Mergers & Acquisitions
December 3, 2025
Sinomax Acquires Vibe
Sinomax USA acquisition adds digitally native brand to its portfolio
Jennifer Marks //Editor in Chief//December 3, 2025
HOUSTON – Sinomax USA has acquired a foam sleep products brand whose products it has been producing for several years.
The bedding and mattress manufacturer, division of Sinomax group, announced its acquisition of the Vibe brand from Kimberly LLC. The deal includes all registered and unregistered trademarks, logos, copyrights, designs and additional intellectual property relating to the design, marketing, manufacturing, distribution and sale of household goods, including bedding and furniture under the Vibe brand. Terms of the transaction were not disclosed.
Vibe is a modern bedding and home comfort brand known for its fresh aesthetic and approach to making good sleep feel stylish and fun. The Vibe Original Gel Mattress continues to be one of the most awarded and top-rated mattresses in the online marketplace, earning the title “Best Mattress Overall on Amazon” three consecutive years by Forbes.com.
See also: Sinomax, EverRest partner to leverage range of strengths
“Vibe has grown into a beloved sleep and home brand with a distinctive personality and a strong foothold in the market,” said Frank Chen, CEO of Sinomax USA. “Formalizing this acquisition allows us to unlock the full potential of Vibe, accelerate its growth trajectory and bring even more innovation to consumers who love the brand’s energy, honesty and design-forward comfort.”
Sinomax USA has been the primary manufacturer of Vibe products for the last few years, helping shape the brand’s growth and product quality are part of their partnership.
Vibe products include mattresses, pillows, toppers, mattress pads and foundation frames. Earlier this year, Vibe landed its first physical retail placement with a rollout at Walmart stores.
The acquisition will enhance distribution by combining Vibe’s digital-first reach with Sinomax USA’s national retail partnerships. Simonax’s in-house creative and market team also plan to accelerate Vibe’s brand-expansion strategy.
“We’ve been building momentum with Vibe for years,” said Alysabeth Anderson, senior director of marketing & creative at Sinomax USA. “Now that the brand is officially part of the Sinomax family, we’re amplifying everything consumers already love – clean design, honest storytelling, and products that provide incredible comfort at an affordable price.”
December 1, 2025
Somnigroup Makes Offer to Leggett & Platt
Somnigroup Proposes to Acquire Leggett & Platt in All-Stock Transaction
Provided by PR Newswire Dec 1, 2025, 6:30:00 AM
Somnigroup Proposes to Acquire Leggett & Platt in All-Stock Transaction
Somnigroup Proposes to Acquire Leggett & Platt in All-Stock Transaction
PR Newswire
DALLAS, Dec. 1, 2025
- Proposal represents 30.3% premium to the average closing price of Leggett & Platt’s shares during the last 30 trading days
- Combination would provide Leggett & Platt shareholders with significant premium and opportunity to participate in combined company growth
DALLAS, Dec. 1, 2025 /PRNewswire/ — Somnigroup International Inc. (NYSE: SGI, “Company” or “Somnigroup”) today announced that it submitted a proposal to the Board of Directors of Leggett & Platt Inc. (NYSE: LEG) to acquire all outstanding common shares of Leggett & Platt in an all-stock transaction (the “Proposal”). Under the terms of the Proposal, Leggett & Platt shareholders would receive shares of Somnigroup common stock with a market value of $12.00 for every one share of Leggett & Platt common stock, based on a fixed exchange ratio to be agreed. The Proposal offers Leggett & Platt shareholders a 30.3% premium to the average closing price of Leggett & Platt’s shares during the last 30 trading days, representing a value not achieved by LEG shares since December 2024.
The all-stock structure would enable Leggett & Platt shareholders to participate in the future growth potential of the combined company on a tax-deferred basis.
“Leggett & Platt has been an important supplier to our Company for many years,” said Scott Thompson, Chairman and CEO of Somnigroup. “This proposal would deliver significant value to Leggett & Platt shareholders through a compelling premium and tax-advantaged participation in our combined platform, while also being accretive before synergies to all Somnigroup shareholders.”
The Proposal was delivered to the Leggett & Platt Board in a letter on December 1, 2025. The full text of the letter is included below:
###
December 1, 2025
Board of Directors
Leggett & Platt Incorporated
1 Leggett Road
Carthage, Missouri 64836
Attention: Mr. Karl G. Glassman, Board Chairman, President and Chief Executive Officer
Dear Karl and Members of the Board:
I am writing to express our strong interest in pursuing a business combination transaction between Somnigroup International Inc. (“Somnigroup”) and Leggett & Platt Incorporated (“Leggett & Platt”).
