HOME FURNISHING DEMAND RISES AMID PANDEMIC

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HOME FURNISHING DEMAND RISES AMID PANDEMIC
HOME FURNISHING DEMAND RISES AMID PANDEMIC
HOME GOODS UPDATE | DECEMBER 2020

CONTACTS                           KEY HIGHLIGHTS

       Lisa Tolliver               •   The Home Goods industry suffered from early
       Senior Director                 headwinds but has bounced back strong
                                   •   Digital companies have demonstrated the most
                                       resilience amid the pandemic
                                   •   M&A activity has slowed but strategic buyers
       Kenneth Wasik                   remain active
       Managing Director,
       Head of Consumer & Retail   •   Capstone expects M&A activity to increase in 2021,
                                       presenting a favorable opportunity for home
                                       goods providers to come to market as strategics
                                       look to bolster offerings and private equity buyers
                                       seek to build out their sector portfolios

                                                                                December 2020

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HOME FURNISHING DEMAND RISES AMID PANDEMIC
Home Goods
             Home Furnishing Demand Rises Amid Pandemic

TABLE OF CONTENTS                      INDUSTRY OUTLOOK

 Industry Outlook                     Following substantial headwinds during the onset of the pandemic, the Home
 COVID-19 Impacts                     Goods industry has demonstrated a remarkable recovery driven by consumers’
                                       heightened focus on home furnishings and improvement amid increased time
 M&A Overview                         at home. Quarantine restrictions and work from home trends are fueling
 Notable Transactions                 home goods spending and investors are showing increased attraction to the
 Select Transactions                  sector. Capstone expects merger and acquisition (M&A) activity to accelerate
                                       for quality home goods companies with established online channels, strong
 Public Company Data                  brand recognition, and differentiated business models. Strategic buyers
 Key Takeaways                        remain active and private equity firms are shifting from crisis management of
 Firm Track Record                    portfolio companies to actively pursuing platform and add-on investments.

                                       The acceleration of e-commerce adoption has been apparent, evidenced by
                                       leading online home furnishings retailer Wayfair’s (NYSE:W) 83.7% year-over-
                                       year (YOY) revenue increase,1 and kitchenware provider Williams-Sonoma’s
                                       (NYSE:WSM) Q2 e-commerce sales accounting for nearly 76% of total
                                       revenues.2     In addition, Casper (NYSE:CSPR), which leverages retail
                                       partnerships with Costco (Nasdaq:COST), Target (NYSE:TGT), and Amazon
                                       (Nasdaq:AMZN), was able to drive strong sales gains in Q2, with revenue from
                                       retail partnerships increasing 61% from the prior year, according to its
                                       earnings release.3

                                       Public companies in the Home Goods industry experienced significant stock
CONTACTS                               performance declines in the first half of the year but have recovered to
                                       produce positive returns in recent months. Home goods retailers have led all
Lisa Tolliver                          subsegments, (+64.7%) while lawn & garden (+37.2%) public companies have
Senior Director                        emerged as a bright spot and shown resilience throughout the pandemic.
773-791-9493
ltolliver@capstoneheadwaters.com                                          Capstone Public Company Index Returns

Kenneth Wasik                                                       Furniture & Home Furnishing            Household Products
Managing Director,                                                  Lawn & Garden                          Home Goods Retailers
Head of Consumer & Retail                              100%
917-434-6124
                                   Percentage Change

kwasik@capstoneheadwaters.com                           50%

                                                         0%

                                                       -50%

                                                       -100%
                                                           Dec-19        Feb-20       Apr-20      Jun-20    Aug-20          Oct-20         Dec-20

                                                                                                                Note: List of companies on pages 7-8
                                                                                                            Source: Capital IQ and Capstone Research

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HOME FURNISHING DEMAND RISES AMID PANDEMIC
Home Goods | December 2020

