- Announces Tempur Sealy International,
Inc to Change its Name to Somnigroup International Inc., Reflecting
Acceleration of Omni-Channel Strategy
- Hosting
Business Update Call on February 6,
2025
LEXINGTON, Ky., Feb. 5, 2025
/PRNewswire/ -- Tempur Sealy International, Inc. (NYSE: TPX,
"Company" or "Tempur Sealy") today announced that it has completed
its previously announced acquisition of Mattress Firm Group
Inc. ("Mattress Firm"), the nation's largest mattress specialty
retailer.
In a separate release today, the Company announced it will
change its name to Somnigroup International Inc. ("Somnigroup"),
effective February 18, 2025. Mattress
Firm, Dreams and Tempur Sealy will operate as
decentralized business units under Somnigroup
International. Mattress Firm and Dreams will continue to operate as
multi-branded retailers and Tempur Sealy, primarily a manufacturer,
will continue to serve third-party retailers as well as Mattress
Firm, Dreams and Tempur Sealy direct-to-consumer channels.
On a pro forma basis for the acquisition of Mattress Firm, the
Company generated approximately $8
billion in sales over the previous twelve months ending
December 31, 2024, net of
intercompany sales. This implies sales of approximately 85% in
North America and 15% in
International geographies, with approximately 65% of sales from
direct-to-consumer channels and 35% from third-party retailers.
Chairman and CEO Scott Thompson
said, "We have collaborated with Mattress Firm for over 35 years,
and we are thrilled to welcome them into the Tempur Sealy, soon
Somnigroup, organization. The addition of Mattress Firm will unlock
incremental benefits for all stakeholders by accelerating our U.S.
omni-channel strategy. This transaction creates a leading global
bedding company with extensive manufacturing capabilities and a
broader U.S. retail footprint. Together, the companies are
positioned to facilitate enhanced product innovation, improve the
customer buying experience, and ensure high-quality, durable
products are brought to market.
Thompson continued, "We would like to extend our heartfelt
thanks to all Tempur Sealy and Mattress Firm employees and
suppliers for their unwavering dedication, hard work, and continued
support every day. Your commitment to our mission to deliver better
sleep is the cornerstone of our success. We also wish to express
our deep gratitude to our legal counsel, financial advisors, and
lenders, all of whom provided exceptional expertise and
best-in-class capabilities that have been invaluable throughout
this transaction. Finally, we would like to recognize our
shareholders for their steadfast support of this transaction and
their continued belief in our long-term strategy, a confidence that
is clearly reflected by the 80% increase in our stock price since
the transaction was announced."
In connection with the closing of this transaction, the Company
is expanding its Board of Directors through the appointment of
Peter Sachse, effective today. Mr.
Sachse brings more than 30 years of executive leadership experience
in retail, including serving as CEO of Tailored Brands, Inc., a
men's omnichannel retailer, and previously spending 34 years in
various positions at Macy's, Inc.
Thompson added, "We are pleased to have Peter Sachse join our Board of Directors and
welcome his unique insights garnered through years of service in
retail and on the Mattress Firm Board of Directors. His deep
industry expertise will provide invaluable support as we navigate
our next phase of growth."
Financial Terms of the Acquisition
The total purchase price was approximately $5 billion. The transaction was funded by
approximately $2.7 billion of cash
consideration (subject to adjustments, including the repayment of
Mattress Firm's debt and other customary items) and 34.2 million
shares of common stock. The cash payment was funded using a
combination of cash on hand and proceeds from existing
borrowings.
The Company expects to complete the previously
announced divestiture of 73 Mattress Firm retail locations and
the Company's Sleep Outfitters subsidiary, which includes 103
specialty mattress retail locations and seven distribution centers,
to MW SO Holdings Company, LLC ("Mattress Warehouse") in the second
quarter of 2025.
Cleary Gottlieb Steen &
Hamilton LLP and Beck Redden LLP served as legal counsel and J.P.
Morgan Securities LLC served as sole financial advisor to the
Company. Simpson Thacher & Bartlett LLP served as legal counsel
and Goldman Sachs & Co. LLC, Barclays, and Jefferies LLC served
as financial advisors to Mattress Firm.