We propose that Somnigroup acquire all of the outstanding shares of Leggett & Platt in an all-stock merger with a wholly owned subsidiary of Somnigroup, in which each outstanding share of Leggett & Platt common stock would be exchanged for shares of Somnigroup common stock having a market value of $12.00, based on a fixed exchange ratio to be agreed.
Our proposed merger consideration represents a premium of approximately 17.0% to the closing price of Leggett & Platt shares on November 28, 2025, and a premium of approximately 30.3% over the average closing price of Leggett & Platt shares during the last 30 trading days – a value that Leggett & Platt shareholders have not seen since December 2024.
In addition, by receiving consideration comprised entirely of Somnigroup common stock, your shareholders will have the opportunity to participate fully on a tax-deferred basis in the significant growth potential and synergies of the combined company.
We believe that a combination of Leggett & Platt with Somnigroup would be uniquely compelling for both companies and all of our collective stakeholders. Joining Leggett & Platt with a leading bedding manufacturer and bedding retailer would unquestionably foster significant strategic advantages and efficiencies for the combined company. Also, as you know, Somnigroup and Leggett & Platt have enjoyed an excellent commercial arrangement for many years. A significant mutual benefit of our proposal would be to ensure that this arrangement will continue without interruption.
Leggett & Platt would continue to operate independently under the Somnigroup umbrella. Like Mattress Firm, Tempur Sealy and Dreams, Leggett & Platt’s leadership team would enjoy significant autonomy. Leggett & Platt would also benefit from having a substantial and reliable customer in Tempur Sealy and greater opportunities for growth and success, all with a lower cost of capital and the strategic backing of Somnigroup.
Additionally, because Leggett & Platt’s business is complementary to Somnigroup’s businesses, we would expect to not only retain most of Leggett & Platt’s management team and employees, whose knowledge, experience and talent would be invaluable to the Somnigroup organization, but also provide them future career opportunities in the broader Somnigroup organization. We also expect to retain a significant presence in Carthage.
We contemplate that our transaction would be subject only to customary closing conditions, including the receipt of necessary regulatory approvals, which we expect would be obtained without difficulty or delay. Our transaction would not be subject to any financing contingency or require approval by Somnigroup’s shareholders.
Our proposal has been unanimously authorized by our Board of Directors. Based on our long history with Leggett & Platt, we would expect to be able to promptly complete confirmatory due diligence and execute definitive agreements.
Our financial advisors are Goldman Sachs & Co. LLC and our legal advisors are Cleary Gottlieb Steen & Hamilton LLP.
This proposal is subject to satisfactory completion of due diligence, the negotiation and execution of definitive transaction documents, and approval by the boards of directors of both companies. Unless and until such time, no obligation, commitment or undertaking of any kind shall arise as a result of this letter or any subsequent discussions.
We believe this is a unique opportunity to deliver significant value to Leggett & Platt shareholders and better position a combined company to drive future shareholder value. We seek to work with you on a friendly basis to complete this transaction successfully and expeditiously.
We hope that you share our enthusiasm and we would appreciate a response by December 22, 2025.
Sincerely,
Scott L. Thompson
President, Chief Executive Officer and Chairman of the Board
###
November 30, 2025
Recticel Acquisition Stake
Recticel acquires Miclar Group to deliver integrated
solutions in the insulated panels market
Recticel announces the acquisition of a 76% controlling stake in Miclar Group, a leading Belgian
specialist in industrial façade and roof cladding, light structural steel, and finishing components. This
strategic move enhances service to our end customers and reinforces Recticel’s position in the insulated
panels market. The investment is fully aligned with our commitment to delivering innovative products
and integrated solutions across Europe.
Founded in May 2018, Miclar offers complete solutions for industrial façade and roof cladding. It
operates in Belgium, the Netherlands, France and Sweden. In 2024, Miclar Group reported proforma
sales of EUR 23.7 million and adjusted EBITDA of EUR 4.7 million.
The acquisition was paid in cash for an enterprise value of EUR 20.5 million. Miclar Group will be
consolidated in Recticel’s financial statements as from 1 December 2025.
Jan Vergote, Chief Executive Officer Recticel Group, commented:
“Miclar’s rapid growth and service-driven approach make it an ideal partner for Recticel’s industrial
customers. Together, we will deliver innovative solutions that address the evolving needs of industrial
construction in Belgium and beyond. As part of our “Elevate 2030” strategic plan, we are pursuing
additional acquisitions in Europe to enlarge our downstream offer.”
