BBBY agrees to acquire TBHC via stock merger; TBHC holders get 0.1993 BBBY shares

BED BATH & BEYOND, INC.

BBBY to acquire The Brand House Collective via merger; TBHC shareholders receive 0.1993 BBBY shares per share.
Merger subject to TBHC shareholder approval, SEC S-4 effectiveness, and payoff/amendment of TBHC's Bank of America credit facility.
Termination fee of $1,025,300 payable by TBHC to BBBY under certain termination scenarios.
BBBY increased delayed draw term loan commitments to TBHC by $10M to $30M; TBHC borrowed $10M concurrently.
Merger expected to close by May 24, 2026, subject to extensions.

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