Components manufacturer Leggett & Platt has announced that its Board of Directors has entered into a customary non-disclosure agreement and 6-month standstill with global bed brand Somnigroup.
The agreement is to facilitate customary due diligence and to determine if a transaction can be reached that delivers appropriate value and certainty to Leggett & Platt and its shareholders.
Discussions between Leggett & Platt and Somnigroup follow the Leggett & Platt Board’s careful review, in consultation with its independent financial and legal advisors, of Somnigroup’s unsolicited proposal dated 1 December 2025 to acquire Leggett & Platt in an all-stock transaction.
The Board determined that Somnigroup’s $12 per share proposal undervalues the Company and declined the proposal. It is committed to the course of action that it believes is in the best interests of the Company and its shareholders and will continue to evaluate and pursue all opportunities in that regard.
“Leggett & Platt does not undertake any obligation to provide updates with respect to its evaluation and does not intend to make further public comments unless and until it otherwise deems further disclosure is appropriate or required,” a statement said.
“There can be no assurance that the Board’s evaluation will result in a transaction, or the price, form of consideration or other terms and conditions of any such transaction. Leggett & Platt shareholders do not need to take any action at this time.”
J.P. Morgan Securities LLC is serving as financial advisor to Leggett & Platt and Latham & Watkins LLP is serving as its legal advisor.
Somnigroup International Inc. has also issued a statement, which read: “We welcome the Board’s willingness to engage in discussions with us and we look forward to conducting customary due diligence. Somnigroup remains committed to pursuing a transaction that will deliver substantial value to shareholders of both companies.
“However, as we advised Leggett & Platt in declining to revise our proposal in advance of customary due diligence, we believe that our proposed all-stock transaction for value of $12 per share, as previously announced on 1 December 2025, represents fair value for Leggett & Platt.
“Our proposal offers Leggett & Platt shareholders a 30% premium to the unaffected 30-day average price of Leggett & Platt’s shares as of that date, and an opportunity to participate in the future growth of the combined company.”
No assurance can be given that any transaction will be agreed or consummated, or the timing, price, terms or conditions of any such transaction.
