Seq |
Description |
Document |
Type |
Size |
1 |
FORM S-4 |
ds4.htm |
S-4 |
3303976 |
3 |
PURCHASE AGREEMENT DATED AS OF AUGUST 8, 2003 |
dex11.txt |
EX-1.1 |
117979 |
4 |
AGREEMENT AND PLAN OF MERGER DATED AS OF OCTOBER 4, 2002 |
dex21.txt |
EX-2.1 |
260207 |
5 |
CONTRIBUTION AGREEMENT DATED AS OF OCTOBER 4, 2002 |
dex22.txt |
EX-2.2 |
97248 |
6 |
ARTICLES OF INCORPORATION OF TEMPUR-PEDIC, INC., INCLUDING AMENDMENTS |
dex31.txt |
EX-3.1 |
19168 |
7 |
ARTICLES OF INCORPORATION OF TEMPUR PRODUCTION USA, INC. |
dex32.txt |
EX-3.2 |
1306 |
8 |
CERTIFICATE OF INCORPORATION OF TWI HOLDINGS, INC., INCLUDING AMENDMENTS |
dex33.txt |
EX-3.3 |
88919 |
9 |
AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF TEMPUR WORLD, INC. |
dex34.txt |
EX-3.4 |
6124 |
10 |
CERTIFICATE OF INCORPORARTION OF TEMPUR WORLD HOLDINGS, INC. |
dex35.txt |
EX-3.5 |
3693 |
11 |
ARTICLES OF INCORPORATION OF TEMPUR-PEDIC, DIRECT RESPONSE, INC., |
dex36.txt |
EX-3.6 |
5866 |
12 |
ARTICLES OF INCORPORATION OF TEMPUR-MEDICAL, INC., INCLUDING AMENDMENTS |
dex37.txt |
EX-3.7 |
5816 |
13 |
AMENDED AND RESTATED BY-LAWS OF TEMPUR-PEDIC, INC. |
dex38.txt |
EX-3.8 |
6065 |
14 |
BY-LAWS OF TEMPUR PRODUCTION USA, INC. |
dex39.txt |
EX-3.9 |
5649 |
15 |
BY-LAWS OF TWI HOLDINGS, INC. |
dex310.txt |
EX-3.10 |
57255 |
16 |
BY-LAWS OF TEMPUR WORLD, INC. |
dex311.txt |
EX-3.11 |
57249 |
17 |
BY-LAWS OF TEMPUR WORLD HOLDINGS, INC. |
dex312.txt |
EX-3.12 |
5550 |
18 |
BY-LAWS OF TEMPUR-PEDIC, DIRECT RESPONSE. INC. |
dex313.txt |
EX-3.13 |
19006 |
19 |
BY-LAWS OF TEMPUR-MEDICAL, INC. |
dex314.txt |
EX-3.14 |
19115 |
20 |
INDENTURE DATED AS OF AUGUST 15, 2003 |
dex41.txt |
EX-4.1 |
426059 |
21 |
REGISTRATION RIGHTS AGREEMENT DATED AS OF AUGUST 15, 2003 |
dex43.txt |
EX-4.3 |
86805 |
22 |
SECOND AMENDED AND RESTATED CREDIT AGREEMENT DATED AS OF AUGUST 15, 2003 |
dex101.txt |
EX-10.1 |
397539 |
23 |
REGISTRATION RIGHTS AGREEMENT DATED AS OF NOVEMBER 1, 2002 |
dex102.txt |
EX-10.2 |
82002 |
24 |
STOCKHOLDER AGREEMENT DATED SA OF NOVEMBER 1, 2002 |
dex103.txt |
EX-10.3 |
77395 |
25 |
SERIES A PREFERRED STOCK STOCKHOLDER AGREEMENT DATED AS OF NOVEMBER 1, 2002 |
dex104.txt |
EX-10.4 |
44727 |
26 |
TWI HOLDINGS, INC. 2002 STOCK OPTION PLAN |
dex105.txt |
EX-10.5 |
30081 |
27 |
AMENDED & RESTATED EMPLOYMENT AND NONCOMPETITION AGRMNT -ROBERT B. TRUSSELL, JR. |
dex106.txt |
EX-10.6 |
32769 |
28 |
AMENDED AND RESTATED EMPLOYMENT AND NONCOMPETITION AGREEMENT - DAVID C. FOGG |
dex107.txt |
EX-10.7 |
33195 |
29 |
AMENDED AND RESTATED EMPLOYMENT AND NONCOMPETITION AGREEMENT - H. THOMAS BRYANT |
dex108.txt |
EX-10.8 |
32765 |
30 |
AMENDED AND RESTATED EMPLOYMENT AND NONCOMPETITION AGREEMENT - JEFFREY P. HEATH |
dex109.txt |
EX-10.9 |
32724 |
31 |
SEPARATION AGREEMENT DATED AS OF JULY 3, 2003 - JEFFREY P. HEATH. |
dex1010.txt |
EX-10.10 |
25633 |
32 |
CONSULTANT?S AGREEMENT EFFECTIVE AS OF JULY 12, 2003 - JEFFREY P. HEATH. |
dex1011.txt |
EX-10.11 |
9920 |
33 |
EMPLOYMENT & NONCOMPETITION AGREEMENT DATED AS OF JULY 11, 2003-DALE E. WILLIAMS |
dex1012.txt |
EX-10.12 |
39617 |
34 |
STATEMENT REGARDING COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES |
dex121.htm |
EX-12.1 |
39557 |
35 |
SUBSIDIARIES OF TWI HOLDINGS, INC. |
dex211.txt |
EX-21.1 |
2107 |
36 |
CONSENT OF ERNST & YOUNG LLP. |
dex231.txt |
EX-23.1 |
524 |
37 |
NOTICE REGARDING CONSENT OF ARTHUR ANDERSEN LLP. |
dex232.txt |
EX-23.2 |
663 |
38 |
FORM T-1 STATEMENT OF ELIGIBILITY OF TRUSTEE |
dex251.txt |
EX-25.1 |
18253 |
39 |
FORM OF LETTER OF TRANSMITTAL |
dex991.htm |
EX-99.1 |
127295 |
40 |
FORM OF NOTICE OF GUARANTEED DELIVERY |
dex992.htm |
EX-99.2 |
36200 |
41 |
FORM OF LETTER TO CLIENTS |
dex993.htm |
EX-99.3 |
21602 |
42 |
FORM OF LETTER TO DTC PARTICIPANTS |
dex994.htm |
EX-99.4 |
13234 |
43 |
GUIDELINES FOR CERT. OF TAXPAYER IDENTIFICATION NUMBER ON SUBSTITUTE FORM W-9 |
dex995.htm |
EX-99.5 |
36306 |
45 |
GRAPHIC |
g20088g52v57.jpg |
GRAPHIC |
29328 |
46 |
GRAPHIC |
g20088g88l76.jpg |
GRAPHIC |
29294 |
|
Complete submission text file |
0001193125-03-053015.txt |
|
5796581 |