Laurens Couckuyt, Chief Executive Officer Miclar, added:
“The partnership with Recticel will enable us to accelerate innovation, expand our capabilities, and
deliver even greater value to our customers. It will serve as a springboard for our European expansion.
We look forward to combining our expertise with Recticel’s vision for sustainable growth and smart
insulation.”
https://files.webdisclosure.com/1374577/20251128_Acquisition_Miclar_final.pdf
November 18, 2025
AkzoNobel and Axalta to Merge
AkzoNobel and Axalta to combine in all-stock merger of equals, creating a premier global coatings company
November 18, 2025
- Creates a global coatings leader with $17 billion in revenue and an enterprise value of $25 billion
- Significant value creation with approximately $600 million in cost synergies supporting strategic and capital allocation priorities
- Combines highly complementary portfolios across end markets, driving stronger revenue growth, enhanced profitability and increased value for customers
- Expands geographic reach, brings together world class technology and innovation platforms and offers a full spectrum of solutions to deliver exceptional value to customers
- Highly attractive financial profile featuring strong EBITDA margins and robust cash flow generation
- One‑tier Board to be led by current Axalta Chair Rakesh Sachdev as Chair; AkzoNobel CEO Greg Poux-Guillaume to serve as CEO of the combined company
- Combined company to transition to a single NYSE listing; dual headquarters in Amsterdam and Philadelphia and domiciled in the Netherlands
- Companies to host joint investor conference call on November 18 at 8.30am EST/ 2.30pm CET
Akzo Nobel N.V. (AKZA; AKZOY) (“AkzoNobel”) and Axalta Coating Systems Ltd. (NYSE:AXTA) (“Axalta”) today announced they’ve entered into a definitive agreement to combine in an all-stock merger of equals, creating a premier global coatings company with an enterprise value of approximately $25 billion.
The combination brings together two coatings industry leaders with complementary portfolios of highly regarded brands to better serve customers across key end markets and enhance value for shareholders, employees and other stakeholders. Anchored in both companies’ proud histories and broad expertise, the combined business will have a highly attractive financial profile, industry-leading innovation capabilities and a balanced global footprint spanning over 160 countries to bring global capabilities to local customers.
With attractive margins and robust cash flow generation, the combined company will be well positioned to drive substantial growth and shareholder value creation, building on 2024 revenues of approximately $17 billion and $1.5 billion in pro forma Adjusted Free Cash Flow.1,2,3The combination is expected to drive identified and actionable run-rate synergies of approximately $600 million, 90% of which are expected to be achieved within the first three years following the close of the transaction.
Greg Poux-Guillaume, Chief Executive Officer and Chairman of the Board of Management of AkzoNobel:
“We’re excited to enter a new chapter in our long and proud history as a leader in the paints and coatings industry. This merger will allow us to accelerate our growth ambitions by bringing together highly complementary technologies, expertise and passionate people to unlock our full combined potential. I’m excited to lead our talented teams in bringing the best of both companies to our customers and shareholders, delivering outstanding value to both.”
Ben Noteboom, Chairman of the Supervisory Board of AkzoNobel:
“This combination represents a compelling opportunity. It’s a great value proposition for all our stakeholders, both in the Netherlands – where we maintain our domicile – and internationally, including our shareholders, customers and employees. It will create a world leader in coatings and is a significant step that will drive sustainable growth and allow us to better serve our customers. By uniting two world class organizations, we’re creating a strong platform for the future, built on a solid foundation of shared values and heritage.”
Chris Villavarayan, CEO and President of Axalta:
“We are pleased to enter into this transaction with AkzoNobel and join our best-in-class platforms to enhance innovation, develop new capabilities and further strengthen customer relationships. As our industry continues to grow and evolve, this combination with AkzoNobel enables us to do the same, with a sharper competitive edge and new avenues and opportunities for growth. Together, AkzoNobel and Axalta are positioned to establish a profitable and sustainable path forward as a leader in the coatings industry. Like AkzoNobel, we value our people as our greatest asset, and we are excited to unite our rich, innovation-focused cultures.”
Rakesh Sachdev, Chair of the Axalta Board of Directors:
“The Axalta Board is confident that this combination with AkzoNobel will create significant value for our shareholders as we move ahead. Led by an experienced management team with a track record of operational efficiency and excellence, we expect the meaningful synergy opportunities and enhanced financial profile of the combined company will drive substantial value creation. We look forward to joining Axalta’s and AkzoNobel’s strengths to create new opportunities across our global stakeholder base.”
