Somnigroup International Inc SEC Filings

SOMNIGROUP INTERNATIONAL INC. director Simon Dyer reported several equity compensation transactions in company stock. On May 14, 2026, he exercised 2,337 restricted stock units, converting them into the same number of common shares on a one-for-one basis, and a portion of the resulting shares was used to satisfy tax obligations.

Specifically, 702 common shares were disposed of at $64.49 per share in a tax-withholding disposition, while his direct common stock holdings increased, with 11,582 shares shown as held directly after the exercise. On May 13, 2026, he also received a grant of 2,657 restricted stock units, each representing the right to receive one common share that vests in full on the first anniversary of the grant date.

The filing further shows 36,800 common shares held indirectly through Madad Investments Pty Ltd, an entity for which Dyer, as a shareholder, has sole control over investment and voting decisions.

Somnigroup International Inc. reported that stockholders approved an amendment to its Amended and Restated Certificate of Incorporation to increase authorized common stock from 500,000,000 to 1,000,000,000 shares, keeping authorized preferred stock at 10,000,000 shares for a total of 1,010,000,000 authorized shares.

At the 2026 Annual Meeting, held on May 13, 2026, stockholders elected all director nominees, ratified Ernst & Young LLP as independent auditor for the year ending December 31, 2026, and approved on an advisory basis the compensation of named executive officers.

Somnigroup International Inc. reported strong first-quarter 2026 results, with net sales of $1,801.5 million, up 12.3% from $1,604.7 million a year earlier, helped by a full-quarter contribution from the Mattress Firm segment. Gross margin expanded to 43.1% from 36.2%, and operating income jumped to $187.1 million from $13.2 million, reflecting synergies and lower one-time acquisition charges.

Net income attributable to Somnigroup was $104.2 million, versus a loss of $(33.1) million in the prior-year quarter, with diluted EPS of $0.49. Adjusted net income was $124.5 million and adjusted EBITDA $296.8 million. Somnigroup also signed a definitive all-stock agreement to acquire Leggett & Platt in a transaction valued at approximately $2.5 billion, and ended the quarter with $873.5 million of liquidity and a leverage ratio of 3.07x under its credit agreement.

Somnigroup International released an investor presentation outlining strong recent results and an aggressive growth plan. For the quarter ended March 31, 2026, net sales were $1.802 billion, up 12.3%, with net income of $104.2 million versus a prior-year loss and adjusted EPS of $0.59.

Trailing-twelve-month net income reached $521.4 million and adjusted EBITDA $1.355 billion, while leverage was about 3.1x. For 2026, Somnigroup targets roughly $7.8 billion in sales, adjusted EBITDA of $1.45 billion, and adjusted EPS between $3.00 and $3.40, supported by about $700 million of advertising and $225 million of capital spending.

The presentation highlights integration of Mattress Firm, with expected net EBITDA synergies of $235 million by 2027, and a planned all‑stock acquisition of Leggett & Platt valued around $2.5 billion, expected to be immediately accretive to adjusted EPS, reduce net leverage, and add about $50 million of annual EBITDA synergies at full run rate.

Somnigroup International released an investor presentation outlining strong recent results and an aggressive growth plan. For the quarter ended March 31, 2026, net sales were $1.802 billion, up 12.3%, with net income of $104.2 million versus a prior-year loss and adjusted EPS of $0.59.

Trailing-twelve-month net income reached $521.4 million and adjusted EBITDA $1.355 billion, while leverage was about 3.1x. For 2026, Somnigroup targets roughly $7.8 billion in sales, adjusted EBITDA of $1.45 billion, and adjusted EPS between $3.00 and $3.40, supported by about $700 million of advertising and $225 million of capital spending.

The presentation highlights integration of Mattress Firm, with expected net EBITDA synergies of $235 million by 2027, and a planned all‑stock acquisition of Leggett & Platt valued around $2.5 billion, expected to be immediately accretive to adjusted EPS, reduce net leverage, and add about $50 million of annual EBITDA synergies at full run rate.

Somnigroup International Inc. reported strong first quarter 2026 results, with net sales of $1.8 billion, up 12.3% from $1.60 billion a year earlier. Net income swung to $104.2 million from a $33.1 million loss, and diluted EPS reached $0.49 versus $(0.17).

Adjusted net income was $124.5 million and adjusted EPS rose 20.4% to $0.59. Operating cash flow hit a record $246.5 million. The company ended the quarter with $4.6 billion of total debt and a consolidated indebtedness less netted cash to adjusted EBITDA ratio of 3.07x.

Management reaffirmed 2026 guidance, targeting adjusted EPS of $3.00–$3.40, about 19% above 2025 at the midpoint, and highlighted benefits from the Mattress Firm acquisition. Somnigroup also referenced a proposed all‑stock acquisition of Leggett & Platt valued at approximately $2.5 billion and declared a $0.17 per‑share quarterly dividend payable June 4, 2026.

Somnigroup International Inc. reported strong first quarter 2026 results, with net sales of $1.8 billion, up 12.3% from $1.60 billion a year earlier. Net income swung to $104.2 million from a $33.1 million loss, and diluted EPS reached $0.49 versus $(0.17).

Adjusted net income was $124.5 million and adjusted EPS rose 20.4% to $0.59. Operating cash flow hit a record $246.5 million. The company ended the quarter with $4.6 billion of total debt and a consolidated indebtedness less netted cash to adjusted EBITDA ratio of 3.07x.

