THREE MONTHS ENDED JUNE 30, 2026 COMPARED TO THE THREE MONTHS ENDED JUNE 30, 2025 Net Sales Consolidated net sales for the three months ended June 30, 2026 were $141.6 million, representing an increase of $9.7 million, or 7.4%, as compared to net sales of $131.9 million for the corresponding period in 2025. In constant currency, a non-GAAP financial measure, which excludes the impact of foreign exchange fluctuations and was determined by applying 2026 average rates to 2025 local currency amounts, consolidated net sales increased by $9.5 million, or 7.2%, as compared to consolidated net sales in the corresponding period in 2025. Net sales for the U.S. segment for the three months ended June 30, 2026 were $128.2 million, an increase of $8.9 million, or 7.5%, as compared to net sales of $119.3 million for the corresponding period in 2025. For the three months ended June 30, 2026, net sales were favorably impacted by higher selling prices, reflecting the implementation of price increases for the Company’s U.S. customers that went into effect during the third quarter of 2025. Net sales for the U.S. segment’s Kitchenware product category were $85.4 million for the three months ended June 30, 2026, an increase of $2.9 million, or 3.5%, as compared to $82.5 million for the corresponding period in 2025. The increase was driven by an increase in sales for kitchen tools and kitchen measurement products. These increases were partially offset by a decrease in sales for cutlery and boards and bakeware products. Net sales for the U.S. segment’s Tableware product category were $23.6 million for the three months ended June 30, 2026, an increase of $2.3 million, or 10.8%, as compared to $21.3 million for the corresponding period in 2025. The increase was primarily attributable to higher sales in the warehouse club channel for dinnerware. Net sales for the U.S. segment’s Home Solutions product category were $19.2 million for the three months ended June 30, 2026, an increase of $3.7 million, or 23.9%, as compared to $15.5 million for the corresponding period in 2025. The increase was primarily attributable to higher sales for home décor products in the warehouse club and dollar channel. Net sales for the International segment were $13.4 million for the three months ended June 30, 2026, an increase of $0.8 million, or 6.3%, as compared to net sales of $12.6 million for the corresponding period in 2025. In constant currency, a non-GAAP financial measure, which excludes the impact of foreign exchange fluctuations, net sales increased by $0.7 million, or 5.3%, as compared to consolidated net sales in the corresponding period in 2025. The increase was driven by higher selling prices in Asia-Pacific region, higher sales for retail customers in Australia and New Zealand, as well as higher sales in continental Europe. These increases were partially offset by lower sales in the U.K. Gross margin Gross margin for the three months ended June 30, 2026 was $93.2 million, or 65.9%, as compared to $50.8 million, or 38.6%, for the corresponding period in 2025. Gross margin for the U.S. segment was $87.5 million, or 68.3%, for the three months ended June 30, 2026, as compared to $46.7 million, or 39.1%, for the corresponding period in 2025. The increase was driven by a benefit in the current period from tariff refunds of $40.1 million related to prior periods, higher selling prices, partially offset by product mix. Gross margin for the International segment was $5.7 million, or 42.5%, for the three months ended June 30, 2026, as compared to $4.1 million, or 32.5%, for the corresponding period in 2025. The increase in gross margin percentage was driven by customer mix and higher selling prices for products sold in the Asia-Pacific region. Distribution expenses Distribution expenses for the three months ended June 30, 2026 were $20.1 million, as compared to $17.3 million for the corresponding period in 2025. Distribution expenses as a percentage of net sales were 14.2% for the three months ended June 30, 2026, as compared to 13.1% for the three months ended June 30, 2025. Distribution expenses as a percentage of net sales for the U.S. segment were 12.8% and 11.4% for the three months ended June 30, 2026 and 2025, respectively. Distribution expense during the three months ended June 30, 2026 and 2025 included $2.2 million and $0.1 million for relocation and redesign costs related to the Company’s warehouses. As a percentage of sales shipped from the Company’s U.S. warehouses, excluding non-recurring expenses, distribution expenses were 11.9% and 11.0% - 35 - Table of Contents for the three months ended June 30, 2026 and 2025, respectively. The increase in expenses as a percentage of sales was attributable to an increase in employee expenses as a result of reduced labor management efficiencies, higher insurance expenses and facility supply expenses. The increase was partially offset by higher sales resulting in a favorable impact on fixed expenses, and lower freight-out expenses due to customer mix. Distribution expenses as a percentage of net sales for the International segment were 27.3% for the three months ended June 30, 2026, compared to 29.8% for the corresponding period in 2025. As a percentage of sales shipped from the Company’s international warehouses distribution expenses were 24.2% and 26.8% for the three months ended June 30, 2026 and 2025, respectively. The decrease in expenses as a percentage of sales was attributable to higher sales resulting in a favorable impact