COVID-19 IMPACTS: MATTRESS & BEDDING

COVID-19 severely challenged the retail environment in                                      Mattress & Bedding Performance
the first half of 2020 with sales falling nearly 15% (Census
Bureau4) at peak disruption in April. In addition, Home                                          Mattress & Bedding Index              S&P 500
Goods providers concentrated in physical retail stores
experienced substantial headwinds, evidenced by the                                  30%
bankruptcies of Pier 1 Imports, Art Van Furniture, and Sur                           20%
La Table. However, with consumers spending an increasing

                                                                 Percentage Change
                                                                                     10%
amount of time in their homes and prioritizing home
                                                                                      0%
improvement and furnishing, industry demand has
                                                                                     -10%
rebounded significantly. While in-store retailers have
struggled with closures and social distancing protocols,                             -20%
digitally native brands and direct-to-consumer providers                             -30%
with differentiated products and resilient supply chains                             -40%
have experienced heightened sales growth.                                            -50%
                                                                                     -60%
Mattress and bedding providers have experienced strong                               -70%
demand in recent months, especially those that have                                     Oct-19   Dec-19   Feb-20     Apr-20     Jun-20     Aug-20     Oct-20
invested in online channels and brand development.
Following significant disruption at the onset of the                                                               Note: Index includes SNBR, CSPR, PRPL, TPX
pandemic, the sector has rebounded immensely, with                                                                  Source: Capital IQ and Capstone Research

Capstone’s Mattress & Bedding public company index
returning nearly 19% as of October 19th, outpacing the             their home as well as their own well-being.         They
S&P 500.      Notably, online mattress provider Purple             understand the strong connection between sleep and
Innovation (Nasdaq:PRPL) recorded a 60.3% YOY revenue              overall health and wellness. Consumers are also adapting
increase in Q2, with direct-to-consumer revenue rising             digital products and service at a much faster and higher
127.9%, according to its earnings release.5 In addition,           rate,” commented Shelly Ibach, Sleep Number CEO,
Casper experienced a 15.7% YOY revenue increase, despite           President & Executive Director.
recording modest sales in its retail stores, highlighting the
effectiveness of robust e-commerce channels.                       While the Mattress & Bedding subsegment has
                                                                   experienced heightened demand, capacity constraints
Comprehensive digital capabilities have proved to be               have challenged top providers. Tempur Sealy (NYSE:TPX)
critical to operational resilience and industry participants       which combated significant supply chain issues through
are increasingly leveraging data and media solutions to            Q2, especially in its U.S. Sealy products, struggled to meet
bolster digital traffic. Notably, home goods & décor e-            demand and experienced a YOY revenue decline of nearly
commerce sales increased 88% YOY in September,                     8%, according to its earnings release.8            However,
according to Signifyd.6 Leading mattress provider, Sleep           improving order trends on its U.S. Tempur-Pedic products
Number (Nasdaq:SNBR) has accelerated its digital                   have led to optimism for Q3 sales growth, which the
capabilities in the wake of the pandemic, with digital traffic     company expects to increase over 30% from the prior
already surpassing 2019 totals in Q3, according to its most        year, according to a press release.9 In addition, despite
recent earnings call.7 It has utilized automation, machine         Purple Innovation’s strong Q2 performance, many orders
learning, and proprietary data to increase conversion of           placed in Q2 were not recognized as quarterly revenue
elevated consumer demand. “Consumers are prioritizing              due to capacity limitations and an extensive backlog.

               Lisa Tolliver, Senior Director
               “With an active client in the Soft Home Goods sector, we are front and center regarding
               discussions with leading industry players and private equity groups interested in this growing
               sector. The Home Goods industry is experiencing strong momentum, particularly for businesses
               selling via online channels, whether through their own websites or major etailers such as
               Amazon, Wayfair, Target.com, etc. Consumers are shopping online and keenly focused on
               nesting and making their homes more comfortable, trends that are expected to continue long-
               term post pandemic.”

