Mattress Firm Holding Corp. (NASDAQ: MFRM) (the “Company”) today announced that it has filed a registration statement on Form S-1 with the U.S. Securities and Exchange Commission (the “SEC”) relating to the proposed offering of 4,726,682 shares of common stock by the named selling stockholders. Certain of the selling stockholders have also granted the underwriters a 30-day option to purchase up to an additional 709,002 shares of common stock on the same terms and conditions.
The offering would consist entirely of secondary shares to be sold by some of the Company’s existing stockholders. The Company would not be selling any shares of common stock in the proposed offering. The Company would not receive any proceeds from the sale of common stock by the selling stockholders. Investment funds associated with Neuberger Berman Group, LLC would be offering to sell 3,031,695 shares. Investment funds associated with J.W. Childs Associates, L.P. would be offering to sell 1,500,000 shares, representing approximately 7.4% of current holdings assuming no exercise of the over-allotment option described above. Upon completion of the offering and assuming no exercise of the over-allotment option, investment funds associated with J.W. Childs will own approximately 55.5% of the Company’s outstanding common stock. In addition, certain members of management named in the registration statement would be offering to sell 194,987 shares in the aggregate in the proposed offering, representing approximately 7.4% of current holdings assuming no exercise of the over-allotment option described above.
A registration statement relating to these securities has been filed with the SEC but has not yet become effective. These securities may not be sold, nor may offers to buy be accepted, prior to the time the registration statement becomes effective.
Barclays Capital Inc., UBS Securities LLC and Citigroup Global Markets Inc. are acting as joint book-running managers of the offering. William Blair & Company, L.L.C. is acting as a lead manager of the offering. KeyBanc Capital Markets Inc. and SunTrust Robinson Humphrey, Inc. also are acting as co-managers of the offering.