Mattress Firm Holding Corp. Announces Pricing of Sale of 1,505,000 Shares of Common Stock by Selling Stockholders

HOUSTON--(BUSINESS WIRE)-- Mattress Firm Holding Corp. (the "Company") (NASDAQ: MFRM) today announced the pricing of the sale of 1,505,000 shares of its common stock by certain selling stockholders, certain of whom are management or otherwise affiliated with directors of the Company, including investment funds affiliated with J.W. Childs Associates, L.P., to UBS Investment Bank, as the sole underwriter in the registered public offering of those shares. Total estimated gross proceeds of the offering to the selling stockholders are approximately $101.3 million. The offering is expected to close on April 13, 2015. The Company is not selling any shares of common stock in the offering and will not receive any proceeds from the sale of common stock by the selling stockholders.

The last reported sale price of the Company’s common stock on April 7, 2015 was $67.31 per share. The underwriter proposes to offer for sale the shares of common stock from time to time in one or more transactions on the NASDAQ Global Select Market, in the over-the-counter market, through negotiated transactions or otherwise in one or more transactions at market prices prevailing at the time of sale, at prices related to prevailing market prices, or at negotiated prices, subject to receipt and acceptance by it and subject to its right to reject any order in whole or in part.

The Company has filed a shelf registration statement (including a prospectus) and a prospectus supplement with the Securities and Exchange Commission ("SEC") for the offering to which this communication relates. Before you invest, you should read the prospectus supplement, the accompanying prospectus, the registration statement and the documents that the Company has filed with the SEC and which are incorporated by reference therein for more complete information about the Company and this offering. You may obtain these documents for free by visiting EDGAR on the SEC Web site at: www.sec.gov. Alternatively, copies of the prospectus supplement and accompanying prospectus relating to the offering, when available, may be obtained from:

UBS Securities LLCAttention: Prospectus Department1285 Avenue of the AmericasNew York, NY 10019Telephone: (888) 827-7275

This press release does not constitute an offer to sell or a solicitation of an offer to buy the securities in this offering, nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or other jurisdiction.

About Mattress Firm

Houston-based Mattress Firm is one of the nation's leading specialty bedding retailers, offering a broad selection of both traditional and specialty mattresses from leading manufacturers, bedding accessories and related products.

Forward-Looking Statements

This press release contains forward-looking statements relating to the offering and participation of selling stockholders in the offering. These forward-looking statements involve risks and uncertainties, including the Company's ability to complete the offering in its expected timeframe or at all. Additional risks are discussed in the Company's filings with the SEC, including those appearing under the heading "Item 1A. Risk Factors" in the Company's most recent Annual Report on Form 10-K.

Mattress Firm Holding Corp.
Investor Relations:
Brad Cohen, 713-343-3652
[email protected]
or
Media:
Joanna Singleton, 214-269-4401
[email protected]

Source: Mattress Firm Holding Corp.

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