At the time of the Company's name change, shares of Somnigroup
International Inc. common stock will trade on the NYSE under ticker
symbol "SGI".
Business Update Call
The Company will hold a conference call on Thursday, February 6, 2025 at 8:00 a.m. Eastern Time to discuss the information
in this release.
The Company has a separate conference call scheduled to discuss
the Fourth Quarter and Full Year 2024 financial results on
Thursday, February 20th,
2025 at 8:00 a.m. Eastern Time.
The calls will be webcast and can be accessed on the Company's
investor relations website at investor.tempursealy.com. After the
conference calls, webcast replays will remain available on the
investor relations section of the Company's website for 30
days.
Forward-Looking Statements
This press release contains statements that may be characterized
as "forward-looking" within the meaning of the federal securities
laws. Such statements might include information concerning one or
more of the Company's plans, guidance, objectives, goals,
strategies, and other information that is not historical
information. When used in this release, the words "will,"
"targets," "expects," "anticipates," "plans," "proposed,"
"intends," and variations of such words or similar expressions are
intended to identify forward-looking statements. These
forward-looking statements include, without limitation, statements
relating to the Company's expectations regarding the completed
Mattress Firm acquisition, including expectations regarding future
performance and integration of Mattress Firm with our business. Any
forward-looking statements contained herein are based upon current
expectations and beliefs and various assumptions. There can be no
assurance that the Company will realize these expectations or that
these beliefs will prove correct.
Numerous factors, many of which are beyond the Company's
control, could cause actual results to differ materially from any
that may be expressed herein as forward-looking statements. These
potential risks include risks associated with Mattress Firm's
ongoing operations; the ability to successfully integrate Mattress
Firm into Tempur Sealy's operations and realize synergies from the
transaction; the possibility that the expected benefits of the
acquisition are not realized when expected or at all; general
economic, financial and industry conditions, particularly
conditions relating to the financial performance and related credit
issues present in the retail sector, as well as consumer confidence
and the availability of consumer financing; the impact of the
macroeconomic environment in both the U.S. and internationally on
Mattress Firm and the Company; uncertainties arising from national
and global events; industry competition; the effects of
consolidation of retailers on revenues and costs; and consumer
acceptance and changes in demand for Mattress Firm's and the
Company's products and the factors discussed in the Company's
Annual Report on Form 10-K for the year ended December 31, 2023 and the Quarterly Report on
Form 10-Q for the period ended June 30,
2024. There may be other factors that may cause the
Company's actual results to differ materially from the
forward-looking statements. The Company undertakes no obligation to
update any forward-looking statement to reflect events or
circumstances after the date on which such statement is made.
About Tempur Sealy International, Inc.
Tempur Sealy is committed to improving the sleep of more people,
every night, all around the world. As a leading designer,
manufacturer, distributor and retailer of bedding products
worldwide, we know how crucial a good night of sleep is to overall
health and wellness. Utilizing over a century of knowledge and
industry-leading innovation, we deliver award-winning products that
provide breakthrough sleep solutions to consumers in over 100
countries.
Our highly recognized brands include Tempur-Pedic®, Sealy® and
Stearns & Foster® and our popular non-branded offerings consist
of value-focused private label and OEM products. At Tempur Sealy we
understand the importance of meeting our customers wherever and
however they want to shop and have developed a powerful
omni-channel retail strategy. Our products allow for complementary
merchandising strategies and are sold through third-party
retailers, our over 750 Company-owned stores worldwide and our
e-commerce channels. With the range of our offerings and variety of
purchasing options, we are dedicated to continuing to turn our
mission to improve the sleep of more people, every night, all
around the world into a reality.
Importantly, we are committed to carrying out our global
responsibility to protect the environment and the communities in
which we operate. As part of that commitment, we have established
the goal of achieving carbon neutrality for our global wholly owned
operations by 2040.
Investor Relations Contact
Aubrey Moore
Investor Relations
Tempur Sealy International, Inc.
800-805-3635
Investor.relations@tempursealy.com
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SOURCE Tempur Sealy International, Inc.