tempur sealy international i (TPX) Key Developments
Tempur Sealy International Inc. Announces Executive Changes
May 11 15
Tempur Sealy International Inc. announced that Mark A. Sarvary will step down as the Company's President and Chief Executive Officer on Tuesday, May 12, 2015. The Tempur Sealy Board of Directors has appointed W. Timothy Yaggi, currently Chief Operating Officer, to serve as interim Chief Executive Officer of Tempur Sealy, effective upon Mr. Sarvary's resignation. In addition, the company announced a number of changes with respect to its Board of Directors. The board appointed Usman Nabi of H Partners Management, LLC, to the Board as a new independent director, effective immediately. In conjunction with the appointment, Mr. Nabi will be added to the Compensation Committee. Will immediately commence a process to confirm an additional independent director recommended by H Partners to join the Board and acceptable to the Board in its reasonable discretion. Will form a CEO Search Committee that will comprise Mr. Nabi and three additional independent directors that will include the new, independent director and two existing independent directors. Mr. Nabi will serve as Chairman of the CEO Search Committee. The board elected Frank A. Doyle as Chairman of the Board, effective immediately. Mr. Doyle has served on the Board of Directors and as Chair of the Audit Committee since 2003. In conjunction with the appointment, Mr. Doyle has withdrawn from his role as Chairman of the Audit Committee and a member of the Compensation Committee. With the appointment of Mr. Nabi and an additional director to-be-named, the Tempur Sealy Board will comprise 10 directors, nine of whom are independent. The Board also announced the following changes to the company's standing committees: Audit Committee. Evelyn Dilsaver has been named as Chair of the Audit Committee, replacing Mr. Doyle. Ms. Dilsaver has served as a member of the Audit Committee since December 2009. Existing members Peter Hoffman and Sir Paul Judge will remain on the Audit Committee. The Board has determined that all members of the Audit Committee are audit committee financial experts within the meaning of Item 407(d)(5)(ii) of Regulation S-K of the Securities Exchange Act of 1934, as amended. Mr. Doyle has stepped down from the Audit Committee in connection with becoming the Chairman of the Board. Nominating and Corporate Governance Committee. The Nominating and Corporate Governance Committee will consist of John Heil and Nancy Koehn. Mr. Heil, who has served as a member of the NCG since 2010, has been named as Chair of the NCG. The Company expects that the new independent director to be named will also become a member of the NCG. Compensation Committee. Peter Hoffman will remain as Chair of the Compensation Committee, Mr. Nabi will join the Committee, and Mr. Heil and Sir Paul Judge will remain members of the Committee. Mr. Doyle has also stepped down from the Compensation Committee in connection with becoming Chairman of the Board. The Board of Directors has created a new Stockholder Liaison Committee, in order to create a Board-level structure for communication and engagement between the Board and stockholders and to enhance the existing stockholder communications process led by the Company's management. Ms. Dilsaver has been appointed Chair of the Stockholder Liaison Committee, with members to include Mr. Doyle, Mr. Hoffman and Mr. Heil. Tim YaggijoinedTempur Sealy International Inc. in February 2013 and serves as Chief Operating Officer. From 2008 to June 2012, Mr. Yaggi served as Group President of the North America Builder Group at Masco Corporation. Frank Doyle has served as a member of Tempur Sealy International's Board of Directors since April 2003. Mr. Doyle has served as President and Chief Executive Officer of Connell Limited Partnership, since 2001. Usman Nabi is a Senior Partner at H Partners Management. Prior to joining H Partners in 2006, Mr. Nabi was at Perry Capital, the Carlyle Group, and Lazard Freres. Mr. Nabi is a member of the board of directors of Global Glimpse.
Tempur Sealy International Inc. Announces Board Changes
May 8 15
Tempur Sealy International Inc. provided an update in connection with the preliminary results of its 2015 Annual Meeting of Stockholders held on May 8, 2015. Three directors, Chairman, P. Andrews McLane; Chair of the Nominating and Corporate Governance Committee, Christopher A. Masto; and Chief Executive Officer and President, Mark A. Sarvary, did not receive a majority of the votes cast for their re-election to the Board. In accordance with Tempur Sealy's bylaws, Messrs. McLane, Masto and Sarvary will tender their resignations as directors. The Nominating and Corporate Governance Committee will promptly assess and make a recommendation to the Board of Directors regarding whether or not to accept the resignations of Messrs. McLane, Masto and Sarvary. The Board of Directors will then make a determination whether to accept the tendered resignations. Mr. Sarvary continues to serve as Tempur Sealy Chief Executive Officer.
