Allbirds Sale to American Exchange Group

Allbirds (NASDAQ: BIRD) said on March 30, 2026, that it will sell its intellectual property and certain assets to American Exchange Group, setting the stage for a planned dissolution and a shareholder proxy vote.

Asset Sale, Dissolution, and Timeline

Allbirds signed a definitive asset-purchase agreement with American Exchange Group for $39 million, subject to purchase-price adjustments finalized at closing, the company said in a press release on March 30. The board unanimously approved the deal after negotiations by a special committee. Allbirds retained TD Cowen as financial adviser and Holland & Hart LLP as legal counsel. Chief Executive Joe Vernachio said, "This next chapter with AXNY builds on the foundational work already completed and sets up the brand to thrive in the years ahead."

The company set April 24, 2026, as the deadline for filing a proxy statement to seek shareholder approval of the transaction and a plan of dissolution. It expects to close the sale in the second quarter of 2026 and distribute net proceeds to shareholders in the third quarter, after wind-down costs and expenses. Allbirds canceled its fourth-quarter 2025 earnings release and investor call originally scheduled for March 31 and plans to file its 2025 Form 10-K on that date.

American Exchange Group, founded around 2008, is a privately held brand-management firm with a portfolio that includes Aerosoles, Jonathan Adler, White Mountain, Ed Hardy, and Born. Allbirds maintains an active S-3 shelf registration filed June 30, 2025, effective through June 30, 2028, which it previously used for a filing on July 18, 2025. Directors and executive officers may participate in the proxy solicitation, with holdings disclosed in the Form 10-K and in Forms 3, 4, and 5. The company identified no material regulatory approvals, such as antitrust or CFIUS, required for the transaction.

Valuation and Financial Performance

Over the trailing 12 months, Allbirds’ revenue fell 22.0% to $161 million, and EBITDA, a proxy for operating profit, was negative about $75 million. The company had closed all U.S. full-price stores by February 2026 and was operating two U.K. stores and two U.S. outlet locations.

The $39 million sale price reflects a collapse in valuation since the company’s November 2021 IPO, when it raised $348 million at $15 a share and was valued at roughly $2.1 billion. The company briefly reached a first-day trading peak above $4.0 billion. The sale price represents about 1.8% of that IPO valuation and implies less than 0.25 times trailing revenue, consistent with a distressed asset sale. Before the announcement, the company’s market capitalization was roughly $25 million. Its shares rose about 36.0% in after-hours trading following the press release on March 30, 2026, before falling about 20.1% intraday on March 31.