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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of Earliest Event Reported):
FEBRUARY 4, 2000 (JANUARY 21, 2000)
SIMMONS COMPANY
(Exact Name of Registrant as Specified in its Charter)
DELAWARE 333-76723 06-1007444
(State of (Commission (IRS Employer
Incorporation) File Number) Identification No.)
ONE CONCOURSE PARKWAY, SUITE 600
ATLANTA, GA 30328
(Address of Principal Executive Offices)
Registrant's telephone number, including area code: (770) 512-7700
N/A
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(Former name or former address, if changed since last report.)
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
On January 21, 2000, Simmons Company ("Simmons"), Gallery Corp., a
Delaware corporation and wholly-owned subsidiary of Simmons ("Gallery"), H&H
Sleep Centers, Inc., a California corporation ("H&H"), CBMC Corp., a California
corporation ("CBMC"), and the shareholders of H&H and CBMC (the "Shareholders")
effected a transaction whereby Gallery acquired substantially all of the retail
store locations and other assets of H&H and CBMC. H&H and CBMC had previously
operated retail stores in the Los Angeles, Orange County and San Diego areas,
selling primarily mattresses and related bedding products.
Simmons, through Gallery, acquired the H&H and CBMC assets in
transactions involving the resolution of those companies' outstanding debt
obligations to Simmons, and the assumption by Simmons of certain other
liabilities of H&H and CBMC. Gallery, as a result of the transactions, will
operate approximately 40 retail locations in Southern California previously
owned by H&H and CBMC.
ITEM 7. FINANCIAL STATEMENTS
(a) Financial Statements of Businesses Acquired.
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It is not practical to provide financial statements, if
required, at this time. Such financial statements, if required, will be
filed under cover of Form 8-K/A within 60 days.
(b) Pro Forma Financial Information.
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It is not practical to provide financial statements, if
required, at this time. Such financial statements, if required, will be
filed under cover of Form 8-K/A within 60 days.
(c) Exhibits.
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Exhibit
Number Exhibit
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99.1 Press release issued by Simmons on January 25, 2000.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned, hereunto duly authorized.
SIMMONS COMPANY
By:/s/ Jonathan C. Daiker
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Jonathan C. Daiker
Executive Vice President -- Finance and
Administration, Chief Financial Officer
and Director
Date: February 4, 2000
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INDEX TO EXHIBITS
EXHIBIT
NUMBER EXHIBIT
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99.1 Press release issued by Simmons on January 25, 2000
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EXHIBIT 99.1
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CONTACT
JOSEPH W. MCDONNELL
BROADGATE
CONSULTANTS 212-232-2222
FOR IMMEDIATE RELEASE
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SIMMONS ACQUIRES CALIFORNIA DEALER OPERATIONS
ATLANTA, JANUARY 25, 2000 -- Simmons Company, a leading branded bedding company,
today announced that it had acquired substantially all of the retail store
locations and other assets of H&H Sleep Centers, Inc. and CBMC Corporation,
operators of a network of Simmons premium branded bedding dealers in Los
Angeles, Orange County and San Diego, California and surrounding locations.
Simmons acquired the H&H and CBMC assets in a transaction involving the
resolution of those companies' outstanding debt obligations to Simmons. Through
a wholly-owned subsidiary, Simmons will operate approximately 40 retail
locations in Southern California previously owned by H&H and CBMC.
"Under the agreement completed today, Simmons has acquired control over
retail stores in L.A., Orange County and San Diego in which Simmons intends to
make a more substantial investment in management and controls than was possible
prior to the acquisition, and which Simmons believes can become very
successful," said Roger Franklin, Vice President of Finance for Simmons. He
added, "Simmons already has designated seasoned retail professionals to run the
operation and intends to enhance the management team further over time."
"With proper strategic direction, financial control and oversight, this
transaction should deliver substantial economic benefit to Simmons. However,
Simmons is not in discussions with other
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retail customers about acquiring controlling interests in their operations.
Instead, Fenway will continue to pursue retail bedding acquisitions through a
separate corporate platform," said Mark Genender, Managing Director of Fenway
Partners, a New York-based investment firm which owns approximately 75 percent
of Simmons.
Founded in 1871, Simmons is a leading manufacturer and distributor of
premium branded bedding products in the U.S. and the world leader in Pocketed
Coil Innerspring technology. The company designs, manufactures, distributes and
licenses a broad range of mattresses, box springs, bedding frames and sleep
accessories under well-recognized brand names, including Simmons, Beautyrest,
BackCare, Connoisseur Collection, and Maxipedic. Simmons' product lines are sold
throughout the U.S. in specialty sleep shops, department and furniture stores
and other retail outlets, and around the world through international licensing
agreements.
Headquartered in Atlanta, Simmons manufactures its products in 18
facilities in the U.S. and licenses its products in 17 countries on five
continents. Simmons employs 2,800 people.
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