of fixed expenses. Selling, general and administrative expenses Selling, general and administrative expenses for the three months ended June 30, 2026 were $39.5 million, an increase of $2.0 million, or 5.3%, as compared to $37.5 million for the corresponding period in 2025. Selling, general and administrative expenses for the U.S. segment were $31.2 million for the three months ended June 30, 2026, as compared to $29.5 million for the corresponding period in 2025. As a percentage of net sales, selling, general and administrative expenses were 24.3% and 24.7% for the three months ended June 30, 2026 and 2025, respectively. The increase in selling, general and administrative expenses was attributable to higher incentive compensation, partially offset by a decrease in the provision for doubtful accounts in the current period. The decrease in selling, general and administrative expenses as a percentage of net sales, was also attributable to the impact of fixed costs on higher sales volume. Selling, general and administrative expenses for the International segment were $3.3 million for the three months ended June 30, 2026, as compared to $3.7 million for the corresponding period in 2025. As a percentage of net sales, selling, general and administrative expenses were 24.6% and 29.4% for the three months ended June 30, 2026 and 2025, respectively. The decrease in selling, general and administrative expenses was attributable to lower employee expenses and sales commissions. The decrease in selling, general and administrative expenses as a percentage of net sales, was attributable to the impact of fixed costs on higher sales volume. Unallocated corporate expenses for the three months ended June 30, 2026 was $5.1 million, as compared to expenses of $4.3 million for the corresponding period in 2025. The increase compared to the prior period was attributable to an increase in professional fees and legal expenses, and higher incentive compensation in the current period. Restructuring expense Restructuring expenses for the three months ended June 30, 2026 were $2.0 million, which consist of employee severance expenses related to the east coast distribution facility relocation of $1.2 million, and restructuring expenses with the closure of certain manufacturing operations of $0.8 million. See NOTE 1 — BASIS OF PRESENTATION AND SUMMARY OF ACCOUNTING POLICIES to the unaudited condensed consolidated financial statements included in this Quarterly Report on Form 10-Q for additional information. Goodwill impairment During the second quarter of 2025, the Company’s qualitative assessment of goodwill indicated triggering events had occurred in its U.S. reporting unit. The Company performed an interim impairment test of the goodwill in the U.S. reporting unit, that resulted in a $33.2 million non-cash goodwill impairment charge. Interest expense Interest expense was $4.1 million and $5.1 million for the three months ended June 30, 2026 and 2025, respectively. The decrease in expense was a result of lower average outstanding borrowings in the current period, and lower interest rates on outstanding borrowings. Mark to market gain (loss) on interest rate derivatives Mark to market gain on interest rate derivatives was $0.2 million for the three months ended June 30, 2026, as compared to mark to market loss of $0.2 million for the three months ended June 30, 2025. The gain (loss) recognized for the three months ended June 30, 2026 and 2025, respectively, was attributable to the change in the fair value due to the change in the projected interest rate environment. The mark to market amount represents the change in fair value on the Company’s interest rate derivatives that have not been designated as hedging instruments. These derivatives were entered into for purposes of locking-in - 36 - Table of Contents a fixed interest rate on a portion of the Company’s variable interest rate debt. As of June 30, 2026, the intent of the Company is to hold these derivative contracts until their maturity. Income taxes Income tax provision of $8.1 million and income tax benefit of $2.8 million for the three months ended June 30, 2026 and 2025, respectively, represent taxes on both U.S. and foreign earnings at a combined effective income tax rate of 29.2% and benefit rate of 6.5%, respectively. The effective tax rate for the three months ended June 30, 2026 differs from the federal statutory income tax rate of 21.0% primarily due to the impact of non-deductible expenses. The effective tax rate for the three months ended June 30, 2025 differs from the federal statutory income tax rate of 21.0% primarily due to a partial valuation allowance on U.S. deferred tax assets that are not more likely than not to be realized as a result of the goodwill impairment in the second quarter. MANAGEMENT’S DISCUSSION AND ANALYSIS SIX MONTHS ENDED JUNE 30, 2026 COMPARED TO THE SIX MONTHS ENDED JUNE 30, 2025 Net Sales Consolidated net sales for the six months ended June 30, 2026 were $285.1 million, an increase of $13.2 million, or 4.9%, as compared to net sales of $271.9 million for the corresponding period in 2025. In constant currency, a non-GAAP financial measure, which excludes the impact of foreign exchange fluctuations and was determined by applying 2026 average rates to 2025 local currency amounts, consolidated net sales increased by $12.0 million, or 4.4%, as compared to consolidated net sales in the corresponding period in 2025. Net sales for the U.S. segment for the six months ended June 30, 2026 