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Mattress Firm Holding Corp. Announces Pricing Of Public Offering Of Common Stock By Selling Stockholders

Mattress Firm Holding Corp. (NASDAQ: MFRM) (the “Company”) today announced the pricing of the public offering by certain of its stockholders (the “Selling Stockholders”) of 4,726,682 shares of the Company’s common stock. The shares of common stock will be sold at a public offering price of $29.85 per share. 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 is expected to close on October 10, 2012.

The offering consists entirely of secondary shares to be sold by the Selling Stockholders. The Company is not selling any shares of common stock in the proposed offering.

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. are acting as co-managers of the offering.

The offering is being made pursuant to an effective registration statement. Before you invest, you should read the prospectus in the registration statement (as amended) and other documents the Company has filed with the SEC for more complete information about the Company and this offering. You may get these documents for free by visiting the SEC’s web site at: www.sec.gov. The offering may be made only by means of a prospectus, copies of which, when available, may be obtained from:

Barclays Capital Inc.c/o Broadridge Financial Solutions1155 Long Island AvenueEdgewood, NY 11717Email: Barclaysprospectus@broadridge.comPhone: 1 (888) 603-5847

   

UBS Investment BankAttention: Prospectus Department299 Park Avenue, 25 th FloorNew York, NY 10171Phone: 1 (888) 827-7275

   

Citigroup Global Markets Inc.Attention: c/o Broadridge FinancialSolutions, 1155 Long Island AvenueEdgewood, NY 11717Phone: 1 (800) 831-9146)

This press release does not constitute an offer to sell or a solicitation of an offer to buy the securities in this offering, nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or other jurisdiction.

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