Overstock.com, Inc. (NasdaqGM:OSTK) entered into an an Asset Purchase Agreement to acquire certain assets of the Bed Bath & Beyond Inc. (OTCPK:BBBY.Q) for $21.5 million on June 12, 2023. Under the terms of transaction, Certain assets including intellectual property, business data, rights to mobile applications, and certain contracts and other related assets, and assume certain specified liabilities of the Company Parties and such acquisition of the Assets and assumption of the Liabilities. Overstock funded entire purchase price of $21.5 million with cash on hand. Sellers shall pay to Buyer a break-up fee in an amount equal to $430,000. Transaction is subject to an escrow for a portion of the purchase price, which may be returned to Overstock if specified trigger events are not satisfied. Transaction is subject to a number of customary conditions, which, among others, include, the entry of an order of the Bankruptcy Court authorizing and approving the Transaction, the performance by each party of its obligations under the Agreement and the material accuracy of each party?s representations. The Agreement contains certain termination rights for both the Company Parties and Overstock, including the right to terminate the Agreement if the Transaction is not consummated by July 3, 2023. As on June 22, 2023 Overstock.com wins auction for Bed Bath & Beyond?s intellectual property, digital assets. As of June 26, 2023, US Bankruptcy Judge Vincent Papalia approved the sale. Scott K. Charles, Michael S. Benn and Gordon S. Moodie of Wachtell, Lipton, Rosen & Katz and Josh Sussberg, P.C, Steve Toth, Daniel Elizondo, Emily Geier and Derek Hunter of Kirkland & Ellis LLP acted as legal advisor and Guggenheim Securities, LLC acted as financial advisor to Overstock.com and Bed Bath & Beyond respectively.

Overstock.com, Inc. (NasdaqGM:OSTK) completed the acquisition of certain assets of the Bed Bath & Beyond Inc. (OTCPK:BBBY.Q) on June 28, 2023. Lazard, Inc. acted as financial advisor to Bed Bath & Beyond Inc.