were $258.9 million, an increase of $11.1 million, or 4.5%, as compared to net sales of $247.8 million for the corresponding period in 2025. For the six months ended June 30, 2026, net sales were favorably impacted by higher selling prices, reflecting the implementation of price increases for the Company's U.S. customers that became effective during the third quarter of 2025. Net sales for the U.S. segment’s Kitchenware product category were $163.9 million for the six months ended June 30, 2026, an increase of $1.9 million, or 1.2%, as compared to $162.0 million for the corresponding period in 2025. The increase was driven by higher sales for kitchen tools and kitchen measurement products, partially offset by lower sales for cutlery and boards, bakeware products and specialty kitchenware products. Net sales for the U.S. segment’s Tableware product category were $49.5 million for the six months ended June 30, 2026, an increase of $0.6 million, or 1.2%, as compared to $48.9 million for the corresponding period in 2025. The increase was driven by warehouse club programs for flatware and dinnerware, partially offset by lower sales for dinnerware in the dollar channel. Net sales for the U.S. segment’s Home Solutions product category were $45.5 million for the six months ended June 30, 2026, an increase of $8.6 million, or 23.3%, as compared to $36.9 million for the corresponding period in 2025. The increase was primarily attributable to higher sales for home décor products in the warehouse club and dollar channel. Net sales for the International segment were $26.2 million for the six months ended June 30, 2026, an increase of $2.1 million, or 8.7%, as compared to net sales of $24.1 million for the corresponding period in 2025. In constant currency, a non-GAAP financial measure, which excludes the impact of foreign exchange fluctuations, net sales increased by $1.0 million, or 3.9%, as compared to consolidated net sales in the corresponding period in 2025. The increase was driven by higher selling prices in Asia-Pacific region, higher sales for retail customers in Australia and New Zealand, as well as higher sales in continental Europe. These increases were partially offset by lower sales in the U.K. Gross margin Gross margin for the six months ended June 30, 2026 was $147.4 million, or 51.7%, as compared to $101.5 million, or 37.3%, for the corresponding period in 2025. Gross margin for the U.S. segment was $136.9 million, or 52.9%, for the six months ended June 30, 2026, as compared to $93.4 million, or 37.7%, for the corresponding period in 2025. The increase was driven by a benefit in the current period from tariff refunds of $40.1 million related to prior periods, higher selling prices, partially offset by product mix. - 37 - Table of Contents Gross margin for the International segment was $10.5 million, or 40.1%, for the six months ended June 30, 2026, as compared to $8.1 million, or 33.6%, for the corresponding period in 2025. The increase in gross margin percentage was driven by customer mix and higher selling prices for products sold in the Asia-Pacific region. Distribution expenses Distribution expenses for the six months ended June 30, 2026 were $37.7 million, as compared to $35.4 million for the corresponding period in 2025. Distribution expenses as a percentage of net sales were 13.2% for the six months ended June 30, 2026, as compared to 13.0% for the six months ended June 30, 2025. Distribution expenses as a percentage of net sales for the U.S. segment were 11.8% and 11.4% for the six months ended June 30, 2026 and 2025, respectively. Distribution expenses during the six months ended June 30, 2026 and 2025 included $2.4 million and $0.1 million, respectively, for relocation and redesign costs related to the Company's warehouses. As a percentage of sales shipped from the Company’s U.S. warehouses, excluding non-recurring expenses, distribution expenses were 11.4% and 11.5% for the six months ended June 30, 2026 and 2025, respectively. The decrease in expenses as a percentage of sales was attributable to lower volume due to sales mix resulting in a decrease of employee expenses, partially offset by higher insurance expenses. Distribution expenses as a percentage of net sales for the International segment were 26.9% for the six months ended June 30, 2026, compared to 29.1% for the corresponding period in 2025. As a percentage of sales shipped from the Company’s international warehouses, distribution expenses were 23.7% and 25.9% for the six months ended June 30, 2026 and 2025, respectively. The decrease in expenses as a percentage of sales was primarily attributed to lower warehouse expenses, higher sales resulting in a favorable impact of fixed expenses, partially offset by an increase in freight-out expenses due to volume increase and customer mix. Selling, general and administrative expenses Selling, general and administrative expenses for the six months ended June 30, 2026 were $76.3 million, an increase of $7.3 million, or 10.6%, as compared to $69.0 million for the corresponding period in 2025. Selling, general and administrative expenses for the U.S. segment were $59.4 million for the six months ended June 30, 2026, as compared to $59.5 million for the corresponding period in 2025. As a percentage of net sales, selling, general and administrative expenses were 22.9% and 24.0% for the six months ended June 30, 2026 and 2025, respectively. Selling, general and administrative expenses remained flat year-over-year, as decreases in