Leggett & Platt, Incorporated entered into a stock purchase agreement to acquire Elite Comfort Solutions, Inc. from Arsenal Capital Partners for approximately $1.3 billion. (2024)

Leggett & Platt, Incorporated (NYSE:LEG) entered into a stock purchase agreement to acquire Elite Comfort Solutions, Inc. from Arsenal Capital Partners for approximately $1.3 billion on November 6, 2018. The cash price of $1.25billion is subject to closing net working capital greater or less than $92million,minus closing indebtedness and upon closing of the transaction contemplated by the purchase agreement, up to $12.5million of the purchase price will be held in escrow to secure the payment of any post-closing adjustments. Leggett & Platt plans to increase the capacity under revolving credit facility from $800 million to $1.2billion and add additional borrowing capacity in the form of the five-year term loan facility in the amount of $500million. On November6, 2018, Leggett received a commitment letter from JP Morgan Chase Bank, N. A., Wells Fargo Bank, National Association, Wells Fargo Securities, LLC and U.S. Bank National Association to extend credit to Leggett in the amount of up to $900million under a senior, unsecured364-daybridge loan facility, which Leggett obtained in order to facilitate the consummation of the acquisition while we pursue the $400million enhancement to our existing revolving credit facility and the $500million five-year term loan facility. Post-completion Elite Comfort is expected to become a separate business unit and operate within the Residential Products segment. The Elite Comfort management team will continue to lead the business and Elite Comfort’s team members will join the Leggett& Platt family. Leggett& Platt plans to maintain all 16 of Elite Comfort’s manufacturing and warehousing facilities.The transaction is subject to customary closing conditions, regulatory approvals and anti-trust approval. The purchase of Elite Comfort was approved by Leggett’s and Elite Comfort Board of Directors. As of November 30, 2018, the transaction was granted early termination notice. The purchase agreement does not contain a financing contingency. The transaction is expected to close in January 2019. Elite Comfort is expected to generate double-digit sales growth and strong EBITDA margins that should be accretive to Leggett & Platt average margins. The acquisition is expected to be neutral to EPS in 2019 and accretive to EPS beginning in 2020. Stephen M. Kessing, P. Purun Cheong, Andrew J. Pitts, Steven Y. Li, Shu-en Wee, Richard Bohm and Jiyeon K. Barta of Cravath and Andrew L. Bab and Sean Foley of Debevoise & Plimpton LLP advised J.P. Morgan Securities LLC acted as financial advisor to the Board of Leggett & Platt and Ted W. Wern and Tim Fete of Perkins Coie LLP acted as legal advisors to Leggett & Platt. Ted M. Frankel, P.C, Kyle P. Elder, Sam Stucker, Eric Sweigard, Aaron M. Berlin, Alexandra N. Farmer, Daniel Lewis, Ian G. John, Jeffrey K. Ekeberg, Kevin J. Coenen, Matthew Antinossi, Matthew D. Keiser, Michael G. Falk, Michelle Kilkenney, Robert Goedert and Roberto S. Miceli of Kirkland & Ellis LLP acted as legal advisors to Arsenal Capital Partners. Pam Taylor of Jones Day acted as legal advisor to Leggett & Platt, Incorporated.