Somnigroup International Inc. · NYSE:SGI
Somnigroup International — Tempur-Pedic International — Merger or Acquisition (March 2013)
17 slides from Somnigroup International's merger presentation, Mar 18, 2013
Slide 1: Tempur-Pedic International Investor Presentation
Exhibit 99.2 Tempur-Pedic International Investor Presentation March 2013 1
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
Slide 3: Best of Both
Best of Both Iconic Brands and Complementary Products to Reach v More Consumers ¥ More Channels y¥ With More Technologies ... "Best of Both” ~— i (eat © <°TEMPUR-PEDIC — (sia a. Sealy G D OPTIMUM ©TEMPUR py, >, oo“
Slide 4: Strong, Established Management Team
Strong, Established Management Team Prior Experience Years with Consumer Tempur or Name Position Prior Experience Products Inter'l Sealy Mark Sarvary President and CEO President, Campbell Soup North America CEO, J. Crew Group 5 President, Stouffer's Frozen Food Division at Nestle David Montgomery EV
Slide 5: Strategic Benefits of Combination
Strategic Benefits of Combination Comprehensive Portfolio of Iconic Brands The most iconic and globally recognized brands in the industry Strong brand recognition across North America, South America, Europe, Asia, and Australia Complementary Product Offering Products for almost every consumer prefer
Slide 6: Comprehensive Portfolio of Iconic Brands
Comprehensive Portfolio of Iconic Brands Leading Brand Awareness with Highest Intent to Purchase Total Brand Awareness Future Purchase Interest 2004 2004 2006 2006 2008 2008 2010 2010 2012 2012 2004 2004 2006 2006 2008 2008 2010 2010 2012 2012 2004 2004 2006 2006 2008 2008 2010 2010 2012 2012 2004 2
Slide 7: Net Sales Breakdown
Net Sales Breakdown Geography FY12 Total Net Sales $1.4 Billion FY12 Total Net Sales $1.3 Billion North America Other 8% United States 69% 77% International 31% 15% Canada Product FY12 Total Net Sales $1.4 Billion FY12 U.S. Net Sales $1.0 Billion Other Mattresses 22% Other 2% Innerspring 67% 86% 12%
Slide 8: Range Of Products
Range Of Products Innerspring Hybrid Visco TEMPUR-Cloud Sealy Sealy Posturepedic Luxe Sealy Posturepedic Optimum by Sealy Sealy Posturepedic Posturepedic TEMPUR-Rhapsody Stearns & Foster TEMPUR-Choice Breeze Foundations Pillows Accessories Sealy Foundation TEMPUR-Neck The CampusTopper Pillow By Temp
Slide 9: Mattress Segmentation
Mattress Segmentation 1 U.S. Mattress Brand Portfolio by Retail Price Points $2,499-$7,999 $1,399-$4,499 $3,499-$3,999 $1,299-$3,799 $1,999-$4,999 $599-$1,799 $2,199-$2,699 $399-$699 $1,399 1 Retail list price point for queen set. Note: TEMPUR-Choice Collection expected availability 2Q 2013. 9
Slide 10: Highly Complementary Global and Channel Footprint
Highly Complementary Global and Channel Footprint 1 2 Global Scale Broad Customer Base ($ in billions) 1 Last 12-Months Net Sales Retail Doors $3.0 $2.7 20,000 16,700 $2.5 14,450 15,000 $2.0 $1.5 $1.4 $1.3 10,000 $1.0 5,000 $0.5 $0.0 0 TPX ZZ LTM TPX ZZ Int’l North America Int’l North America Broade
Slide 11: A Truly Global Company
A Truly Global Company Tempur-Pedic and/or Sealy Presence Source: Company data. Presence includes subsidiaries, joint ventures, third party, and licensee markets. 11
Slide 12: Attractive Upside from Cost Synergies
Attractive Upside from Cost Synergies Cost Synergies In Excess of $40 Million Expected By Third Year Warehouse/Distribution Improved route efficiency Potential to integrate distribution Backhaul/returns Sourcing/Manufacturing Raw materials Foundations Adjustable Bases Covers Corporate Expenses Strea
Slide 13: Attractive Upside from Revenue Synergies
Attractive Upside from Revenue Synergies Revenue Synergies Brands / Technology Channels Increased investment and innovation in Sealy Leverage Sealy’s competency in Club, and Tempur-Pedic brands Department Stores, and Hospitality Leverage collective IP and technology Leverage Tempur’s capabilities in
Slide 14: Financial Overview
Financial Overview ~ ?. <-TEMPUR &
Slide 15: Use of Non-GAAP Financial Measures
Use of Non-GAAP Financial Measures Tempur-Pedic International Inc. (the “Company”) has presented the following non-GAAP financial measures in this presentation: adjusted EBITDA of each of the Company and Sealy, and adjusted EBITDA of the combined company. The Company and Sealy each define its non-GA
Slide 16: Tempur-Pedic and LTM Combined Financial Overview
1 Tempur-Pedic and LTM Combined Financial Overview 2 Net Sales Adj. EBITDA & Adj. EBITDA Margin ($ in millions) ($ in millions) 2009 2010 2011 2012 LTM 1 2009 2010 2011 2012 LTM 1 TPX TPX TPX TPX Combined TPX TPX TPX TPX Combined 1 Last 12-months ended December 31, 2012 for Tempur-Pedic and December
Slide 17: 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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