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HOME FURNISHING DEMAND RISES AMID PANDEMIC
Home Goods | December 2020

M&A OVERVIEW

M&A activity through year-to-date (YTD) 2020 has trailed                                       M&A Transaction Volume
2019 transaction volume by 32% as many strategics
paused acquisitions and private equity focused on the                                                        2019        2020
health of existing investments. However, volume has                                     50

                                                               Number of Transactions
surged in YTD Q4 with 22 deals announced or completed,
                                                                                        40
increasing 175% from the prior quarter and slightly
outpacing YOY levels. In addition, total disclosed deal                                                                         29
                                                                                        30   26 24
value has amounted to over $1.6 billion, modestly                                                            21                                   21 22
exceeding 2019 YTD totals. The resurgence in transaction                                20
volume follows two quarters of depressed deal activity,                                                           12
                                                                                                                                     8
with Q2 and Q3 recording YOY declines of 43% and 72%,                                   10
respectively. The significant increase in M&A interest
through YTD Q4 supports robust optimism for the Home                                    0
Goods sector as buyers leverage greater financial visibility                                 Q1                Q2                Q3              YTD Q4
to reengage in inorganic growth strategies.
                                                                                                                          Note: Year-to-date ended December 4
                                                                                                  Source: Capital IQ, FactSet, PitchBook, and Capstone Research
The Furniture & Home Furnishing subsegment has
comprised the largest percentage of transactions with 28            follows the divestitures of e-commerce home furnishing
deals, followed by Lawn & Garden with 11 transactions.              provider One Kings Lane (April, undisclosed) and
Top lawn & garden players have showcased robust                     PersonalizationMall (February, $252 million), an online gift
performance, benefiting from at-home trends. Notably,               and home products company.
Scotts Miracle-Gro (NYSE:SMG) recorded a 27.5% YOY
increase in Q2 revenue and cited increased prospective              Private equity has demonstrated robust appetite in the
M&A opportunities in recent months, according to its                Home Goods sector through the pandemic, accounting
earnings call.10 Most recently, Scotts acquired a 19.5%             for 30% of total deals, slightly above 2019 levels. PE firms
stake in AeroGrow International (OTCPK:AERO) for $20.1              have largely acted through add-on acquisitions to bolster
million in October. While public companies have not                 and diversify existing portfolio companies, which
been active acquirers through YTD 2020, accounting for              comprised nearly 18% of total transactions in the YTD.
only 9% of transactions, they have utilized M&A to divest           This has been evidenced by HCI Equity Partners-backed
non-core businesses in order to improve liquidity and               Wellborn Forests acquisition of De Pere Cabinet
narrow product focus. Notably, Bed Bath & Beyond                    (September, undisclosed), a provider of semi-custom
(Nasdaq:BBBY) sold three businesses in the Home Goods               kitchen cabinets primarily for single-family residences.
sector this year, most recently selling Christmas Tree              Capstone expects continued private equity interest in
Shops to Handil Holdings (see next page). The sale                  2021 for targets demonstrating robust growth.
follows

              Lisa Tolliver, Senior Director
              “Overall M&A activity has been down compared to last year due to the pandemic. However,
              there are some bright pockets of strong M&A activity for businesses that are benefitting from the
              surge in demand in online shopping and changing consumer behaviors. Strategics have been
              active, accounting for nearly 70% of transactions year-to-date. However, we are seeing strong
              interest from private equity groups focused on the long-term outlook of the Home Goods sector
              and searching for opportunities to build a home goods focused portfolio. In particular, we are
              seeing renewed interest in sectors such as Furniture, Home Office Furnishings, Bedding, Bath and
              Kitchen items, Garden and Outdoor decor, in addition to gift related decor and accessories.”

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HOME FURNISHING DEMAND RISES AMID PANDEMIC
Home Goods | December 2020

NOTABLE TRANSACTIONS

Several notable transactions have been announced or completed in the industry in 2020. Select transactions are outlined below,
followed by a more comprehensive list.

