Leggett & Platt Inc.

06/04/2026 | Press release | Distributed by Public on 06/04/2026 04:33

Material Event (Form 8-K)

Item 8.01

Other Events.

As previously disclosed, on April 13, 2026, Leggett & Platt, Incorporated, a Missouri corporation (the "Company") and Somnigroup International Inc., a Delaware corporation ("Parent"), entered into an Agreement and Plan of Merger (the "Merger Agreement"), by and among Parent, Sparrow Unity Corporation, a Missouri corporation and a direct, wholly owned subsidiary of Parent ("Merger Sub"), and the Company, pursuant to which, subject to the terms and conditions of the Merger Agreement, Merger Sub will merge with and into the Company (the "Merger"), with the Company surviving the Merger as a direct, wholly owned subsidiary of Parent.

On June 3, 2026 at 11:59 p.m., Eastern Time, the required 30-day waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the "HSR Act"), expired.

The Company expects the transaction to close by year-end 2026, subject to the fulfillment or waiver of certain conditions, including, among others, (i) the adoption of the Merger Agreement and approval of the Merger by the shareholders of the Company, (ii) the receipt of all clearances, consents and approvals under certain specified competition laws in Canada, the European Union, the United Kingdom, and the Republic of Korea, as well as under applicable foreign investment laws in Austria; (iii) the effectiveness of a registration statement on Form S-4 to be filed by Parent with the Securities and Exchange Commission ("SEC") and the absence of any stop order or pending proceeding with respect thereto; and (iv) the absence of any material adverse effect with respect to Parent and the Company since the date of the Merger Agreement.

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