Management reaffirmed 2026 guidance, targeting adjusted EPS of $3.00–$3.40, about 19% above 2025 at the midpoint, and highlighted benefits from the Mattress Firm acquisition. Somnigroup also referenced a proposed all‑stock acquisition of Leggett & Platt valued at approximately $2.5 billion and declared a $0.17 per‑share quarterly dividend payable June 4, 2026.

Vanguard Capital Management reported beneficial ownership of 10,663,415 shares of Somnigroup International Inc Common Stock, representing 5.06% of the class as of 03/31/2026. The filing shows sole power to vote 1,585,160 shares and sole dispositive power over 10,663,415 shares. The filing is a Schedule 13G disclosure filed under passive/beneficial owner reporting and was signed on 04/30/2026.

Somnigroup International Inc. entered into a definitive merger agreement to acquire Leggett & Platt. Under the agreement Somnigroup will merge a wholly owned subsidiary into Leggett & Platt so that Leggett & Platt will become a direct subsidiary and each outstanding share of Leggett & Platt common stock will convert into 0.1455 shares of Somnigroup common stock (cash in lieu for fractional shares). The transaction is subject to Leggett & Platt stockholder approval, regulatory clearances including HSR and other competition/foreign investment approvals, the effectiveness of a Form S-4/proxy statement, and customary closing conditions. Termination fees are $64 million payable by Leggett & Platt in certain scenarios and $80 million payable by Somnigroup in certain antitrust/foreign investment-failure scenarios. The agreement includes extensions of the outside date and detailed treatment of options, RSUs, PSUs and deferred compensation; Somnigroup will file a Form S-4 and a proxy/prospectus.

Somnigroup International Inc. entered into a definitive merger agreement to acquire Leggett & Platt. Under the agreement Somnigroup will merge a wholly owned subsidiary into Leggett & Platt so that Leggett & Platt will become a direct subsidiary and each outstanding share of Leggett & Platt common stock will convert into 0.1455 shares of Somnigroup common stock (cash in lieu for fractional shares). The transaction is subject to Leggett & Platt stockholder approval, regulatory clearances including HSR and other competition/foreign investment approvals, the effectiveness of a Form S-4/proxy statement, and customary closing conditions. Termination fees are $64 million payable by Leggett & Platt in certain scenarios and $80 million payable by Somnigroup in certain antitrust/foreign investment-failure scenarios. The agreement includes extensions of the outside date and detailed treatment of options, RSUs, PSUs and deferred compensation; Somnigroup will file a Form S-4 and a proxy/prospectus.

Somnigroup International Inc. agreed to acquire Leggett & Platt, Incorporated in an all‑stock merger, with Leggett & Platt becoming a wholly owned subsidiary. Each share of LEG common stock will be converted into the right to receive 0.1455 shares of Somnigroup common stock, plus cash in lieu of fractional shares.

The deal has unanimous board approval and is subject to Leggett & Platt stockholder approval, antitrust and foreign investment clearances, effectiveness of a Form S‑4 registration statement, New York Stock Exchange listing of the new Somnigroup shares, and absence of specified material adverse events. The agreement includes mutual termination rights, an End Date of January 13, 2027 with up to three extensions, a $64 million termination fee payable by Leggett & Platt in certain circumstances, and an $80 million termination fee payable by Somnigroup if required approvals are not obtained. Equity awards for Leggett & Platt employees will generally convert into Somnigroup awards based on the same 0.1455 exchange ratio, with performance stock units for open performance periods deemed earned at 200% of target.

Somnigroup International Inc. announced a definitive agreement to acquire Leggett & Platt, Incorporated in an all-stock transaction valued at approximately $2.5 billion. Under the agreement, Leggett & Platt shareholders will receive 0.1455 shares of Somnigroup common stock per Leggett share, resulting in approximately 9% post-closing ownership for Leggett shareholders on a fully diluted basis. The boards of both companies approved the merger, which is expected to close by year-end 2026, subject to customary closing conditions including Leggett shareholder approval and regulatory clearances. The parties disclosed expected run-rate cost synergies of $50 million (approximately $10 million in the first 12 months) and presented combined 2025 pro forma metrics of $11.2 billion net sales, $1.7 billion adjusted EBITDA, and $1.1 billion operating cash flow. Other disclosed items include treatment of Leggett’s long-term bond debt, a GAAP fair-value non-cash adjustment estimate of $50 million to COGS and $10 million to interest expense annually, and intent to file a Form S-4 and proxy statement/prospectus.

Somnigroup International Inc. announced a definitive agreement to acquire Leggett & Platt, Incorporated in an all-stock transaction valued at approximately $2.5 billion. Under the agreement, Leggett & Platt shareholders will receive 0.1455 shares of Somnigroup common stock per Leggett share, resulting in approximately 9% post-closing ownership for Leggett shareholders on a fully diluted basis. The boards of both companies approved the merger, which is expected to close by year-end 2026, subject to customary closing conditions including Leggett shareholder approval and regulatory clearances. The parties disclosed expected run-rate cost synergies of $50 million (approximately $10 million in the first 12 months) and presented combined 2025 pro forma metrics of $11.2 billion net sales, $1.7 billion adjusted EBITDA, and $1.1 billion operating cash flow. Other disclosed items include treatment of Leggett’s long-term bond debt, a GAAP fair-value non-cash adjustment estimate of $50 million to COGS and $10 million to interest expense annually, and intent to file a Form S-4 and proxy statement/prospectus.