Somnigroup International Inc. · NYSE:SGI

Somnigroup International — Tempur Pedic International — Merger or Acquisition (March 2013)

20 slides from Somnigroup International's merger presentation, Mar 4, 2013

  1. Slide 1: Exhibit 99.1

    Exhibit 99.1 ****************************************************************************************** ****************************************************************************************** ****************************************************************************************** **************

  2. Slide 2: Forward-Looking Statements

    Forward-Looking Statements This presentation contains "forward-looking statements,” within the meaning of federal securities laws, which include information concerning one or more of the Company's plans, objectives, goals, strategies, and other information that is not historical information. When us

  3. Slide 3: Tempur-Pedic Overview

    Tempur-Pedic Overview

  4. Slide 4: Tempur Vision

    Tempur Vision People who sleep on TEMPUR material sleep better than those who don’t Our goal is to become the world’s favorite mattress and pillow brand To achieve our goal we will: 1. Make sure everyone knows they would sleep better on TEMPUR material 2. Make sure there is a TEMPUR mattress and pil

  5. Slide 5: Tempur-Pedic "At-a-Glance"

    Tempur-Pedic “At-a-Glance” Company Highlights Brand Portfolio Leading global specialty mattress manufacturer Retail Price Point Uniquely consumer focused and marketed product that is consumer preferred $2,499-$7,999 Additional products include: adjustable bases, pillows, bed linens, slippers and cus

  6. Slide 6: Growth Driven by Successful Innovation

    Growth Driven by Successful Innovation Weightless Net Sales ($ in billions) TEMPUR-CLOUD Breeze Tech Late 2012 TEMPUR-CLOUD has been a major success in Cloud Int’l Simplicity Choice 2011 2012 2013 1 North America and Internationally $1.6 Cloud North America $1.4 $1.4 Introduced in North America in N

  7. Slide 7: Diversified Global Platform With State-of-the-Art Manufacturing Facilities

    Diversified Global Platform With State-of-the-Art Manufacturing Facilities Global Footprint In 2012 generated 69% of revenue from North America and 31% from international operations U.S. Facilities Global Facilities Manufacturing Facility Manufacturing Facility Virginia Denmark New Mexico R&D Facili

  8. Slide 8: Strong, Established Management Team

    Strong, Established Management Team Prior Experience Years Consumer with Name Position Prior Experience Products Inter'l Tempur Mark Sarvary President and CEO President, Campbell Soup North America CEO, J. Crew Group 5 President, Stouffer's Frozen Food Division at Nestle Rick Anderson EVP and Presid

  9. Slide 9: Net Sales

    Net Sales Net Sales decreased 1% Y/Y for the full year ended December 31, 2012 -4.0% in North America +6.1% Internationally, +11.3% approximately on a constant currency basis¹ ($ in millions) 1For a discussion of the Company’s performance, please refer to the Company’s 10Q and 10K filings. The refer

  10. Slide 10: Gross Margin

    Gross Margin Gross margin decreased 150bps Y/Y for the full year ended December 31, 2012 as a result of: Increased promotions and discounts, new product introductions and unfavorable product mix Offset partially by geographic mix For a discussion of the Company’s performance, please refer to the Com

  11. Slide 11: Operating Margin

    Operating Margin Operating margin decreased 630 bps Y/Y for the full year ended December 31, 2012, primarily as a result of: Increased Selling & Marketing expenses +320bps Y/Y (Advertising investment +120bps Y/Y) General, administrative and other (including R&D) expenses increased +160bps For a disc

  12. Slide 12: Tempur-Pedic

    Tempur-Pedic Well positioned in an attractive market Executing on strategy to improve competitive position, market share and shareholder value: Product Innovation Strengthening Brand Restore Margins Significant long term growth potential Acquiring Sealy to enhance strategic position and broaden glob

  13. Slide 13: Sealy Overview

    Sealy Overview

  14. Slide 14: Sealy "At-a-Glance"

    Sealy “At-a-Glance” Business Highlights Sales Breakdown Sealy is a leading bedding manufacturer in the U.S. Manufactures a full line of bedding products under the FY 2012 Sales by Geography Sealy, Posturepedic, Stearns & Foster and Optimum brand names Other 8% Stearns & Foster addresses growth at pr

  15. Slide 15: Strategic Rationale For The Acquisition

    Strategic Rationale For The Acquisition Comprehensive Portfolio of Iconic Brands Tempur-Pedic, Sealy, Sealy Posturepedic, and Stearns & Foster are among the most highly recognized brands in North America Strong brand recognition across South America, Europe, and Asia with Tempur-Pedic and Sealy Comp

  16. Slide 16: Combined Comprehensive Portfolio of Iconic Brands

    Combined Comprehensive Portfolio of Iconic Brands 16

  17. Slide 17: Appendix

    Appendix

  18. Slide 18: Use of Non-GAAP Financial Measures

    Use of Non-GAAP Financial Measures Tempur-Pedic International Inc. (the “Company”) has presented the following non-GAAP financial measures in this presentation: adjusted EBITDA of each of the Company and Sealy, and adjusted EBITDA of the combined company. The Company and Sealy each define its non-GA

  19. Slide 19: Adjusted EBITDA Reconciliation

    Adjusted EBITDA Reconciliation LTM Combined Adjusted EBITDA ($ in millions) 1 1 1 Tempur-Pedic Sealy Combined Net income (loss) $106.8 ($1.2) $105.6 Interest expense 18.8 89.3 108.1 Income taxes 122.4 12.5 134.9 Depreciation and amortization 42.0 26.4 68.4 EBITDA $290.0 $127.1 $417.1 Transaction cos

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