employee expenses and provision for doubtful accounts in the current period were fully offset by higher incentive compensation. The decrease in selling, general and administrative expenses as a percentage of net sales, was attributable to the impact of fixed costs on higher sales volume. Selling, general and administrative expenses for the International segment were $6.9 million for the six months ended June 30, 2026, as compared to $7.4 million for the corresponding period in 2025. As a percentage of net sales, selling, general and administrative expenses were 26.3% and 30.7% for the six months ended June 30, 2026 and 2025, respectively. The decrease was primarily attributable to lower employee expenses, sales commissions and advertising expenses, partially offset by unfavorable foreign currency exchange impacts. Unallocated corporate expenses for the six months ended June 30, 2026 were $10.0 million, as compared to expenses of $2.1 million for the corresponding period in 2025. The increase in expenses was driven by the recognition of a net legal settlement gain of $6.4 million in the prior period, an increase in professional fees and legal expenses, and higher incentive compensation in the current period. Goodwill impairment During the second quarter of 2025, the Company’s qualitative assessment of goodwill indicated triggering events had occurred in its U.S. reporting unit. The Company performed an interim impairment test of the goodwill in the U.S. reporting unit as of June 30, 2025, that resulted in a $33.2 million non-cash goodwill impairment charge. Restructuring expense Restructuring expenses were $4.0 million for the six months ended June 30, 2026, which consist of restructuring expenses related to the east coast distribution facility relocation of $2.4 million, restructuring expenses with the closure of certain manufacturing operations of $1.4 million, and Project Concord severance expense of $0.2 million. See NOTE 1 — BASIS OF PRESENTATION AND SUMMARY OF ACCOUNTING POLICIES to the unaudited condensed consolidated financial statements included in this Quarterly Report on Form 10-Q for additional information. - 38 - Table of Contents Interest expense Interest expense was $8.6 million and $10.0 million for the six months ended June 30, 2026 and 2025, respectively. The decrease in expense was a result of lower average outstanding borrowings in the current period. Mark to market gain (loss) on interest rate derivatives Mark to market gain on interest rate derivatives was $0.5 million for the six months ended June 30, 2026, as compared to mark to market loss of $0.7 million for the six months ended June 30, 2025. The decrease was attributable to the change in the fair value based on the increase in interest rates. The mark to market amount represents the change in fair value on the Company’s interest rate derivatives that have not been designated as hedging instruments. These derivatives were entered into for purposes of locking-in a fixed interest rate on a portion of the Company’s variable interest rate debt. As of June 30, 2026, the intent of the Company is to hold these derivative contracts until their maturity. Income taxes Income tax provision of $6.4 million and income tax benefit of $2.9 million for the six months ended June 30, 2026 and 2025, respectively, represent taxes on both U.S. and foreign earnings at a combined effective income tax provision rate of 30.2% and benefit rate of 6.2%, respectively. The effective tax rate for the six months ended June 30, 2026 differs from the federal statutory income tax rate of 21.0% primarily due to foreign losses for which no tax benefit is recognized as such amounts are fully offset with a valuation allowance. The effective tax rate for the six months ended June 30, 2025 differs from the federal statutory income tax rate of 21.0% primarily due to a partial valuation allowance on U.S. deferred tax assets that are not more likely than not to be realized as a result of the goodwill impairment in the second quarter. LIQUIDITY AND CAPITAL RESOURCES The Company’s principal sources of cash to fund liquidity needs are: (i) cash provided by operating activities and (ii) borrowings available under its revolving credit facility under the ABL Agreement, as defined below. The Company’s primary uses of funds consist of working capital requirements, capital expenditures, acquisitions and investments, payments of dividends, and payments of principal and interest on its debt. At June 30, 2026, the Company had cash and cash equivalents of $5.5 million, compared to $4.3 million at December 31, 2025. Working capital was $195.9 million at June 30, 2026, compared to $242.6 million at December 31, 2025. Liquidity as of June 30, 2026 was $150.6 million, consisting of $5.5 million of cash and cash equivalents, $128.3 million of availability under the ABL Agreement, and $16.8 million of available funding under the Receivables Purchase Agreement. Inventory, a large component of the Company’s working capital, is expected to fluctuate from period to period, with inventory levels higher primarily in the June through October time period. The Company also expects inventory turnover to fluctuate from period to period based on product and customer mix. Certain product categories have lower inventory turnover rates as a result of minimum order quantities from the Company’s vendors or customer replenishment needs. Certain other product categories experience higher inventory turns due to lower minimum order quantities or