In 1985, C-44 enabled BBBI, a corporation headquartered in Union, New Jersey, to establish a

wholly-owned subsidiary in Toronto, Ontario with a registered office. BBBI is on NASDAQ.

Extend the stay of proceedings and provisions of the Initial Order to BBB LP, which conducts
most of Bed Bath & Beyond's retail operations and is involved in all commercial real estate
leases in Canada. BBB LP is a retailer offering various products in home, baby, beauty, and
wellness categories through multiple customer platforms. BBB Canada stores are leased by BBB
LP. 

BBB LP's retail leases are indemnified by BBBI and its Canadian store leases are held by
national or non-national landlords. Some landlords lease sites directly to BBB LP. BBB Canada's
CCAA protection is an "Event of Default" for store leases, which permits landlords to end leases,
hasten rent payments, and reclaim their property. BBB Canada uses BBBI for crucial business
support services, known as ‘Shared Services‘. BBB Canada's procurement is managed by Liberty
Procurement Co., a BBBI subsidiary. BBB Canada requires Shared Services from BBBI due to
the lack of a Canadian office with management employees. 

As of November 26, 2022, Bed Bath & Beyond Canada had assets of $427M and liabilities of
$342M. Buybuy BABY Canada's assets were $52.7M assets, $86.9M liabilities. 

The retail industry in North America rapidly changes to meet consumer demands. Pre-COVID,
Bed Bath & Beyond saw declining foot traffic as shoppers turned to online platforms like
Amazon and Wayfair. Fast changes caused more retail bankruptcies. BB&B faced similar
challenges as others. In 2018, it suffered from declining revenues and significant losses. BB&B's
ex-management devised a long-lasting business makeover strategy. 

COVID-19 halted Bed Bath & Beyond's restructuring in March 2020. COVID-19 pandemic also
led to store closures, supply chain disruptions, and inflation. BB&B's liquidity problems led to
restricted supplier credit for inventory. BBB improved finances after fixing liquidity in 2022.
Fixing Bed Bath & Beyond's decline remained difficult in fall 2022. BBB still had inventory
issues despite improvements in its accounts payables and $75M funding in 2022 holiday season. 

BBBI defaulted on January 13, 2023 by not prepaying an over-advance and satisfying a financial
covenant. BB&B and advisors discussed forbearance but no agreement reached with ABL Agent
and Sixth Street. ABL Agent notified Bed Bath & Beyond Group on Jan 23, 2023 regarding
Cash Dominion Period and delivered notices due to ongoing default events. Cash restrictions
harmed Bed Bath & Beyond's Canada and US operations. ABL Agent sent an Acceleration
Notice to Bed Bath & Beyond Group on Jan 25, 2023, citing Events of Default and asked to pay
credit facilities, with interest and fees. Bed Bath & Beyond considered options due to financial
decline. BB&B hired Lazard as advisors. Lazard is marketing Bed Bath & Beyond Group's
assets, including their Canadian business and it reached out to various partners, including two
solely for Canada operations. Lazard received a third-party inquiry regarding the Canadian
business. Lazard achieved BBBI's Feb 6, 2023 Offering, raising US $225m, with further
installments & conditional warrant issuances expected to raise US $800m with no guarantee that
the company will receive future payments. BB&B needed full proceeds to avoid bankruptcy.

The Offering closed, and the Second Amendment to the Amended Credit Agreement was made
to waive defaults, revoke acceleration notices, and lower the ABL Facility from $1.13 Billion to
$565M and boost FILO by $100M. BB&B Group will remain in cash control until credit
facilities are paid, despite the Second Amendment. BBBI may file for bankruptcy if the Offering
falls through and they can't pay their debts. No acceptable bids were received for their Canada-
only business deal. After the Feb 6, 2023 offering announcement, Lazard discussed a potential
purchase of Canadian inventory and assets with a interested buyer for a higher bid. No bids were
received over BBB Canada's liquidation inventory value. BBB Canada needs CCAA protection
ASAP. Bed Bath & Beyond can't restructure both US and Canadian businesses due to limited
funds, despite the Offering. 

In 2021, Applicant and BBB LP reported net losses to the CRA ending Nov. for 9 months. In
2022, Bed Bath & Beyond and buybuy BABY in Canada had significant losses and negative
EBITDA. BBB Canada had a negative EBITDA margin until 2022. The scenario was such that
no expansion equals cost impact on Canadian locations' profitability. They required Capital for
restocking, payment, and rebuilding relationships. The company faced Canada's store inventory
shortage due to finance, less credit, and supplier reluctance. BBB Canada relies on BBBI for
essential Shared Services including executive, legal, accounting, finance, HR, IT and it can't
afford to keep providing Shared Services or letting BBB Canada use the "Bed Bath & Beyond"
and "buybuy BABY" marks due to financial difficulties. After consideration of all the
alternatives available for BBB Canada, the Bed Bath & Beyond Inc. decided to file for creditor
protection under the CCAA.
C-44 made it possible for BBBI, a company with its headquarters in Union, New Jersey, to
establish a wholly owned subsidiary with a registered office in Toronto, Ontario, in 1985.
NASDAQ is where BBBI is. BBB LP, which is responsible for the majority of Bed Bath &
Beyond's retail operations and is involved in all Canadian commercial real estate leases, should
be granted the stay of proceedings and the provisions of the Initial Order. BBB LP is a retailer
offering different items in home, child, excellence, and wellbeing classes through numerous
client stages. BBB LP leases BBB Canada stores.

