Woolworths Group Limited - PETstock Pty Ltd

Summary

Woolworths Group Limited proposes to acquire a 55% interest in PETstock Pty Ltd (Petstock).

Petstock is an Australian and New Zealand specialty pet retailer, with a broad range of pet products, rural supplies, and pet services in-store and online. It operates under various retail banners, including PETstock, Best Friends, My Pet Warehouse, Pet City and PETstock Country.

Woolworths and Petstock both supply pet food, pet accessories and pet health products in Australia. Woolworths stocks pet products at Woolworths supermarkets and in BIG W stores.

Market definition

The ACCC considered the effect of the proposed acquisition on markets including:

1. national and local markets for the retail supply of pet related products and services, both generally and separately in relation to the grocery, discount department and pet speciality segments, and
2. market/s for the wholesale supply of pet products.

In reaching its final decision, the ACCC considered the effects of the proposed acquisition on these markets from a number of perspectives, and did not consider that a precise definition of these markets would significantly alter the competition assessment.

Competition analysis

The ACCC assessed whether:

1. the proposed acquisition is likely to substantially lessen competition in the retail supply of pet products nationally or locally
2. whether Woolworths may be able to leverage its buyer power in wholesale grocery markets to pressure suppliers to supply key speciality pet brands in its supermarkets or Big W and alter wholesale supply dynamics and terms in such a way that smaller retailers are no longer able to compete
3. the proposed acquisition is likely to substantially lessen competition in markets for the acquisition or wholesale supply of pet products.

Based on the feedback from market inquiries and other information available to it, the ACCC concluded that the proposed acquisition was not likely to substantially lessen competition in any of the relevant markets because:

1. Market feedback indicated speciality pet and grocery are distinct channels in the pet industry, with speciality pet retail stores providing a different product and service offering to supermarkets and discount department stores. Woolworths and Petstock therefore likely operate in distinct channels for the supply of pet related products and services by grocery and speciality pet retailers and do not compete closely with one another.
2. To the extent that Woolworths and Petstock are regarded as competing in the same market, a combined Woolworths-Petstock would be constrained in this market by a large number of other suppliers in the market nationally and locally including Coles, Bunnings, Kmart, online retailers (such as Amazon and Pet Circle), other pet speciality retailers (such as Petbarn and Pets Domain), discount department stores and other supermarkets.
3. As there is currently limited overlap in Woolworths and Petstock’s suppliers and they represent distinct channels in the pet industry, the proposed acquisition will not, in itself, increase Woolworths and Petstock’s buyer power.

Undertakings

On 14 December 2023, the ACCC announced acceptance of a court-enforceable undertaking from Petstock to divest a package of sites and assets, including 41 retail stores, following the ACCC’s enforcement investigation into past acquisitions by Petstock.

The ACCC also announced its acceptance of a court-enforceable undertaking from Woolworths containing obligations to support Petstock’s divestiture as a majority shareholder following the acquisition.

Media Release

Undertakings Register