                         HNI Corporation to acquire Design Public LLC
                         (December 2020, Undisclosed)

                         HNI Corporation (NYSE:HNI), a premier office furniture and hearth product manufacturer, has agreed to
                         acquire leading e-commerce distributor of high-design furniture and accessories for office and home
                         settings, Design Public Group. Terms of the transaction were not disclosed. The acquisition includes
                         Design Public’s two e-commerce platforms – Design Public and Danish Design Store. The transaction
                         highlights investor appetite for online home goods providers serving attractive end markets, including
                         home office and furniture. The addition of Design Public bolsters HNI’s workplace furnishings and
      To Acquire         residential building products offerings and expands its customer network.

                         “This acquisition aligns nicely with our long-term strategies. Design Public is a digitally native company
                         bringing skills and capabilities to help us accelerate our digital and e-commerce initiatives. In addition
                         to supporting our traditional distribution models, we will also increase our reach to a broader consumer
                         group that increasingly buys furniture online,” commented Jeff Lorenger, Chairman, President and Chief
                         Executive Officer of HNI Corporation in a press release.11

                         Handil Holdings, LLC acquires Christmas Tree Shops, Inc.
                         (October 2020, Undisclosed)

    Handil Holdings      Handil Holdings has acquired Christmas Tree Shops from Bed Bath & Beyond (Nasdaq:BBBY), a retailer
                         of bed & bath, furniture, home décor, kitchen & dining, food & drink, and outdoor & garden products.
                         Terms of the transaction were not disclosed. Christmas Tree Shops generated approximately $400
                         million in revenues in 2019, according to UBS.12 The transaction highlights a broader restructuring of
                         Bed Bath & Beyond as it focuses on its core competencies and bolstering its supply chain and
       Acquires          merchandising operations to improve its strategic portfolio focus on the Home, Baby, Beauty, and
                         Wellness markets.

                         “Today’s announcement builds on the purposeful steps we have made throughout the year to simplify
                         our portfolio, unlock capital and create clear strategic focus to accelerate our plans to build our
                         authority in the Home, Baby, Beauty and Wellness markets,” said Mark Tritton, Bed Bath & Beyond’s
                         President and CEO in a press release.13

                         Brand Velocity Partners acquires BBQGuys
                         (September 2020, $140 Million)

                         Brand Velocity Partners (BVP) has acquired leading e-commerce provider of high-end barbeque grills,
                         outdoor kitchen products, and grilling accessories BBQGuys for an enterprise value of approximately
                         $140 million. Included in the transaction is affiliated company Blaze Outdoor Products, which provides
                         barbeque products and accessories. BBQGuys has leveraged rapid order fulfillment capabilities, a
                         comprehensive e-commerce platform, and scaled infrastructure to deliver 27% annual growth over the
                         past 15 years, according to a press release.14 Blaze Outdoor Products has also recorded strong sales
                         penetration over the last seven years, averaging 50% annual growth over the period.
       Acquires
                         "BBQGuys has an entrenched and scalable position in this large, fragmented, growing market," said
                         Steve Lebowitz BVP Co-Founder and Managing Partner, in the press release. "The backyard is the new
                         vacation spot. With the company's market expected to grow from $9.7 billion in 2019 to over $11.7
                         billion by 2024, BBQGuys will benefit from a strong demand profile and secular tailwinds. We're excited
                         to partner with such a talented management team to build the brand."
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HOME FURNISHING DEMAND RISES AMID PANDEMIC
Home Goods | December 2020

SELECT TRANSACTIONS

                                                                                                                                            Enterprise
Date       Target                    Acquirer                Target Business Description                                                   Value (mm)
                                                             Offers furniture and accessories for home and office settings
12/01/20   Design Public             HNI (NYSE:HNI)                                                                                                -
                                                             through its e-commerce platform.

