Somnigroup International Submits All‑Stock Proposal to Acquire Leggett & Platt at $12.00 per Share

LEG
December 01, 2025

Somnigroup International, the world’s largest bedding company, filed an unsolicited all‑stock proposal on November 30, 2025 to acquire all outstanding shares of Leggett & Platt. The offer values Leggett & Platt at $12.00 per share, a 30.3 % premium over the 30‑day average closing price and a 17 % premium over the most recent closing price. Leggett & Platt confirmed receipt of the proposal on December 1 and said its board will review the offer with financial and legal advisors before deciding on a course of action.

Leggett & Platt’s recent financial results illustrate the context for the proposal. In Q3 2025, the company reported revenue of $1.04 billion, down 6 % year‑over‑year, and adjusted earnings per share of $0.29, missing consensus estimates of $0.30 by $0.01. The decline was driven by softer demand in residential markets, a 5 % drop in automotive and hydraulic cylinder sales, and a 10 % volume decline in bedding products as key customers reduced orders. The company’s full‑year 2024 revenue of $4.40 billion was 7 % lower than 2023, and adjusted EPS fell to $1.05 from $1.39. Leggett & Platt has been executing a restructuring plan since early 2024 that includes consolidating facilities, cutting $100 million in annual sales, and generating $40‑$50 million in EBIT benefits, all aimed at improving profitability.

Somnigroup’s Q3 2025 results provide insight into the acquirer’s financial strength. The company posted revenue of $2.12 billion, up 3 % from the prior quarter, and earnings per share of $0.95, beating the consensus estimate of $0.85 by $0.10. The earnings beat was largely due to disciplined cost management and a favorable mix shift toward higher‑margin retail and direct‑to‑consumer sales, offsetting a modest increase in raw‑material costs. Somnigroup’s strategic rationale for the proposal is to deepen its foothold in the bedding component market, leveraging Leggett & Platt’s diversified manufacturing capabilities and established distribution channels to create synergies in supply chain, product development, and market reach.

The proposed merger aligns with Leggett & Platt’s ongoing transformation. By combining its diversified manufacturing portfolio—spanning automotive, hydraulic, and bedding components—with Somnigroup’s leading bedding and retail businesses, the two companies could realize cost savings through shared logistics, cross‑selling opportunities, and consolidated R&D. Management expects that the integration will accelerate the completion of the restructuring plan and unlock additional EBIT benefits, while providing Somnigroup with a broader product mix and access to new industrial customers.

Leggett & Platt’s board will consider the proposal in the coming weeks, with a response deadline set for December 22. The company has indicated that it will conduct a thorough due‑diligence review and consult with its financial and legal advisors before making a recommendation to shareholders. Investors and analysts are closely monitoring the board’s decision, as acceptance would represent a significant shift in Leggett & Platt’s strategic trajectory and could materially alter its future growth prospects.

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