JAFFER REHAN 4
4 · SEALY CORP · Filed Mar 20, 2013
Insider Transaction Report
Form 4
H PARTNERS MANAGEMENT, LLC
10% Owner
Transactions
- Disposition from Tender
Common Stock
2013-03-18$2.20/sh−17,280,935$38,018,057→ 0 total(indirect: See Footnote)
Footnotes (2)
- [F1]On March 18, 2013, Tempur-Pedic International Inc. ("Tempur-Pedic") completed its acquisition of Sealy Corporation (the "Issuer") by means of a merger (the "Merger") of Silver Lightning Merger Company ("Merger Sub") with and into the Issuer in accordance with an Agreement and Plan of Merger, dated September 26, 2012 (the "Merger Agreement") among the Issuer, Tempur-Pedic and Merger Sub. Upon consummation of the Merger, each share of common stock of the Issuer beneficially owned by the Reporting Persons was converted into the right to receive $2.20 per share in cash.
- [F2]The securities reported herein were held in the account of private investment funds. These securities may have been deemed to be beneficially owned by (a) H Partners Management, LLC by virtue of its role as the investment manager of such private investment funds and (b) Rehan Jaffer by virtue of his role as the managing member of H Partners Management, LLC. Each reporting person disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such reporting person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.