Chewy's Largest Shareholder Commences Public Offering with Concurrent Company Repurchase

CHWY
October 07, 2025

Chewy, Inc. announced on December 11, 2024, that Buddy Chester Sub LLC, an entity affiliated with BC Partners Advisors LP and Chewy’s largest shareholder, commenced an underwritten public offering of $500 million of its Class A common stock. Chewy itself will not sell any shares in this offering and will not receive any proceeds from the sale by the Selling Stockholder.

Concurrent with this offering, Chewy has agreed to purchase $50 million of its Class A common stock from the Selling Stockholder at a price per share equal to the offering price. This Concurrent Repurchase is being executed separately from the company’s existing $500 million share repurchase program, which was authorized on May 24, 2024, and remains unaffected.

The offering and the concurrent repurchase are expected to close by December 13, 2024, subject to customary closing conditions. This transaction will adjust the outstanding share count, with approximately 178 million shares of Class A common stock and 229 million shares of Class B common stock expected to be outstanding if the offering and repurchase are completed without the underwriter's option being exercised.

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