                                                             Manufactures furniture products including beds, seating, tables,
12/01/20   Jalan Jalan               Welcon                  and outdoor furniture.                                                                -

11/02/20   Yeleko                    GrowGeneration          Operates a chain of hydroponic garden centers.                                     $32.0

                                                             Provides personalized home goods, apparel, and handcrafted
10/28/20   Custom Personalization    LiveXLive (Nasdaq:LIVX) jewelry online.                                                                     $6.0

           Old Brick Furniture and
10/14/20                             Bennington Furniture    Offers home and mattress products.                                                    -
           Mattress

           Christmas Tree            Handil                  Operates a chain of gift stores providing home décor, furniture,
10/13/20                                                                                                                                           -
           Shops                     Holdings                kitchen & dining, and outdoor products.

           D.William Garden                                  Distributes sods, paving stones, slabs, and garden maintenance
10/13/20                             Groupe Richer           products.                                                                             -
           Center

                                     GrowGeneration
10/12/20   Hydroponics Depot                                 Provides indoor and outdoor gardening equipment and supplies.                         -
                                     (Nasdaq:GRWG)

10/08/20   American Bath Group       Centerbridge Partners   Manufactures bathing products.                                                        -

           Keystone
10/07/20                             Wyrmwood                Provides custom furniture products.                                                   -
           Collections

09/29/20   BBQGuys/Blaze Outdoor Brand Velocity Partners     Offers grills, outdoor products, and accessories.                                 ~$140.0

09/16/20   De Pere Cabinet           Wellborn Forest         Manufactures semi-custom wood cabinets.                                               -

           Kyle’s Custom Wood                                Designs, builds, and installs custom cabinetry for contractors and
09/02/20                             1847 Cabinet            homeowners.                                                                         $8.4
           Shop

07/07/20   Mend Sleep                Idle Group              Manufactures mattresses.                                                              -

07/02/20   Cuisirama                 Les Ateliers Jacob      Provides kitchen furniture products and accessories.                                  -

           Malchow’s Home                                    Offers furniture, lighting, mattress and bedding, and flooring
06/26/20                             Montgomery’s            & window products.                                                                    -
           Furnishings

06/22/20   ProLawn Turf              ProGreen                Designs and installs residential and commercial synthetic grass.                      -

                                     General Tools &
05/07/20   Garden Weasel                                     Manufactures garden and lawn tools.                                                   -
                                     Instruments

                                                             Offers home furnishing products including bedroom, outdoor,
04/30/20   Salt Flat                 Malouf                                                                                                        -
                                                             living room, and office furniture.

04/15/20   One Kings Lane            CSC Generation          Provides home furnishings through its online store.                                   -

                                                             Offers hardwood, carpets, tile, and natural stone in its home
03/03/20   Value Plus Flooring       Artisan Design Group    furnishing retail stores.                                                             -

           Alexis                                            Designs chairs and wood components for the Furniture
02/25/20                             Roll & Hill             industry.                                                                             -
           Manufacturing

                                                             Manufactures bed pillows, decorative cushions, outdoor cushions,
02/21/20   Superior Quilting         Mahanjan Home           and bedding.                                                                          -

                                                                                                    Source: Capital IQ, PitchBook, FactSet, and Capstone Research

                                                                                                                                                              6
HOME FURNISHING DEMAND RISES AMID PANDEMIC
Home Goods | December 2020

PUBLIC COMPANY DATA: FURNITURE & HOME FURNISHING

                                          Price   % 52 Wk   Market      Enterprise                LTM                               EV / LTM
Company                              12/03/20        High       Cap           Value    Revenue      EBITDA Margin              Revenue EBITDA
Casper Sleep Inc.                         $6.19     39.1%    $250.9           $220.6    $473.6            NM           NA        0.5x         NM

