Benzinga's M&A Chatter for Thursday September 27, 2012

The following are the M&A deals, rumors and chatter circulating on Wall Street for Thursday September 27, 2012:

:

Tempur-Pedic International

and Sealy Corporation (NYSEL ZZ) announced Thursday that Tempur-Pedic will acquire all of the outstanding common stock of Sealy for $2.20 per share, representing a premium of approximately 23 percent to Sealy's 30-day average closing price on Wednesday, September 26, 2012. In addition, Tempur-Pedic will assume or repay all of Sealy's outstanding convertible and non-convertible debt, for a total transaction value of approximately $1.3 billion. The transaction, which is subject to customary closing conditions, including regulatory approvals, is expected to close during the first half of 2013. After hours, H Partners said Sealy was worth at least $7.50 per share and the Tempur-Pedic deal undervalues the company. Sealy closed at $2.19 Thursday, a gain of 2.34% on 69 times average volume. Tempur-Pedic closed at $30.64 Thursday, a gain of 14.41% on 6.5 times average volume.

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Physicians Formula Holdings

and Markwins International Corporation announced Thursday they have entered into a definitive merger agreement under which Markwins will acquire all of the outstanding shares of common stock of Physicians Formula for $4.90 per share in cash, or approximately $74.9 million. Upon the closing of the merger, Physicians Formula will be owned by Markwins and the employees of Physicians Formula will become employees of Markwins. At this time, the employees of Physicians Formula will continue to be located at the company's existing facilities in Azusa, CA. Physicians Formula Holdings closed at $4.86 Thursday, a gain of 0.10% on 16 times average volume.

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Seagate Technology

is not buying OCZ Technology

, according to a report in

. Seagate has been long rumored to be OCZ's eventual acquirer. A spokesperson for Seagate declined comment on the article. An OCZ Spokesperson could not be reached for comment. OCZ Technology closed at $3.41 Thursday, a gain of 2.40% on 1.5 times average volume.

:

MetroPCS

is in discussions with Sprint

, T-Mobile

and Dish Network

, according to

. Each of these companies sees MetroPCS as a piece of the puzzle in building a strong competitor to AT&T

and Verizon

. A spokesperson for MetroPCS declined comment on the report. MetroPCS closed at $11.95 Thursday, a gain of 6.22% on 1.5 times average volume.

:

Ralcorp Holdings

announced Thursday that it is exploring the sale of approximately 6.8 million shares of the common stock of Post Holdings

, representing its entire remaining stake in Post. Ralcorp Holdings closed at $73.12 Thursday, a gain of 1.30% on lower than average volume.