Bed Bath & Beyond Inc (fka BBBYQ)

[eastunder]

Bed Bath & Beyond Inc. Launches New $300 Million At-the-Market Offering Program

https://www.sec.gov/Archives/edgar/data/886158/000119312523084725/d477204dex991.htm

EX- 99.1

UNION, N.J., March 30, 2023 — Bed Bath & Beyond Inc. (Nasdaq: BBBY) (the “Company”) announced today that it filed a prospectus supplement with the U.S. Securities and Exchange Commission (“SEC”) under which it may offer and sell up to $300 million of shares of its common stock from time to time through an “at-the-market” offering program (“ATM Program”) with a maximum aggregate offering amount of up to $300 million. The timing and amount of any sales will be determined by a variety of factors considered by the Company.

Common Stock will be offered through B. Riley Securities Inc. (“B. Riley”), which is serving as the sales agent. B. Riley may sell Common Stock by any lawful method deemed to be an “at-the-market offering” defined by Rule 415(a)(4) of the Securities Act of 1933, as amended, including without limitation, sales on any existing trading market. Sales may be made at market prices prevailing at the time of a sale or at prices related to prevailing market prices. As a result, sales prices may vary.

The Company’s prospectus supplement filed today supplements information contained in the accompanying prospectus contained in the shelf registration statement on Form S-3 (File No. 333-267173) for the offering of Common Stock. Potential investors should review the prospectus, the prospectus supplement and all other related documents that the Company has filed with the SEC for complete corporate information, including information pertaining to the ATM Program and the risks associated with investing in the Company. Investors can obtain copies of the prospectus supplement and the accompanying prospectus by visiting the SEC’s website at www.sec.gov. Alternatively, potential investors may contact B. Riley, who will arrange to provide them these documents, by telephone at (703)-312-9580 or by email at [e-mail].

EX - 99.2

Bed Bath & Beyond Inc. Enters into Committed Equity Facility for Additional Funding

Builds on Recent Launch of New At-the-Market Offering

Terminates Previously Issued Warrants for Series A Convertible Preferred Stock

Provides Business Update

https://www.sec.gov/Archives/edgar/data/886158/000119312523084725/d477204dex992.htm

UNION, N.J., March 30, 2023 — Bed Bath & Beyond Inc. (Nasdaq: BBBY) (the “Company”) announced today that concurrent with a new, At-The-Market offering program (“ATM Program”) launched earlier today, the Company has also entered into a common stock purchase agreement and a registration rights agreement (collectively, “Committed Equity Facility”) with B. Riley Principal Capital II, LLC to provide additional capital to the Company. Simultaneously, the Company is terminating its previous public equity offering and all outstanding warrants for Series A Convertible Preferred Stock associated with that offering. The Company intends to file a registration statement on Form S-1 with respect to the Committed Equity Facility, upon the effectiveness of which the Company would be permitted to begin selling additional securities pursuant to its terms.

The potential net proceeds from these financing transactions will be used immediately to fulfill conditions set forth in an amendment to the Company’s credit facility filed earlier today. The Company expects to utilize its amended credit facility to enable its strategic initiatives in fiscal 2023, such as investing in merchandise inventory, which will be further supported by a realigned store footprint and cost structure.

Sue Gove, President & CEO of Bed Bath & Beyond Inc. said, “The actions we’ve taken have enabled us to create the necessary financial runway to begin restoring our iconic Bed Bath & Beyond and buybuy BABY businesses. We have raised $360 million of equity capital since the beginning of February, cured our default under our credit agreement, repaid material amounts of our ABL facility, completed our interest payment for our Senior Notes, all while jumpstarting our turnaround plans.”

Ms. Gove continued, “The customer experience remains our top priority and we are making meaningful progress to improve our business and calibrate to customer demand. In addition to leveraging our recent capital to reinvest in high demand inventory, we are also developing a third-party consignment program that will allow us to fortify our product assortments by expanding merchandise availability from key supplier partners. We are on pace to achieve our target of 360 top-performing Bed Bath & Beyond stores by the end of April, in addition to our existing 120 buybuy BABY stores. In conjunction with our online business, these productive stores are pivotal to our omni-channel strategy and future profitability.”

Ms. Gove concluded, “As demonstrated by our plans for additional equity capital, our work remains focused on creating operational and financial avenues for further progress. We believe today’s launch of the ATM Program will expand the reach of our equity program, and accelerate the return of our nationally recognized Bed Bath & Beyond and buybuy BABY brands back to prominence.”

As of March 27, 2023, the Company had a total of approximately 435 million shares of common stock issued, and approximately 295 million shares of common stock available for issuance.

In conjunction with today’s business update, the Company is providing the following preliminary financial results for the fiscal 2022 fourth quarter (ended February 25, 2023):


Net Sales of approximately $1.2 billion

Comparable Sales decline in the 40% to 50% range1

Continuation of negative operating losses

Modest free cash flow usage

The Company has not yet completed its fiscal year 2022 fourth quarter and full year financial close and plans to provide its full financial results for the fiscal 2022 fourth quarter and full year at the end of April 2023. Until that time, the preliminary results described in this press release are estimates only and remain subject to change and finalization.