trending sale demands. For the three months ended June 30, 2026, inventory turnover was 1.0 times, or 365 days, as compared to 1.5 times, or 241 days, for the three months ended June 30, 2025. Inventory turns improved primarily due to the recognition of tariff refunds related to prior periods. The Company believes that availability under the revolving credit facility, cash on hand and cash flows from operations are sufficient to fund the Company’s operations for the next twelve months. However, if circumstances were to adversely change, the Company may seek alternative sources of liquidity including debt and/or equity financing. However, there can be no assurance that any such alternative sources would be available or sufficient. The Company is in active negotiations with potential lenders to refinance its current revolving credit facility and Term Loan. The Company cannot provide assurance that it will successfully complete a refinancing on favorable terms, or at all. The Company closely monitors the creditworthiness of its customers. Based upon its evaluation of changes in customers’ creditworthiness, the Company may modify credit limits and/or terms of sale. However, notwithstanding the Company’s efforts to monitor its customers’ financial condition, the Company could be materially adversely affected by future changes in these conditions. Indebtedness On August 26, 2022, the Company entered into Amendment No. 2 (the “Amendment”) to the Company’s credit agreement, dated as of March 2, 2018 (as amended, the “ABL Agreement”) among the Company, as a Borrower, certain subsidiaries of the - 39 - Table of Contents Company, as Borrowers and/or Loan Parties, JPMorgan Chase Bank, N.A., as Administrative Agent and a Lender. The ABL Agreement provides for a senior secured asset-based revolving credit facility in the maximum aggregate principal amount of $200.0 million, which facility will mature on August 26, 2027. The ABL Agreement is subject to an earlier springing maturity date of May 28, 2027, 90 days prior to the Term Loan maturity date of August 26, 2027, if the Company’s Term Loan has not been repaid or refinanced by such date. On November 14, 2023, the Company entered into Amendment No. 2 to amend the Loan Agreement, dated as of March 2, 2018, among the Company, as Borrower, the other loan parties from time to time party thereto, the lenders from time to time party thereto, and JPMorgan Chase Bank, N.A., as Administrative Agent (as amended, the “Term Loan” and together with the ABL Agreement, the “Debt Agreements”). The Term Loan had an initial principal amount of $150.0 million, and matures on August 26, 2027. The Term Loan requires the Company to make quarterly payments of principal each equal to 1.25% of the aggregate principal amount of the Term Loan, which commenced on March 31, 2024, with the remaining balance payable on the maturity date. The Term Loan requires the Company to make an annual prepayment of principal, beginning with the fiscal year ending December 31, 2024, based upon a percentage of the Company’s excess cash flow, (“Excess Cash Flow”), if any. The percentage applied to the Company’s Excess Cash Flow is based on the Company’s Total Net Leverage Ratio (as defined in the Debt Agreements). When an Excess Cash Flow payment is required, each lender has the option to decline a portion or all of the prepayment amount payable to it. Under the Term Loan, when the Company makes an Excess Cash Flow prepayment, the payment is first applied to satisfy the next eight (8) scheduled future quarterly required payments of the Term Loan in order of maturity and then to the remaining scheduled installments on a pro rata basis. The maximum borrowing amount under the ABL Agreement may be increased up to $250.0 million if certain conditions are met. One or more tranches of additional term loans (the “Incremental Term Facilities”) may be added under the Term Loan if certain conditions are met. The Incremental Term Facilities may not exceed the sum of (i) $50.0 million plus (ii) an unlimited amount so long as, in the case of (ii) only, the Company’s secured net leverage ratio, as defined in and computed on a pro forma basis pursuant to the Term Loan, after giving effect to such increase, is no greater than 3.25 to 1.00, subject to certain limitations and for the period defined pursuant to the Term Loan but not to mature earlier than the maturity date of the then existing term loans. As of June 30, 2026 and December 31, 2025, the total availability under the ABL Agreement were as follows (in thousands): June 30, 2026 December 31, 2025 Maximum aggregate principal allowed $ 179,936 $ 185,588 Outstanding borrowings under the ABL Agreement(1) (37,906) (54,105) Standby letters of credit (13,766) (11,564) Total availability under the ABL Agreement $ 128,264 $ 119,919 (1) At June 30, 2026, the outstanding principal under the ABL Agreement is classified as current in the condensed consolidated balance sheet as the springing maturity of the ABL Agreement falls due in the next 12 months. Availability under the ABL Agreement is limited to the lesser of the $200.0 million commitment thereunder and the borrowing base and therefore depends on the valuation of certain current assets comprising the borrowing base. The borrowing capacity under the ABL Agreement will depend, in part, on eligible levels of accounts receivable and inventory that fluctuate regularly. Due to the seasonality of the Company’s business, the Company may have greater borrowing availability during