Bed Bath & Beyond, Inc. announced the completion of its acquisition of The Container Store Holdings, LLC on July 8, 2026, bringing the home organization retailer under its corporate umbrella. The company has now filed an amended disclosure with the Securities and Exchange Commission providing audited financial statements of The Container Store and pro forma financial information reflecting the combined operations. The disclosure represents the second major acquisition for Bed Bath & Beyond in recent months, following its April 2, 2026 acquisition of The Brand House Collective, Inc.

Key Points

  • NYSE: BBBY-WT (Warrants to Purchase Shares of Common Stock)
  • Bed Bath & Beyond completed acquisition of The Container Store Holdings, LLC on July 8, 2026, following an Agreement and Plan of Merger dated April 2, 2026
  • The Container Store Group, Inc. operates as a direct wholly owned subsidiary of The Container Store Holdings, which is now wholly owned by Bed Bath & Beyond
  • Audited financial statements of The Container Store for fiscal year ended March 28, 2026 and pro forma combined financial information through March 31, 2026 have been filed with regulators

Transaction Structure and Timeline

Bed Bath & Beyond executed the acquisition of The Container Store Holdings, LLC through a merger transaction involving TCS Merger Sub, LLC, a Delaware limited liability company and wholly owned subsidiary of Bed Bath & Beyond. The Merger Sub merged with and into The Container Store Holdings, with The Container Store Holdings surviving the transaction as a wholly owned subsidiary of Bed Bath & Beyond. The Agreement and Plan of Merger governing the transaction was dated April 2, 2026, with the acquisition closing on July 8, 2026.

The Container Store Group, Inc. operates as a direct wholly owned subsidiary of The Container Store Holdings. This transaction represents a significant expansion of Bed Bath & Beyond's retail portfolio, adding the home organization and storage solutions business operated by The Container Store to the company's existing operations.

Financial Statements and Pro Forma Disclosures

The Container Store's audited consolidated financial statements as of and for the fiscal year ended March 28, 2026 have been filed as exhibits to the amended disclosure. The financial statements also include data as of March 29, 2025, covering the period from January 26, 2025 through March 29, 2025 for the successor entity, and for the period from March 31, 2024 through January 25, 2025 and the fiscal year ended March 30, 2024 for the predecessor entity, along with related notes.

Bed Bath & Beyond has also provided unaudited pro forma condensed combined financial information reflecting both the Container Store acquisition and the previously reported acquisition of The Brand House Collective, Inc. completed on April 2, 2026. The pro forma balance sheet is presented as of March 31, 2026, while the pro forma statements of operations cover the three months ended March 31, 2026 and the year ended December 31, 2025. The company disclosed that this pro forma information is presented for informational purposes only and is not indicative of what Bed Bath & Beyond's actual results of operations or financial position would have been had the transactions occurred on the relevant dates, nor does it project future results.

Amendment to Original Filing and Disclosure Timeline

Bed Bath & Beyond originally filed a Current Report on July 9, 2026 to announce the acquisition completion. The company stated in that original report that it would file historical financial statements and pro forma financial information by amendment no later than 71 days from the date the original report was required to be filed. The amended disclosure filed on July 27, 2026 satisfies this obligation by providing Item 9.01 financial statement and exhibit information.

The amended disclosure specifically states that it modifies only Item 9.01 of the original report and should be read in conjunction with the original report for a complete description of the transaction. All other information in the original filing remains unchanged by this amendment.

Auditor Consents and Certifications

PricewaterhouseCoopers LLP, the independent auditor of The Container Store for the fiscal year ended March 28, 2026, has provided consent for the filing of the audited financial statements. Ernst & Young LLP, which served as independent auditor for The Container Store as of March 29, 2025 and for the successor and predecessor periods, has also provided consent for inclusion of the financial statements in the amended disclosure.

The presence of auditor consents indicates that the financial statements have been independently verified and are appropriate for inclusion in public filings with the Securities and Exchange Commission.

Related Prior Acquisition Activity

The Container Store acquisition represents the second major transaction completed by Bed Bath & Beyond in 2026. On April 2, 2026, Bed Bath & Beyond also completed its acquisition of The Brand House Collective, Inc. The pro forma financial information filed in the amended disclosure incorporates the effects of both the Container Store acquisition and the Brand House Collective acquisition, providing a combined view of the company's pro forma operations following both transactions.

The inclusion of both acquisitions in the pro forma statements of operations reflects the strategic direction Bed Bath & Beyond is pursuing through portfolio expansion in the home goods and retail sectors. The pro forma information covers periods through March 31, 2026 for the balance sheet and through December 31, 2025 for the statements of operations.

Executive Certification

The amended disclosure was signed by Marcus Lemonis, Chief Executive Officer of Bed Bath & Beyond, on July 27, 2026, certifying the filing pursuant to the requirements of the Securities Exchange Act of 1934. Lemonis' signature indicates that management has authorized the filing and takes responsibility for the accuracy and completeness of the information provided.

Securities Registration and Continued Trading

Bed Bath & Beyond's common stock, with a par value of $0.0001 per share, remains registered and trading on the New York Stock Exchange under the ticker symbol BBBY. The company's warrants to purchase shares of common stock are also registered on the New York Stock Exchange and trade under the symbol BBBY WS.

The completion of the Container Store acquisition does not alter the registration status or trading symbols of Bed Bath & Beyond's securities. Investors continue to access the same securities through their existing trading arrangements.

Pro Forma Information Purpose and Limitations

The company explicitly stated that the pro forma financial information included in the amended disclosure has been presented for informational purposes only as required by Securities and Exchange Commission rules. The pro forma presentations do not purport to represent or be indicative of what Bed Bath & Beyond's actual results of operations or financial position would have been had the Container Store and Brand House Collective acquisitions occurred on the dates specified in the pro forma presentations.

Furthermore, the pro forma information is not intended to project the future results of operations or financial position that Bed Bath & Beyond may achieve following the acquisitions. Investors should understand that pro forma financial statements are theoretical constructs designed to illustrate the combined entity's financial structure and are not predictions of actual future performance. The actual results realized by the combined company may differ materially from the pro forma presentations depending on numerous factors including integration timing, operational synergies, and market conditions.

Document Exhibits and Interactive Data

The amended disclosure includes exhibits providing detailed documentation of the transaction and financial information. Exhibit 99.1 contains the audited consolidated financial statements of The Container Store and its subsidiaries, while Exhibit 99.2 contains the unaudited pro forma condensed combined balance sheet and statements of operations. Exhibits 23.1 and 23.2 provide the required consents from the independent auditors, PricewaterhouseCoopers LLP and Ernst & Young LLP respectively.

The filing also includes Exhibit 104, a cover page interactive data file with cover page XBRL tags embedded within the iXBRL document, which enables machine-readable access to key filing information for regulators, data aggregators, and researchers.