Compelling strategic and financial benefits of the transaction
- Diversified and balanced portfolio of leading brands. The merger brings together AkzoNobel’s and Axalta’s complementary portfolios to create a full spectrum offering of coatings solutions, with first-rate franchises across Powder, Aerospace, Refinish, Mobility, Marine and Protective, Industrial Coatings and Decorative Paints. The combined portfolio will be differentiated by its breadth of solutions across approximately 100 well-known brands
- Increased geographic scale and enhanced commercial reach. The combined company will have an enhanced global footprint spanning 173 manufacturing sites and 91 R&D facilities worldwide, enabling it to bring global capabilities to local customers. Through increased local presence in key geographies, AkzoNobel and Axalta customers are expected to benefit from deep channel access to coatings and product support, further strengthening customer relationships
- Enhanced capabilities to deliver customer-centric innovation. The combination will enable AkzoNobel and Axalta to deliver increasingly advanced and differentiated products by combining existing technological capabilities across end markets. Joining Axalta’s Refinish, Light Vehicle and Commercial and Industrial Coatings businesses with AkzoNobel’s Powder Coatings, Refinish, Aerospace Coatings, Marine and Protective Coatings, Industrial Coatings and Decorative Paints businesses will create an innovative platform to deliver exceptional value to customers. In addition, sharing best practices across two leading research platforms in the coatings space is expected to accelerate high-value innovation. The combined company will have approximately $400 million combined annual R&D spend, 91 R&D facilities for local customer needs, approximately 4,200 research fellows, scientists and engineers, and around 3,200 granted and pending patent applications
- Substantial synergy opportunities driving value creation. The combination is expected to generate pre-tax run-rate synergies of approximately $600 million, with 90% of synergies expected to be achieved within the first three years following the close of the transaction. The targeted synergies are identified and actionable, arising primarily from procurement, SG&A efficiencies, footprint optimization and improved supply chain management
- Highly attractive financial profile with strong margins and substantial cash flow generation. Inclusive of run-rate synergies, the combined company is expected to have industry-leading profitability with strong Adjusted EBITDA margins approaching 20%1 and substantial cash flow generation. Revenues are expected to be approximately $17 billion, with Adjusted EBITDA of $3.3 billion and pro forma Adjusted Free Cash Flow of $1.5 billion. This will provide significant flexibility to support strategic and capital allocation priorities, including consistent capital returns through a regular dividend. Net leverage is targeted to be 2.0x to 2.5x, with a strong commitment to holding an investment grade credit rating
Leadership, corporate governance and headquarters
Upon closing, the combined company will have a one-tier Board, led by Rakesh Sachdev, current Chair of the Axalta Board of Directors. Ben Noteboom, current Chairman of the AkzoNobel Supervisory Board, will serve as Vice-Chair. The Board will be composed of 11 directors – four from each company and three independent members. Of the 11 Board members, two will be executive directors and nine will be non-executive directors. Each company expects to hold its respective Extraordinary General Meeting of Shareholders tentatively in mid-2026.
Current AkzoNobel CEO, Greg Poux-Guillaume, will serve as CEO of the combined company, and current Axalta CEO, Chris Villavarayan, will serve as Deputy CEO. Current Axalta SVP and CFO, Carl Anderson, will serve as the CFO of the combined company. Current AkzoNobel CFO, Maarten de Vries, will retire from AkzoNobel prior to closing as previously announced.
The combined company will assume a new name and ticker symbol, which will be announced in due course, and will have dual headquarters in Amsterdam and Philadelphia. It will be organized under a Dutch holding company with tax residency in the Netherlands. Following a period of dual listing on Euronext Amsterdam and the New York Stock Exchange (“NYSE”), shares of the combined company’s common stock will be listed solely on NYSE.
Transaction details
Under the terms of the agreement, which has been unanimously approved by the AkzoNobel Supervisory Board, the AkzoNobel Board of Management and the Axalta Board of Directors, Axalta shareholders will receive 0.6539 shares of AkzoNobel stock for each share of Axalta common stock owned.
In connection with the transaction, AkzoNobel will pay a special cash dividend to AkzoNobel shareholders equal to €2.5 billion minusthe aggregate amount of any regular annual and interim dividends paid by AkzoNobel to AkzoNobel shareholders in 2026 prior to completion. AkzoNobel shareholders will own 55% and Axalta shareholders will own 45% of the combined company on a pro forma basis immediately after closing.
