience, and product offering than Petco. Chewys culture and value proposition would be a better lead to oversee both companies. But as a few others here have stated, reorganizing and shedding the Petco structure would be a daunting undertaking for Chewy. And it might be more than they can or should handle. Chewy might be better off on the sidelines, putting marketing and merchandising on full throttle towards their own model as Petco continues to struggle, crumble or get bought.
Perfect analysis.