Ethan Allen Interiors Inc.              $18.81      98.0%    $471.2           $536.6    $567.0          $74.0       13.1%        0.9x         7.2x

home24 SE                               $22.67      89.4%    $598.7           $563.0    $526.8          $28.3        5.4%        1.1x        19.9x

La-Z-Boy Incorporated                   $38.40      90.0%   $1,771.9      $1,746.4     $1,587.7      $267.5         16.8%        1.1x         6.5x

Purple Innovation, Inc.                 $29.16      87.4%   $1,776.8      $1,724.8      $598.9          $74.7       12.5%        2.9x        23.1x

Sleep Number Corporation                $72.18      97.1%   $2,003.5      $2,378.6     $1,729.8      $206.0         11.9%        1.4x        11.5x

Tempur Sealy International, Inc.        $25.29      97.5%   $5,218.7      $6,864.3     $3,491.2      $659.4         18.9%        2.0x        10.4x

                                                                       Mean                                         13.1%        1.4x        13.1x
EV = enterprise value; LTM = last twelve months                        Median                                       12.8%        1.1x        11.0x
$ in millions, except per share data
NM = Not Meaningful                                                    Harmonic Mean                                11.1%        1.1x        10.6x

PUBLIC COMPANY DATA: HOUSEHOLD PRODUCTS

                                          Price   % 52 Wk    Market      Enterprise               LTM                                EV / LTM
Company                               12/03/20       High       Cap           Value    Revenue      EBITDA Margin              Revenue EBITDA
Hamilton Beach Brands                    $18.13     72.5%    $248.1           $318.9     $575.3          $42.5        7.4%       0.6x         7.5x

Lifetime Brands, Inc.                    $14.09     97.4%    $306.7           $666.6     $746.9          $83.3      11.2%        0.9x         8.0x

Newell Brands Inc.                       $21.77     99.4%   $9,237.0      $14,910.0    $9,319.9     $1,478.1        15.9%        1.6x         10.1x

Spectrum Brands Holdings, Inc.           $66.93     97.1%   $2,883.5       $4,947.7    $3,964.2         $573.8      14.5%        1.2x         8.6x

Tupperware Brands Corporation            $36.95     98.8%   $1,817.0       $2,513.4    $1,667.7         $252.3      15.1%        1.5x         10.0x

                                                                       Mean                                         12.8%        1.2x         8.8x

                                                                       Median                                       14.5%        1.2x         8.6x

                                                                       Harmonic Mean                                11.8%        1.0x         8.7x

                                                                                                                Source: Capital IQ as of December 3, 2020

                                                                                                                                                       7
HOME FURNISHING DEMAND RISES AMID PANDEMIC
Home Goods | December 2020

PUBLIC COMPANY DATA: LAWN & GARDEN

                                    Price    % 52 Wk       Market      Enterprise                  LTM                             EV / LTM
Company                          12/03/20       High          Cap            Value     Revenue       EBITDA Margin            Revenue EBITDA
Central Garden & Pet Company       $39.01      87.1%      $2,011.6        $2,173.9      $2,695.5      $299.9       11.1%        0.8x         7.2x

The Scotts Miracle-Gro Company    $170.33      94.6%      $9,494.2      $11,185.7       $4,131.6      $713.6       17.3%        2.7x        15.7x

The Toro Company                   $89.34      96.7%      $9,586.0      $10,167.7       $3,272.2      $521.9       16.0%        3.1x        19.5x

                                                                      Mean                                         14.8%        2.2x        14.1x

                                                                      Median                                       16.0%        2.7x        15.7x

                                                                      Harmonic Mean                                14.3%        1.6x        11.9x

PUBLIC COMPANY DATA: HOME GOODS RETAILERS

                                     Price   % 52 Wk       Market       Enterprise                 LTM                              EV / LTM
Company                          12/03/20       High           Cap           Value     Revenue       EBITDA Margin            Revenue EBITDA
Amazon.com, Inc.                 $3,186.73     89.7%   $1,598,945.5   $1,627,357.5    $347,945.0    $49,336.0      14.2%        4.7x          NM

