SIMMONS OBTAINS COURT APPROVAL OF PREPACKAGED RESTRUCTURING PLAN; ALLOWS FOR ACQUISITION BY ARES MANAGEMENT & TEACHERS' PRIVATE CAPITAL
-SIMMONS EXPECTS TO EMERGE FROM CHAPTER 11 IN LATE JANUARY
ATLANTA, January 5, 2010 – – Simmons Bedding Company ("Simmons
Bedding"), a leading manufacturer of premium branded bedding products, today announced that the U.S. Bankruptcy Court for the District of Delaware (the "Court") has confirmed its pre-packaged restructuring plan (the "Plan"). Today's decision allows for the previously announced acquisition of Simmons Bedding and all of its domestic and international subsidiaries, as well as its parent Bedding Holdco Incorporated (collectively, the "Company"), by affiliates of Ares Management LLC and Teachers' Private Capital, the private investment department of the Ontario Teachers' Pension Plan (collectively, "AOT"). Simmons Bedding anticipates that it will consummate the transaction and emerge from chapter 11 on or around January 20, 2010.
Bennett Rosenthal, Senior Partner at Ares Management LLC, commented, "Since we first announced our joint interest in the Company last September, we have become even firmer in our belief Simmons Bedding’s prestigious brand name, its innovative products, strong and experienced management, as well as positive fundamentals we see for the industry. As we have learned from key stakeholders and by working with management throughout this process, the company is well-positioned for the future."
Erol Uzumeri, Senior Vice-President, Teachers' Private Capital, stated, "What this process has confirmed for us is that Simmons Bedding is the type of company that we seek: one with proven talent throughout the organization and a strong franchise. The Company’s historical performance is excellent when measured against our core investment criteria, and with its new capital structure, we are confident this investment will produce significant returns for us and all of its stakeholders – both now and over time."
Today’s decision by the Court marks the last of three major milestones that the Company has met since the Plan was announced on September 25, 2009. First, it was announced on October 29, 2009 that all waiting periods under applicable antitrust and competition regulations in the U.S. and Canada had expired or were terminated. Second, the Company announced on November 16, 2009 that it filed the Plan with the Court after it received the overwhelming support of creditors who cast favorable votes during the formal consent solicitation.
Stephen G. Fendrich, Simmons Bedding's President and Chief Operating Officer, commented, "Just as our lenders and note holders voted their confidence last fall, this favorable decision by the Court further validates the viability of our Plan and opens the door to an exciting future for our Company, our employees, and all of our suppliers and our customers."
Upon the completion of the transaction and emergence from chapter 11, the reorganized companies will have improved their capital structure by substantially reducing total debt obligations from approximately $1.0 billion to approximately $450 million. The Plan as confirmed also provides for all trade vendors, suppliers employees, and senior secured lenders to be paid in full.
Final consummation of the transaction remains subject to customary closing terms and conditions.
Weil, Gotshal & Manges LLP is acting as legal counsel and Miller Buckfire & Co., LLC is acting as financial advisor to the Company for the chapter 11 cases.
Sullivan & Cromwell LLP is acting as legal counsel and Goldman, Sachs & Co. is acting as financial advisor for the purchaser.
About Simmons Bedding Company
Atlanta-based Simmons Bedding Company, a subsidiary of Simmons Company, is one of the world's largest mattress manufacturers, manufacturing and marketing a broad range of products including Beautyrest®, BackCare®, Beautyrest Black™, Natural Care™ Latex, BackCare Kids® and DeepSleep®. It operates 21 conventional bedding manufacturing facilities and two juvenile bedding manufacturing facilities across the United States, Canada and Puerto Rico. Simmons Bedding Company is committed to developing superior mattresses and promoting a higher quality sleep for consumers around the world. For more information, visit the company's website at www.simmons.com.
This press release includes forward-looking statements that reflect Simmons Company's current views about future events and financial performance. Words such as "estimates," "expects," "anticipates," "projects," "plans," "intends," "believes," "forecasts" and variations of such words or similar expressions that predict or indicate future events, results or trends, or that do not relate to historical matters, identify forward-looking statements. The forward-looking statements in this press release speak only as of the date of this release. These forward-looking statements are expressed in good faith and Simmons Company believes there is a reasonable basis for them. However, there can be no assurance that the events, results or trends identified in these forward-looking statements will occur or be achieved. Investors should not rely on forward-looking statements because they are subject to a variety of risks, uncertainties, and other factors that could cause actual results to differ materially from Simmons Company's expectations. These factors include, but are not limited to: (i) competitive pricing pressures in the bedding industry; (ii) legal and regulatory requirements; (iii) the success of new products; (iv) Simmons Company's relationships with and viability of its major suppliers; (v) fluctuations in Simmons Company's costs of raw materials; (vi) Simmons Company's relationship with significant customers and licensees; (vii) Simmons Company's ability to increase prices on its products and the effect of these price increases on its unit sales; (viii) an increase in Simmons Company's return rates and warranty claims; (ix) Simmons Company's labor relations; (x) departure of Simmons Company's key personnel; (xi) encroachments on Simmons Company's intellectual property; (xii) Simmons Company's product liability claims; (xiii) Simmons Company's level of indebtedness; (xiv) interest rate risks; (xv) compliance with covenants in Simmons Company's debt agreements; (xvi) Simmons Company's future acquisitions; (xvii) Simmons Company's ability to successfully integrate Simmons Canada into its operations; (xviii) the loss of key personnel at Simmons Canada as a result of Simmons Company's acquisition of Simmons Canada; (xix) Simmons Company's ability to achieve the expected benefits from any personnel realignments; and (xx) other risks and factors identified from time to time in Simmons Company's reports filed with the Securities and Exchange Commission. Simmons Company undertakes no obligation to update or revise any forward-looking statements, either to reflect new developments or for any other reason.

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