BBB LP's Canadian store leases are held by national or non-national landlords, and BBBI insures
its retail leases. However, there are instances where the BBB LP leases sites directly from some
landlords. BBB Canada's CCAA security is an "Occasion of Default" for store leases, which
licenses landowners to end leases, hurry lease installments, and recover their property. Shared
Services, which are essential business support services, are provided by BBB Canada through
BBBI. Liberty Procurement Co., a subsidiary of BBBI, is in charge of managing BBB Canada's
procurement. Due to the absence of a Canadian office with management staff, BBB Canada
requires Shared Services from BBBI.

Bed Bath & Beyond Canada had $427 million in assets and $342 million in liabilities on
November 26, 2022. Buybuy BABY Canada had $52.7 million in assets and $86.9 million in
liabilities.

To meet the needs of customers, the retail sector in North America undergoes rapid change. Bed
Bath & Beyond saw a decline in foot traffic prior to COVID as customers switched to online
retailers like Wayfair and Amazon. Retail bankruptcies increased as a result of rapid changes.
Similar obstacles existed for BB&B and others. It experienced significant losses and declining
revenues in 2018. The former management of BB&B came up with a long-term business
transformation plan.

In March 2020, Bed Bath & Beyond's restructuring was halted by COVID-19. Inflation, supply
chain disruptions, and store closures were all consequences of the COVID-19 pandemic.
Supplier credit for inventory was restricted as a result of BB&B's liquidity issues. After
addressing liquidity in 2022, BBB's finances improved. Fixing Bed Bath and Beyond's downfall
stayed troublesome in fall 2022. BBB actually had stock issues notwithstanding upgrades in its
records payables and $75M subsidizing in 2022 Christmas season.

By failing to fulfill a financial covenant and prepaying an over advance, BBBI defaulted on
January 13, 2023. Forbearance was discussed by BB&B and advisors, but Sixth Street and ABL
Agent did not agree. ABL Specialist informed BBB Gathering on Jan 23, 2023 in regards to
Money Territory Period and conveyed sees because of continuous default occasions. The
Canadian and US operations of Bed Bath & Beyond are harmed by cash restrictions. On January
25, 2023, ABL Agent sent Bed Bath & Beyond Group an Acceleration Notice citing Events of
Default and requesting that the company pay interest and fees on credit facilities. Bed Bath &
Beyond considered choices because of monetary decay. Lazard was hired by BB&B as advisors.
Lazard has reached out to a variety of partners, including two solely for Canada operations, to
market Bed Bath & Beyond Group's assets, which include their Canadian operation. Lazard got
an outsider request in regards to the Canadian business. Lazard accomplished BBBI's Feb 6,
2023 Contribution, raising US $225m, with additional portions and contingent warrant issuances
expected to raise US $800m with no assurance that the organization will get future installments.
To avoid bankruptcy, BB&B required all proceeds.

BB&B Group will remain in cash control until the credit facilities are paid for, despite the
Second Amendment, which was made after the Offering closed to waive defaults, revoke
acceleration notices, lower the ABL Facility from $1.13 billion to $565 million, and increase
FILO by $100 million. BBBI might seek financial protection on the off chance that the
Contribution falls through and they can't pay their obligations. For their exclusive business deal
with Canada, no suitable bids were received. Lazard discussed the possibility of acquiring
Canadian assets and inventory for a higher bid with an interested buyer following the
announcement of the offering on February 6, 2023. Over BBB Canada's liquidation inventory
value, no bids were received. BBB Canada needs CCAA security quickly. Bed Bath and Beyond
can't rebuild the two US and Canadian organizations because of restricted assets, regardless of
the Contribution.

In 2021, the applicant and BBB LP announced overall deficits to the CRA finishing Nov. for
quite a long time. In 2022, Bed Bath and Beyond and “BuyBuy Baby” in Canada had critical
misfortunes and negative EBITDA. Up until 2022, BBB Canada's EBITDA margin was
negative. The situation was with the end goal that no development rises to cost influence on
Canadian areas' productivity. Restocking, making payments, and reestablishing relationships
required Capital. The organization confronted Canada's store stock lack because of money, less
credit, and provider hesitance. Due to financial difficulties, BBB Canada cannot afford to
continue using the "Bed Bath & Beyond" and "buybuy BABY" marks or providing BBBI with
essential Shared Services like executive, legal, accounting, finance, HR, and IT. After thought of
the relative multitude of options accessible for BBB Canada, the Bed Bath and Beyond Inc.
chosen to petition for creditor protection under the CCAA.