Bed Bath & Beyond Inc.             $19.57      74.8%       $2,435.9       $4,551.8      $9,861.6         $969.1      9.8%       0.5x         4.7x

RH                                $458.15      98.0%       $8,940.4      $10,659.8      $2,534.7         $590.1    23.3%        4.2x         18.1x

Target Corporation                $174.92      96.6%     $87,595.2       $96,604.2     $88,621.0     $8,827.5      10.0%        1.1x         10.9x

Walmart Inc.                      $149.30      97.2%    $422,412.4      $483,360.4    $548,743.0    $41,408.8        7.5%       0.9x         11.7x

Wayfair Inc.                      $239.77      68.7%     $23,844.7       $25,119.9     $13,007.8         $297.5      2.3%       1.9x          NM

Williams-Sonoma, Inc.             $111.11      96.9%       $8,521.8       $9,292.4      $6,334.1     $1,407.7      22.2%        1.5x         6.6x

                                                                      Mean                                         12.8%        2.1x         10.4x

                                                                      Median                                       10.0%        1.5x         10.9x

                                                                      Harmonic Mean                                  7.5%       1.2x         8.4x

                                                                                                               Source: Capital IQ as of December 3, 2020

                                                                                                                                                      8
Home Goods | December 2020

KEY TAKEAWAYS

            Lisa Tolliver, Senior Director
            • COVID-19 has reshaped the Consumer Goods sector, driving consumer habits to shift and
              permanently alter what we value, how and where we shop, in addition to how we live,
              educate and work.

            • Quarantine restrictions and work from home culture is fueling home goods spending across
              furniture, home office, outdoor garden and patio décor, and investors are taking note of the
              bright long-term outlook of these sectors.

            • M&A activity is expected to accelerate for quality home goods companies with established
              online and omnichannel presence, strong brand recognition, unique business models (i.e.,
              vertical integration with in-house logistics, etc.) and differentiated product offerings.

            • Most consumer-focused private equity groups have now shifted from managing their current
              portfolios in the crisis to looking for new investments and are expected to be actively pursuing
              both platform and add-on investments throughout 2021.

            • Strategics will continue to be active, seeking to increase their e-commerce channel exposure,
              diversify their product offerings into high growth categories and refine their sourcing
              and logistics.

                                                                                                                 9
Home Goods | December 2020

HOME GOODS REPORT CONTRIBUTORS

                 Lisa Tolliver
                 Senior Director
                 ltolliver@capstoneheadwaters.com | 773-791-9493

                 Lisa has over 20 years of experience in the investment banking industry, primarily focused on advising
                 middle market private business owners in liquidity related transactions. As a Senior Director in Capstone
                 Headwaters’ Consumer practice, she works closely with clients to advise and execute domestic and
                 cross-border M&A transactions, recapitalizations and capital raises. Lisa has deep M&A expertise and
                 knowledge of businesses in the e-commerce sector, particularly related to those selling via direct-to-
                 consumer, Amazon, mass and OTC channels. Prior to Capstone, Lisa worked in the Capital Strategies
                 Group at Morgan Stanley Smith Barney and spent 10 years working for the middle market investment
                 banking arm of Citigroup, where she was involved in the evaluation, marketing and closing of numerous
                 transactions involving private businesses and corporate divestitures. Lisa received her BA on academic
                 scholarship from Illinois State University and is a Series 7 and 63 Registered Securities Representative.

