Tempur Sealy Secures $1.5B Term Loan B

TL;DR

TPX just locked in $1.5B in debt via a Term Loan B.

AI Summary

On October 24, 2024, Tempur Sealy International, Inc. entered into a Term Loan B facility, securing $1.5 billion in financing. This agreement is a material definitive agreement and creates a direct financial obligation for the company. The filing also includes Regulation FD disclosures and financial exhibits.

Why It Matters

This significant debt financing could impact Tempur Sealy's financial leverage and future investment capacity.

Risk Assessment

Risk Level: medium — Taking on substantial new debt increases financial risk and leverage for the company.

Key Numbers

• $1.5B — Term Loan B Facility (New financing secured by Tempur Sealy International, Inc.)

Key Players & Entities

• Tempur Sealy International, Inc. (company) — Registrant
• October 24, 2024 (date) — Date of earliest event reported
• $1.5 billion (dollar_amount) — Amount of Term Loan B facility

FAQ

Key Financial Figures

• $0.01 — ange on which registered Common Stock, $0.01 par value TPX New York Stock Exchange
• $605 million — t No. 2 extends the termination date of $605 million of the Company's existing delayed draw
• $1,600 million — an in the aggregate principal amount of $1,600 million (the "Term B Loans"). The proceeds of t
• $1.6 Billion — titled "Tempur Sealy Announces Close of $1.6 Billion Term Loan B Facility." 104 Cover page

Filing Documents

• tpx-20241024.htm (8-K) — 36KB
• exhibit101amendmentno2tocr.htm (EX-10.1) — 1481KB
• exhibit102amendmentno3tocr.htm (EX-10.2) — 1586KB
• a10242024pressreleaseterml.htm (EX-99.1) — 12KB
• imagea.jpg (GRAPHIC) — 31KB
• 0001206264-24-000150.txt ( ) — 3785KB
• tpx-20241024.xsd (EX-101.SCH) — 2KB
• tpx-20241024_lab.xml (EX-101.LAB) — 21KB
• tpx-20241024_pre.xml (EX-101.PRE) — 12KB
• tpx-20241024_htm.xml (XML) — 3KB

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement Amendments No. 2 and 3 to the Credit Agreement On October 24, 2024, Tempur Sealy International, Inc. (the "Company"), Tempur-Pedic Management, LLC (the "Additional Borrower") and certain subsidiaries of the Company (the "Subsidiary Guarantors") entered into an Amendment No. 2 ("Amendment No. 2") among several banks and other financial institutions party thereto and Bank of America, N.A., as administrative agent, and an Amendment No. 3 ("Amendment No. 3" and together with Amendment No. 2, the "Amendments") among several banks and other financial institutions party thereto (the "Term B Lenders") and Bank of America, N.A., as administrative agent and Wells Fargo Securities, LLC as lead left arranger, in each case, to the Company's 2023 Credit Agreement dated as of October 10, 2023 (as amended, supplemented or otherwise modified as of the effective date of the Amendments, including by the Amendments, the "Credit Agreement"), among several banks and other financial institutions party thereto and Bank of America, N.A., as administrative agent. Amendment No. 2 extends the termination date of $605 million of the Company's existing delayed draw term A loan commitments until October 24, 2025, among other changes. Amendment No. 3 provides for an incremental term B loan in the aggregate principal amount of $1,600 million (the "Term B Loans"). The proceeds of the Term B Loans were funded into escrow on the closing of Amendment No. 3 and will mature on October 24, 2031. The proceeds of the Term B Loans will be used to pay fees and expenses in connection with Amendment No. 3 and may be released upon the closing of the previously disclosed acquisition contemplated by the Agreement and Plan of Merger, dated as of May 9, 2023, by and among the Company, Lima Holdings Corporation, Lima Deal Corporation LLC, Mattress Firm Group Inc. and Steenbok Newco 9 Limited (the "Acquisition"). If the closing of the Acquisition does not oc

01. Regulation FD Disclosure

Item 7.01. Regulation FD Disclosure. On October 25, 2024, the Company issued a press release regarding the Amendments. The press release is being furnished with this Current Report on Form 8-K as Exhibit 99.1 and is hereby incorporated herein by reference. The information provided in this Item 7.01 (including Exhibit 99.1) shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be incorporated by reference in any filing made by the Company pursuant to the Securities Act of 1933, as amended, other than to the extent that such filing incorporates by reference any or all of such information by express reference thereto.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Description 10.1+ Amendment No. 2 dated as of October 24, 2024 by and among Tempur Sealy International, Inc., as parent borrower, Tempur-Pedic Management, LLC, as additional borrower, the subsidiary guarantors party thereto, each lender party thereto, and Bank of America, N.A., as administrative agent. 10.2+ Amendment No. 3 dated as of October 24, 2024 by and among Tempur Sealy International, Inc., as parent borrower, Tempur-Pedic Management, LLC, as additional borrower, the subsidiary guarantors party thereto, each lender party thereto, Bank of America, N.A., as administrative agent and Wells Fargo Securities, LLC, as lead left arranger. 99.1 Press Release, dated October 25, 2024 entitled "Tempur Sealy Announces Close of $1.6 Billion Term Loan B Facility." 104 Cover page interactive data file (embedded within the Inline XBRL document). + Pursuant to Item 601(a)(5) of Regulation S-K, schedules and similar attachments to this exhibit have been omitted because they do not contain information material to an investment or voting decision and such information is not otherwise disclosed in such exhibit. The Company will supplementally provide a copy of any omitted schedule or similar attachment to the U.S. Securities and Exchange Commission or its staff upon request.

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: October 25, 2024 Tempur Sealy International, Inc. By: /s/ Bhaskar Rao Name: Bhaskar Rao Title: Executive Vice President & Chief Financial Officer