Bob’s Discount Furniture Inc美股招股说明书(2026-02-05版)

Bob’s Discount Furniture, Inc.Common Stock This is the initial public offering of our common stock. We are offering 19,450,000 shares of our common stock. The initial public offering price is$17.00 per share of common stock. The selling stockholder identified in this prospectus has granted the underwriters an option to purchase up to 2,917,500 additional shares of our commonstock within 30 days of the date of this prospectus. We will not receive any proceeds from the sale of shares of common stock being sold by the sellingstockholder. Investing in our common stock involves risk. See “Risk Factors” beginning on page27to read about factors that you should consider beforedeciding to invest in shares of our common stock. Immediately after the completion of this offering, investment funds advised by Bain Capital and its affiliates (“Bain Capital”) will beneficially ownapproximately 75% of our outstanding common stock (or approximately73% of our outstanding common stock if the underwriters’ option to purchaseadditional shares from the selling stockholder is exercised in full). As a result, we expect to be a “controlled company” within the meaning of thecorporate governance standards of the New York Stock Exchange. See “Management—Controlled Company.” Prior to this offering, there has been no public market for shares of our common stock. Our common stock has been approved for listing on the NewYork Stock Exchange under the symbol “BOBS.” (1)We have agreed to reimburse the underwriters for certain expenses in connection with this offering. See “Underwriting” for additional information regarding underwriting compensation. Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or passedon the adequacy or accuracy of this prospectus. Any representation to the contrary is a criminal offense. The underwriters expect to deliver the shares of common stock to investors on or about February 6, 2026. Table of Contents Prospectus SummaryThe OfferingSummary Historical Consolidated Financial DataRisk FactorsCautionary Note Regarding Forward-Looking StatementsUse of ProceedsDividend PolicyCapitalizationDilutionManagement’s Discussion and Analysis of Financial Condition and Results of OperationsBusinessManagementExecutive and Director CompensationCertain Relationships and Related Party TransactionsPrincipal and Selling StockholdersDescription of Certain IndebtednessDescription of Capital StockShares Eligible For Future SaleMaterial U.S. Federal Income Tax Considerations for Non-U.S. HoldersUnderwriting(Conflicts of Interest)Legal MattersExpertsWhere You Can Find More InformationIndex to Audited Consolidated Financial Statements We are responsible for the information contained in this prospectus and in any free writing prospectus we prepare or authorize. None of us,the selling stockholder or the underwriters have authorized anyone to provide you with different information, and neither we nor theunderwriters take responsibility for any other information others may give you. None of us, the selling stockholder or the underwriters aremaking an offer to sell these securities in any jurisdiction where the offer or sale is not permitted. You should not assume that the informationcontained in this prospectus is accurate as of any date other than its date. For investors outside of the United States, none of us, the selling stockholder or any of the underwriters have done anything that would permit thisoffering or possession or distribution of this prospectus in any jurisdiction where action for that purpose is required, other than in the United States. Youare required to inform yourselves about, and to observe any restrictions relating to, this offering and the distribution of this prospectus outside of theUnited States. About This Prospectus You should rely only on the information included elsewhere in this prospectus and any free writing prospectus prepared by or on behalf of us thatwe have referred to you. Neither we nor the underwriters have authorized anyone to provide you with additional information or information differentfrom that included elsewhere in this prospectus or in any free writing prospectus prepared by or on behalf of us that we have referred to you. If anyoneprovides you with additional, different or inconsistent information, you should not rely on it. Offers to sell, and solicitations of offers to buy, shares ofour common stock are being made only in jurisdictions where offers and sales are permitted. No action is being taken in any jurisdiction outside the United States to permit a public offering of shares of our common stock or possession ordistribution of this prospectus in that jurisdiction. Persons who come into possession of this prospectus in jurisdictions outside the United States arerequired to inform themselves about and to observe any restriction as to this offering and the distribution of this prospectus applicable