the third and fourth quarters of each year. Consequently, the $200.0 million commitment thereunder may not represent actual borrowing capacity. The Company’s borrowing capacity may be further limited by the Term Loan financial covenant of 5.00 to 1.00 maximum Total Net Leverage Ratio. As of June 30, 2026, the availability under the ABL Agreement was $128.3 million. - 40 - Table of Contents The current and non-current portions of the Company’s Term Loan included in the condensed consolidated balance sheets were as follows (in thousands): June 30, 2026 December 31, 2025 Current portion of Term Loan: Term Loan payment $ — $ 7,500 Estimated unamortized debt issuance costs — (2,478) Total Current portion of Term Loan $ — $ 5,022 Non-current portion of Term Loan: Term Loan, net of current portion $ 113,125 $ 127,500 Estimated unamortized debt issuance costs (2,793) (1,573) Total Non-current portion of Term Loan $ 110,332 $ 125,927 During the three months ended June 30, 2026, the Company made a voluntary prepayment under the Term Loan of $20.0 million. The prepayment was applied to reduce the outstanding principal and satisfied remaining quarterly payments due under the loan. Subsequent to June 30, 2026, the Company made a second voluntary prepayment of $20.0 million. As of June 30, 2026, the Company estimates that no Excess Cash Flow payment will be due for 2026. For the year ended December 31, 2025, there was no Excess Cash Flow payment due for 2025. The Company’s payment obligations under its Debt Agreements are unconditionally guaranteed by its existing and future U.S. subsidiaries with certain minor exceptions. Certain payment obligations under the ABL Agreement are also direct obligations of its foreign subsidiary borrowers designated as such under the ABL Agreement and, subject to limitations on such guaranty, are guaranteed by the foreign subsidiary borrowers, as well as by the Company. The obligations of the foreign subsidiary borrowers under the ABL Agreement are secured by security interests in substantially all of the assets of, and stock in, such foreign subsidiary borrowers, subject to certain limitations. The obligations of the Company under the Debt Agreements and any hedging arrangements and cash management services and the guarantees by its domestic subsidiaries in respect of those obligations are secured by security interests in substantially all of the assets and stock (but in the case of foreign subsidiaries, limited to 65% of the capital stock in first-tier foreign subsidiaries and not including the stock of subsidiaries of such first-tier foreign subsidiaries) owned by the Company and the U.S. subsidiary guarantors, subject to certain exceptions. Such security interests consist of (1) a first-priority lien, subject to certain permitted liens, with respect to certain assets of the Company and certain of its subsidiaries (the “ABL Collateral”) pledged as collateral in favor of lenders under the ABL Agreement and a second-priority lien in the ABL Collateral in favor of the lenders under the Term Loan and (2) a first-priority lien, subject to certain permitted liens, with respect to certain assets of the Company and certain of its subsidiaries (the “Term Loan Collateral”) pledged as collateral in favor of lenders under the Term Loan and a second-priority lien in the Term Loan Collateral in favor of the lenders under the ABL Agreement. Borrowings under the revolving credit facility bear interest, at the Company’s option, at one of the following rates: (i) an alternate base rate, defined, for any day, as the greater of the prime rate, a federal funds and overnight bank funding based rate plus 0.5% or one-month Adjusted Term Secured Overnight Financing Rate (“SOFR”) plus 1.0% as of a specified date in advance of the determination, but in each case not less than 1.0%, plus a margin of 0.25% to 0.50%, or (ii) Adjusted Term SOFR, which is the Term SOFR Rate for the selected 1, 3 or 6 month interest period plus 0.10% (or Euro Interbank Offered Rate “EURIBOR” for borrowings denominated in Euro; or Sterling Overnight Index Average “SONIA” for borrowings denominated in Pounds Sterling), but in each case not less than zero, plus a margin of 1.25% to 1.50%. The respective margins are based upon average quarterly availability, as defined in and computed pursuant to the ABL Agreement. In addition, the Company pays a commitment fee of 0.20% to 0.25% per annum based on the average daily unused portion of the aggregate commitment under the ABL Agreement. The interest rate on outstanding borrowings under the ABL Agreement at June 30, 2026 was between 5.10% and 7.13%. The Company paid a commitment fee of 0.25% on the unused portion of the ABL Agreement during the six months ended June 30, 2026. The Term Loan bears interest, at the Company’s option, at one of the following rates: (i) alternate base rate, defined, for any day, as the greater of (x) the prime rate, (y) a federal funds and overnight bank funding based rate plus 0.5% or (z) one-month Adjusted Term SOFR, but not less than 1.0%, plus 1.0%, plus a margin of 4.5% or (ii) Adjusted Term SOFR (Term SOFR plus the Term SOFR Adjustment) for the applicable interest period, but not less than 1.0%, plus a margin of 5.5%. The interest rate on outstanding borrowings under the Term Loan at June 30, 2026 was 9.27%. - 41 - Table of Contents The Debt Agreements provide for customary restrictions and events of default. Restrictions include limitations on additional indebtedness, liens, acquisitions, investments