The companies expect the transaction to close in late 2026 to early 2027, subject to approval by shareholders of both AkzoNobel and Axalta, the receipt of requisite regulatory approvals, authorization for the combined company’s shares to be listed on NYSE, payment of the special dividend by AkzoNobel, completion of AkzoNobel’s works council consultation requirements and the satisfaction of other customary closing conditions.
Dividends and share buybacks between signing and close
In light of the announced transaction, both AkzoNobel and Axalta have agreed to suspend any ongoing or announced share buyback programs, effective immediately.
AkzoNobel intends to continue paying regular ordinary dividends in line with its existing dividend policy through closing, subject to customary approvals and applicable legal requirements. No extraordinary or additional distributions are expected from either company prior to completion, other than AkzoNobel’s special dividend pursuant to the transaction terms.
Advisors
Morgan Stanley & Co International plc is serving as sole financial advisor, De Brauw Blackstone Westbroek N.V. and Davis Polk are serving as legal counsel, and FGS Global is serving as strategic communications advisor to AkzoNobel. In addition, Lazard B.V. and Wakkie+Perrick are acting as financial and legal advisors, respectively, to the AkzoNobel Supervisory Board.
Evercore and J.P. Morgan Securities LLC are acting as co-lead financial advisors to Axalta. Incentrum Group is also providing financial advice. Additionally, Cravath, Swaine & Moore LLP and NautaDutilh N.V. are serving as legal counsel, and Joele Frank, Wilkinson Brimmer Katcher is serving as strategic communications advisor to Axalta.
Conference call and additional materials
AkzoNobel and Axalta will host a joint investor conference call today at 8.30am EST/2:30pm CET to discuss the transaction.
The conference call will be available via live webcast on the investor relations section of each company’s website at https://www.akzonobel.com/en/investors/events and https://ir.axalta.com, or directly at the following web address: https://event.choruscall.com/mediaframe/webcast.html?webcastid=V5nvvQdI. Associated presentation materials will also be available for viewing on the respective websites prior to the call.
The conference call can also be accessed by dialing +1 (877) 407 4177 within the US. International numbers can access the conference call by dialing +1 (201) 689 8325 or by clicking here. An archive of the webcast will be available for one week.
About AkzoNobel
Since 1792, we’ve been supplying the innovative paints and coatings that help to color people’s lives and protect what matters most. Our world class portfolio of brands – including Dulux, International, Sikkens and Interpon – is trusted by customers around the globe. We’re active in more than 150 countries and use our expertise to sustain and enhance everyday life. Because we believe every surface is an opportunity. It’s what you’d expect from a pioneering and long-established paints company that’s dedicated to providing more sustainable solutions and preserving the best of what we have today – while creating an even better tomorrow. Let’s paint the future together.
About Axalta Coating Systems
Axalta is a global leader in the coatings industry, providing customers with innovative, colorful, beautiful and sustainable coatings solutions. From light vehicles, commercial vehicles and refinish applications to electric motors, building facades and other industrial applications, our coatings are designed to prevent corrosion, increase productivity and enhance durability. With more than 150 years of experience in the coatings industry, the global team at Axalta continues to find ways to serve our more than 100,000 customers in over 140 countries better every day with the finest coatings, application systems and technology. For more information visit axalta.com and follow us @axalta on X.
November 17, 2025
Adnoc Gets Conditional Approval for Covestro Acquisition
Adnoc’s €11.7B Covestro deal wins conditional E.U. approval
Nov. 14, 2025 9:55 AM ETCovestro AG (CVVTF) Stock, COVTY StockBy: Carl Surran, SA News Editor
The European Union’s competition regulator said Friday it conditionally cleared Abu Dhabi’s state oil company ADNOC for its €11.7 billion (~$13.6 billion) bid for German chemical company Covestro (OTCPK:CVVTF) (OTCPK:COVTY).
The European Commission said ADNOC’s offer to maintain Covestro’s (OTCPK:CVVTF) (OTCPK:COVTY) intellectual property in Europe as well as concessions on the company’s unlimited state guarantee from the U.A.E. settled its earlier concerns that its state subsidies could stifle competition.
The deal, one of the largest foreign takeovers of an E.U. company by a Persian Gulf state, has prompted concerns that ADNOC may be using state subsidies to acquire Covestro (OTCPK:CVVTF) (OTCPK:COVTY); an in-depth investigation began earlier this year under relatively new legislation designed to tackle what European officials see as distorting subsidies from foreign governments.
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