19
Current Board of Directors
Independent, Experienced and Committed to Shareholder Value
Name
Position
Biography
Ervin R. Shames
Chairman, Independent Director
Former Chief Executive Officer of Borden, Inc. and Stride Rite Corporation. Director of Choice Hotels International, Inc. and Online Resources Corporation.
Thomas J. Albani
Independent Director
Former President and Chief Executive Officer of Electrolux Corporation. Director of Barnes Group Inc.
Christine M. Day
Independent Director
Chief Executive Officer of lululemon athletica inc. Former President of Asia Pacific Group, Starbucks Coffee International.
Stephen L. Gulis, Jr.
Independent Director
Former Executive Vice President and Chief Financial Officer of Wolverine World Wide, Inc. Director of Independent Bank Corporation.
Christopher P. Kirchen
Independent Director
Managing General Partner and co-founder of BEV Capital, a venture capital firm.
David T. Kollat
Independent Director
President of 22 Inc. Former Executive Vice President of Marketing for The Limited and former President of Victoria’s Secret Catalogue. Director of Big Lots, Inc., Limited Brands, Inc. and Wolverine World Wide, Inc.
Brenda J. Lauderback
Independent Director
Former President of the Retail and Wholesale Group for Nine West Group, Inc. Director of Big Lots, Inc., Denny’s Corporation, Irwin Financial Corporation and Wolverine World Wide, Inc.
Michael A. Peel
Independent Director
Vice President of Human Resources and Administration at Yale University. Former Executive Vice President of Human Resources and Administrative Services at General Mills, Inc.
Jean-Michel Valette
Independent Director
Chairman of the Board of Directors, Peet’s Coffee and Tea, Inc. Director of The Boston Beer Company.
William R. McLaughlin
Director, President, Chief Executive
Officer
Previous executive-level positions at PepsiCo Foods International, Inc.
Sterling’s Partnership with Pat Hopf
Sterling plans to propose Pat Hopf, former longtime Chairman of Select, to
become the new CEO of the Company
Pat is an entrepreneur, investor and operator who has been involved with
Select since 1991
In 1991 Pat led the initial investment in Select Comfort as a Partner at St.
Paul Venture Capital
At time of the investment, Pat also assumed the role of interim CEO for 6
months
From 1991 – 2006, Pat was on the Board of Select (serving as Chairman
from 1991-1997 and 1999-2003)
Pat was interim CEO again from June ’99 – March ’00
Over Pat’s 15 years with Select, he has been an integral part of the
Company’s success
Pat is a passionate believer in the Company and its products
Sterling and Pat will work together to help create long term value for
shareholders
20
Improvement to Capital Structure
21
Sterling transaction significantly improves cash position to provide sufficient growth
capital and economic hedge. Credit terms would also be extended from 2010 to 2012,
to provide additional flexibility required by the Company.
(in thousands except per share amounts)
April 4, 2009
Historical
Pro Forma
Cash, cash equivalents and $23 million of restricted cash (restriction released April 2009)
26,164
$
44,408
$
Debt:
Short-term debt:
Borrowings under revolving credit facility
74,300
$
24,500
$
Bank term loan
-
100
Capital lease obligations
292
292
Long-term debt:
Bank term loan
-
39,900
Capital lease obligations
479
479
Total indebtedness
75,071
65,271
Shareholders' deficit:
Undesignated preferred stock; 5,000 shares authorized, no shares issued and
outstanding
-
-
Common stock, $0.01 par value; 142,500 and 245,000 shares authorized, respectively;
452
952
45,240 and 95,240 shares issued and outstanding, respectively
Additional paid-in capital
5,527
34,471
Accumulated deficit
(49,192)
(54,248)
Total shareholders' deficit
(43,213)
$
(18,825)
$
Total capitalization
31,858
$
46,446
$
Reflects (i) sale of 50 million shares of common stock for $35 million after deduction of estimated transaction fees and expenses ($5.6 million); and (ii) conversion of $40 million outstanding under our revolving credit facility into a term loan and adjusting the commitment amount to $30 million.