Blue Ocean Laboratories Files Trade Secret Lawsuit against Tempur Sealy International
May 7 15
Blue Ocean Laboratories filed a trade secret lawsuit against Tempur Sealy International Inc. on April 20, 2015 in the North Carolina Middle District Court of the United States of America. Blue Ocean's lawsuit alleges that Tempur Sealy breached its contract and misappropriated trade secrets or confidential, proprietary, commercial information that was shared between parties for the purposes of developing the world's first innovative 'smart mattress', which utilizes threading technology, cutting-edge sensors, processors and proprietary self-learning algorithms to gather collect and measure qualitative and quantitative data regarding a user's sleep habits, patterns, and conditions, including sleep quality, sleep apnea, and environmental sleep conditions A copy of the Complaint case number 1:15-cv-00331 is available online at the North Carolina Court Records.
Tempur-Pedic International Inc. Reports Unaudited Consolidated Earnings Results for the First Quarter Ended March 31, 2015; Provides Earnings Guidance for the Full Year of 2015
Apr 28 15
Tempur-Pedic International Inc. reported unaudited consolidated earnings results for the first quarter ended March 31, 2015. For the quarter, total net sales increased 5.4% to $739.5 million from $701.9 million in the first quarter of 2014. The net sales increase was driven by strong sales growth in the North America business segment. On a constant currency basis, total net sales increased 9.4%, with increased net sales in both the North America and International business segments. GAAP operating income was $54.4 million as compared to $62.4 million in the first quarter of 2014. Operating income in the first quarter of 2015 included $11.7 million of integration costs and $2.1 million of additional costs related to the company's 2015 annual meeting, and operating income in the first quarter of 2014 included $7.4 million of integration costs. Adjusted operating income was $68.2 million, or 9.2% of net sales in the first quarter of 2015 as compared to $69.8 million, or 9.9% of net sales in the first quarter of 2014. Unfavorable foreign exchange rates impacted adjusted operating income by $8.9 million in the first quarter of 2015 as compared to the prior year. Net income attributable to Tempur Sealy International Inc. was $23.4 million as compared to $27.4 million for the first quarter of 2014. The company reported adjusted net income of $34.1 million as compared to adjusted net income of $32.6 million for the first quarter of 2014, a 4.6% increase. EBITDA was $75.9 million as compared to $85.1 million for the first quarter of 2014. Adjusted EBITDA was $90.5 million as compared to $91.4 million for the first quarter of 2014. Unfavorable foreign exchange rates impacted adjusted EBITDA by $8.5 million in the first quarter of 2015 as compared to the prior year. Diluted EPS was $0.38 as compared to $0.44 in the first quarter of 2014. Adjusted diluted EPS increased 3.8% to $0.55 as compared to $0.53 in the first quarter of 2014. On a constant currency basis, adjusted EPS increased 20%. Income before income taxes was $35.3 million against $39.2 million a year ago. Net cash used in operating activities was $6.4 million against $1.6 million a year ago. Purchases of property, plant and equipment were $15.4 million against $7.8 million a year ago.
For the full year 2015, the company currently expects: net sales to range from $3.100 billion to $3.175 billion, which reflects growth of 4% to 6% compared to 2014 and approximately a 4% headwind from 2014 based on current unfavorable foreign exchange rates and adjusted EPS to range from $2.80 to $3.15 per diluted share, which includes approximately $0.32 per share of unfavorable foreign exchange impact compared to 2014. The increase in 2015 guidance is based on the better-than-expected results in the first quarter of 2015 and current outlook for the remainder of the year. The company noted its expectations are based on information available at the time of this release, and are subject to changing conditions, many of which are outside the company's control. The company noted its adjusted EPS guidance does not include integration costs related to the Sealy acquisition, redemption value adjustments on the company's redeemable non-controlling interest and additional costs incurred in connection with the proxy solicitation campaign being conducted by a shareholder of the company for the 2015 annual meeting and related issues.
Tempur Sealy International Inc. to Report Q1, 2015 Results on Apr 28, 2015
Apr 16 15
Tempur Sealy International Inc. announced that they will report Q1, 2015 results at 5:00 PM, Eastern Standard Time on Apr 28, 2015