and payment of dividends, among other things. Under the Term Loan, the Total Net Leverage Ratio is not permitted to be greater than 5.00 to 1.00 determined as of the end of each fiscal quarters. Further, the ABL Agreement provides that during any period (a) commencing on the last day of the most recently ended four consecutive fiscal quarters on or prior to the date availability under the ABL Agreement is less than the greater of $20.0 million and 10% of the aggregate commitment under the ABL Agreement at any time and (b) ending on the day after such availability has exceeded the greater of $20.0 million and 10% of the aggregate commitment under the ABL Agreement for 45 consecutive days, the Company is required to maintain a minimum fixed charge coverage ratio of 1.10 to 1.00 as of the last day of any period of four consecutive fiscal quarters. The Company was in compliance with the covenants of the Debt Agreements at June 30, 2026. The Company expects that it will continue to borrow, subject to availability, and repay funds under the ABL Agreement based on working capital and other corporate needs. Covenant Calculations Adjusted EBITDA (a non-GAAP financial measure), which is defined in the Company’s Debt Agreements, is used in the calculation of the Fixed Charge Coverage Ratio, Secured Net Leverage Ratio, Total Leverage Ratio and Total Net Leverage Ratio, which are required to be provided to the Company’s lenders pursuant to its Debt Agreements. The Company’s adjusted EBITDA (including pro forma adjustments), for the trailing twelve months ended June 30, 2026 was $92.0 million. Capital expenditures for the six months ended June 30, 2026 were $5.2 million. Non-GAAP financial measure Adjusted EBITDA is a non-GAAP financial measure within the meaning of Regulation G and Item 10(e) of Regulation S-K, each promulgated by the SEC. This measure is provided because management of the Company uses this financial measure in evaluating the Company’s on-going financial results and trends, and management believes that exclusion of certain items allows for more accurate period-to-period comparison of the Company’s operating performance by investors and analysts. Management also uses this non-GAAP information as an indicator of business performance. Adjusted EBITDA, as discussed above, is also one of the measures used to calculate financial covenants required to be provided to the Company’s lenders pursuant to its Debt Agreements. Investors should consider this non-GAAP financial measure in addition to, and not as a substitute for, the Company’s financial performance measures prepared in accordance with U.S. GAAP. Further, the Company’s non-GAAP information may be different from the non-GAAP information provided by other companies including other companies within the home retail industry. - 42 - Table of Contents The following is a reconciliation of the net (loss) income, as reported, to Adjusted EBITDA, for each of the last four quarters and the 12 months ended June 30, 2026: Quarter Ended Twelve Months Ended June 30, 2026 September 30, 2025 December 31, 2025 March 31, 2026 June 30, 2026 (in thousands) Net (loss) income as reported $ (1,189) $ 18,152 $ (4,772) $ 19,609 $ 31,800 Income tax provision (benefit) 2,861 (3,220) (1,676) 8,104 6,069 Interest expense 5,013 5,048 4,512 4,122 18,695 Depreciation and amortization 5,398 5,315 5,282 5,362 21,357 Gain on disposition of fixed assets (94) — — — (94) Mark to market loss (gain) on interest rate derivatives 8 (1) (294) (210) (497) Stock compensation expense 994 201 1,043 949 3,187 Severance expense — 241 — — 241 Acquisition-related diligence expenses 49 1,799 1,104 972 3,924 Restructuring expenses 304 24 2,030 1,980 4,338 Warehouse relocation and redesign expenses(1) 76 48 159 2,242 2,525 Pro forma adjustments(2) 500 Adjusted EBITDA(3) $ 13,420 $ 27,607 $ 7,388 $ 43,130 $ 92,045 (1) For the twelve months ended June 30, 2026, warehouse relocation and redesign expenses were related to the U.S. segment. (2) Pro forma adjustments represent operating expense reductions projected by the Company as a result of actions taken through June 30, 2026 or expected to be taken within 18 months of June 30, 2026, net of the benefits realized during the twelve months ended June 30, 2026. These actions include cost savings for the International segment related to Project Concord. (3) Adjusted EBITDA is a non-GAAP financial measure that is defined in the Company’s debt agreements. Adjusted EBITDA is defined as net (loss) income, adjusted to exclude income tax provision (benefit), interest expense, depreciation and amortization, gain on disposition of fixed assets, mark to market loss (gain) on interest rate derivatives, stock compensation expense, and other items detailed in the table above that are consistent with exclusions permitted by the Company’s debt agreements. Accounts Receivable Purchase Agreement To improve its liquidity during seasonally high working capital periods, the Company has an uncommitted Receivables Purchase Agreement with HSBC Bank USA, National Association (“HSBC”) as Purchaser (the “Receivables Purchase Agreement”). Under the Receivables Purchase Agreement, the Company may offer to sell certain eligible accounts receivable (the “Receivables”) to HSBC, which may accept such offer, and purchase the offered Receivables. Under the Receivables Purchase Agreement, following each purchase of Receivables, the outstanding aggregate purchased Receivables shall not exceed $30.0 million. HSBC will assume