Simpson Thacher represented PetSmart, Inc. (“PetSmart”) in connection with its previously announced acquisition of Chewy, Inc. (“Chewy”). In addition, Simpson Thacher represented PetSmart in connection with Rule 144A/ Regulation S offerings of $1.35 billion aggregate principal amount of 5.875% Senior First Lien Notes due 2025 and $650 million aggregate principal amount of 8.875% Senior Notes due 2025. PetSmart used the net proceeds of the offerings, together with proceeds of an approximately $1 billion equity contribution by PetSmart’s existing investor group and cash on hand, to finance the consummation of its acquisition of Chewy, which closed concurrently with the offerings.
PetSmart is North America’s leading provider of products, services and solutions for the lifetime needs of pets. PetSmart was acquired in 2015 by a consortium led by BC Partners, Inc.
Chewy is a leading online retailer of pet food and products in the United States. Founded in 2011 by entrepreneurs Ryan Cohen and Michael Day, Chewy set out to offer pet parents the expertise and service of a local pet store with the convenience of online shopping.
The Simpson Thacher team included Anthony Vernace, Ravi Purushotham, Sara Campbell and Alvin Kwong (M&A); Ryan Bekkerus, Sunny Cheong, Jean Park, Benjamin Heriaud, Yu Mizutani, Jonathan Kovacs and Sarah Pelham (Capital Markets); Jennifer Hobbs, Eli Isak, Adam Moss and Katherine Smith (Credit); Gregory Grogan, Patricia Adams and Christopher Scavone (ECEB); Gary Mandel, Jonathan Cantor and Sarah Katz (Tax); Michael Isby and Louise Kruger (Environmental); Marcela Robledo, Linda Nyberg and Marissa Lambert (Intellectual Property); and Peter Guryan, Richard Jamgochian and Preston Miller (Competition). Summer Associates Kindall Jackson and Matthew Closs provided valuable assistance.