Bed Bath & Beyond Inc.

Bed Bath & Beyond Inc. finalized its strategic acquisition of The Brand House Collective (TBHC) on April 2, 2026, through a merger where the company's wholly owned subsidiary, Knight Merger Sub II, Inc., merged with TBHC, leaving TBHC as a wholly owned subsidiary. This stock-for-stock transaction converted each TBHC common share into 0.1993 shares of BBBY common stock, providing TBHC shareholders direct equity participation in the combined entity. Fractional shares were settled in cash using the prior day's NYSE closing price of $4.66, ensuring clean rounding without ongoing rights. TBHC equity awards were addressed comprehensively: outstanding options converted based on net value multiplied by the exchange ratio, with those underwater relative to TBHC's $0.94 closing price cancelled for nil consideration, while RSUs fully vested and converted similarly. Concurrently, BBBY entered a Contribution Agreement, injecting $30 million into TBHC post-merger for general corporate needs, notably to retire debt owed to Bank of America, bolstering TBHC's balance sheet and integration. Previously disclosed in the S-4 registration and proxy statement, this deal enhances BBBY's brand portfolio, with full terms in Exhibit 2.1.