the credit risk of the Receivables purchased, and the Company will continue to be responsible for all non-credit risk matters. The Company will service the Receivables, and as such servicer, collect and otherwise enforce the Receivables on behalf of HSBC. The term of the agreement is for 364 days and shall automatically be extended for annual successive terms unless terminated. Either party may terminate the agreement at any time upon sixty days’ prior written notice to the other party. The Company did not sell receivables to HSBC during the three and six months ended June 30, 2026 and June 30, 2025. At June 30, 2026, $16.8 million of accounts receivable were available for sale to HSBC, net of applicable charges. Derivatives The Company’s risk management strategy includes the use of derivative financial instruments to manage its exposure to interest rate movements and to reduce the volatility of earnings and cash flows associated with changes in foreign currency exchange rates primarily to offset the earnings impact related to inventory purchases. The Company does not enter into derivative transactions for trading purposes. The Company classifies cash flows from its derivative transactions as cash flows from operating activities in the consolidated statements of cash flows. The Company’s derivatives expose it to credit risks from possible non-performance by counterparties. The Company has limited its credit risk by entering into derivative transactions exclusively with investment-grade rated financial institutions and monitors the creditworthiness of these financial institutions on an ongoing basis. The Company utilizes standard counterparty master netting agreements that net certain foreign currency and interest rate swap transactions in the event of the insolvency of - 43 - Table of Contents one of the parties to the transaction. These master netting arrangements permit the Company to net amounts due from the Company to counterparty with amounts due to the Company from the same counterparty. Although all of the Company’s recognized derivative assets and liabilities are subject to enforceable master netting arrangements, the Company has elected to present these assets and liabilities on a gross basis. The Company does not anticipate non-performance by any of its counterparties. Interest Rate Swaps To manage its exposures to interest rate movements, the Company primarily uses interest rate swaps as part of its interest rate risk management strategy. These interest rate swaps involve the receipt of variable amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount. In March 2024 and October 2024, the Company entered into interest rate swap agreements, each with an aggregate notional value of $25.0 million and expiring in August 2027. These non-designated interest rate swaps serve as cash flow hedges of the Company’s exposure to the variability of the payment of interest on a portion of its Term Loan borrowings. The Company’s total outstanding notional value of interest rate swaps was $50.0 million at June 30, 2026. Foreign Exchange Contracts To reduce the impact of changes in foreign currency exchange rates on its results, from time to time the Company is a party to certain foreign exchange contracts, primarily to offset the earnings impact related to fluctuations in foreign currency exchange rates associated with inventory purchases. The Company designates these contracts for accounting purposes as cash flow hedges. The Company purchases foreign currency forward contracts with terms of less than 18 months. The aggregate gross notional value of foreign exchange contracts at June 30, 2026 was zero. Operating activities Net cash provided by operating activities was $46.0 million for the six months ended June 30, 2026, as compared to net cash provided by operating activities of $26.1 million for the six months ended June 30, 2025. The increase from 2026 compared to 2025 was attributable to higher operating results, the timing of payments for accounts payable and accrued expenses, and a lower investment in inventory. This was partially offset by the timing of accounts receivable collections and the changes in the Company's prepaid expenses and other current assets in the current period. Investing activities Net cash used in investing activities was $5.2 million and $2.7 million for the six months ended June 30, 2026 and 2025, respectively. The increase in investment activities was driven by purchases of equipment for the Hagerstown Facility. Financing activities Net cash used in financing activities was $39.6 million for the six months ended June 30, 2026, as compared to net cash used in financing activities of $14.4 million for the six months ended June 30, 2025. The change was attributable to higher repayments of the term loan and higher net repayments of the revolving credit facility in the 2026 period. Stock repurchase program On March 14, 2022, the Company announced that its Board of Directors authorized the repurchase of up to $20.0 million of the Company’s common stock, replacing the Company’s previously-authorized $10.0 million share repurchase program. The repurchase authorization permits the Company to effect repurchases from time to time through open market purchases and privately negotiated transactions. No shares were repurchased during the six months ended June 30, 2026. As of June 30, 2026, the remaining dollar amount available for repurchases under the Board of Directors’ authorized plan was $11.1 million. - 44 - Table of Contents