Notes to the company balance sheet and profit and loss account

• General

  The registered office of Beter Bed Holding N.V. is Linie 27, Uden, the Netherlands. The financial statements have been compiled on the basis of Title 9, Book 2 of the Dutch Civil Code in accordance with International Financial Reporting Standards (IFRS), as adopted for use in the European Union and applied to the consolidated financial statements. The participating interests in group companies are valued at the net asset value calculated in accordance with Beter Bed Holding N.V.’s policies. When a participating interest has a negative equity the sequence is as follows: first, the valuation of the participating interest is reduced, after which a write-down is applied to the amounts owed by this participating interest insofar as these are an increase of the net investment in the participating interest, and then a provision is formed.

  Beter Bed Holding N.V. had an average number of 7 employees (FTE) in 2015 (2014: 5).

  The company financial statements are presented in euros and all amounts are rounded to thousands (€ 000) unless stated otherwise. The option provided by Section 402 of Book 2 of the Dutch Civil Code to include an abbreviated profit and loss account in the company financial statements has been used.

  The note on executive remuneration is included in the notes to the consolidated balance sheet and profit and loss account.

  The fees charged for the audit of the financial statements and other non-audit services by the auditor PwC Accountants N.V. (2014: Ernst & Young Accountants LLP) are also disclosed in the notes to the consolidated balance sheet and profit and loss account.

• 1 Financial assets

  This item includes the participating interests in the group companies and the amounts owed by the group companies.

  The item loans to participating interests includes loans in accordance with market conditions to Beter Beheer B.V and Matratzen Concord GmbH carried at € 87,240, (2014 € 87,240) and € 0 (2014 € 1,000) respectively. The loan to Beter Beheer B.V. is a fixed-interest loan at an interest rate of 7% (2014: 7%). The loan to Matratzen Concord GmbH is a variable-interest loan (Euribor plus 5%). The remaining term to maturity of the loan to Beter Beheer B.V. is three years. The loan to Matratzen Concord GmbH was repaid in December 2015. No security was provided for these loans. The fair value of the loans is equal to their nominal value.

  Movements in this item were as follows:

  	Participating interests in group companies	Loans	Total
  Balance at 1 January 2014	60,543	88,089	148,632
  Profit from participating interests in 2014	13,259	151	13,410
  Dividend paid	(1,029)	-	(1,029)
  Capital contribution	48	-	48
  Exchange gain	59	-	59
  Granted loans to group companies	-	-	-
  Repaid loans to group companies	-	-	-
  Merger participating interests	(1,892)	-	(1,892)
  Balance at 31 December 2014	70,988	88,240	159,228
  Balance at 1 January 2015	70,988	88,240	159,228
  Profit from participating interests in 2015	18,966	-	18,966
  Dividend paid	(12,056)	-	(12,056)
  Capital contribution	250	-	250
  Exchange gain	283	-	283
  Revaluation	(35)	-	(35)
  Granted loans to group companies	-	-	-
  Repaid loans to group companies	-	(1,000)	(1,000)
  Balance at 31 December 2015	78,396	87,240	165,636

• 2 Receivables

  		2015	2014
  Group companies		545	323
  Taxes and social security contributions		33	402
  Other receivables		2,606	2,344
  Total		3,184	3,069

  All receivables fall due within one year.

  Beter Bed Holding uses a cash pool structure as a result of which there are minimal and very short-lived current account intra-group balances.

• 3 Cash and cash equivalents

  This item relates to the balance of cash in hand and at the bank. The cash and cash equivalents are at the full disposal of the company.

• 4 Equity

  The company’s authorised capital amounts to € 2,000, divided into 100 million ordinary shares with a nominal value of € 0.02 each. At the end of 2015 21.955.562 shares had been issued and paid up (2014: 21.905.562).

  There are no shares that have been repurchased and not yet cancelled. Repurchased shares are no longer included in the earnings per share calculation.

  The movement in the equity items is explained in the consolidated statement of changes in equity. The revaluation reserve is the statutory revaluation reserve and relates to company land. The reserve for currency translation differences is also a statutory reserve. Neither reserve is freely distributable.

• 5 Provisions

  At year-end 2015 and 2014 the provisions consisted in full of the provision for participating interests. The participating interests provision is a provision for participating interests that have negative net asset value after setting off loans provided by the company. The movements in the provisions in 2015 and 2014 are as follows:

  		2015	2014
  Balance at 1 January		12,857	13,208
  Profit from participating interests		986	1,591
  Capital contribution		-	(50)
  Merger participating interests		-	(1,892)
  Balance at 31 December		13,843	12,857

• 6 Current liabilities

  The breakdown of this balance sheet item is as follows:

  		2015	2014
  Credit institutions		78,334	80,053
  Taxes and social security contributions		246	-
  Other liabilities, accruals and deferred income		807	918
  Total		79,387	80,971

  Beter Bed Holding uses a cash pool structure as a result of which there are minimal and very short-lived current account intra-group balances.

• 7 Commitments not included in the balance sheet

  Together with the other Dutch operating companies, the company is part of a tax entity for corporation tax purposes. Each of the operating companies is jointly and severally liable for the tax payable of all operating companies included in the tax entity. The company settles the corporation tax with the operating companies concerned on the basis of the profit or loss before income tax of the operating company concerned.

  Beter Bed Holding N.V. has issued declarations of joint and several liability for all Dutch group companies for the obligations arising from all legal transactions entered into by these group companies.

  
  
  Uden, The Netherlands, 10 March 2016

  Management Board	Supervisory Board
  A.H. Anbeek	D.R. Goeminne
  B.F. Koops	A.J.L. Slippens
  	E.A. de Groot
  	W.T.C. van der Vis