                 Kenneth Wasik
                 Managing Director
                 kwasik@capstoneheadwaters.com | 917-434-6124

                 Ken joined Capstone Headwaters to lead the Consumer & Retail practice. He brings nearly 25 years of
                 investment banking experience including domestic and international mergers & acquisitions, initial and
                 secondary offerings of public companies, debt raises and private placements for his clients. He has
                 helped raise over $10 billion in capital for clients during his career. He joins Capstone from Stephens
                 Investment Bank, where he started and led the Consumer Products Group. Prior to Stephens, Ken was
                 with Jefferies and Co. as Managing Director of Consumer Products. Before Jefferies and Co., he was
                 Head of the Consumer, Food and Retail Group at Houlihan, Lokey, Howard, and Zukin, and was
                 responsible for building out Houlihan’s consumer and retail coverage universe, as well. Ken began his
                 career in Investing Banking at UBS in New York, NY, where he supported execution of large packaged
                 goods companies. Ken is a Series 79 Registered Investment Banking Representative and holds an MBA
                 in Finance from Columbia University and a BS in Accounting from St. Joseph’s University.

                 Brianna Conway
                 Associate
                 bconway@capstoneheadwaters.com | 847-849-0913

                 Brianna is an Associate in the firm’s Chicago office, working closely with private business owners to
                 advise and execute mergers, acquisitions and strategic capital raises. Prior to joining Capstone
                 Headwaters, Brianna was an Analyst at PwC Corporate Finance on their M&A team where she focused
                 on healthcare provider and services sell-side transactions. Brianna graduated with honors from Indiana
                 University’s Kelley School of Business with a major in Business Economics and Public Policy. She holds
                 her Series 7, 63 and 79 licenses.

                 Connor McLeod
                 Research Associate
                 cmcleod@capstoneheadwaters.com | 617-619-3319

                 Connor is a Research Associate at Capstone Headwaters primarily specializing in Building Products &
                 Construction Services, Consumer & Retail, Healthcare, and Cybersecurity. Prior to joining Capstone
                 Headwaters, Connor was a specialist with the Investor Services team at BlackRock where he worked with
                 mutual funds, closed end funds, and exchange traded funds and communicated fund performance,
                 relevant market dynamics, and facilitated trades for shareholders, financial advisors, and institutional
                 clients. Connor holds a BA in Economics from Bates College and is a Series 7 Registered
                 Securities Representative.
                                                                                                                      10
Home Goods | December 2020

FIRM TRACK RECORD

Capstone Headwaters professionals have represented clients across the Consumer Products & Services industry. This focus
allows Capstone Headwaters to provide Home Goods clients with real-time transaction feedback and immediate access to
key decision makers among the industry’s most active acquirers and investors. A sampling of Capstone Headwaters' closed
transactions is shown below:

    CONFIDENTIAL                   CONFIDENTIAL                  CONFIDENTIAL                  CONFIDENTIAL

          Under LOI                    Capital Raise                 Market Prep                   Market Prep

    Leading E-commerce            E-commerce Provider         Retailer & Online Seller of      Designer & Seller of
        Provider of                 of Flowers & Gift           Jewelry, Gift & Home          Protective Electronics
     Soft Home Goods                    Products                       Products                    Accessories

     has recapitalized with         has been acquired by         has been acquired by           has partnered with

     has been acquired by          has been acquired by            has merged with             has been acquired by

                                                                   a portfolio company of
                                                                                                 a portfolio company of

                                                                                                                          11
Home Goods | December 2020

CITATIONS

1.    Wayfair, “Wayfair Announces Second Quarter 2020 Results,”
      https://s24.q4cdn.com/589059658/files/doc_financials/2020/q2/Q2-2020-Press-Release.pdf, accessed October 19, 2020.
2.    Williams-Sonoma, “Williams-Sonoma, Inc. announces second quarter 2020 results,” https://ir.williams-
      sonomainc.com/investor-information/news-releases/news-release-details/2020/Williams-Sonoma-Inc.-announces-
      second-quarter-2020-results/default.aspx, accessed October 19, 2020.
3.    Casper, “Investor Presentation September 2020,” https://ir.casper.com/home/default.aspx, accessed October 20, 2020.
4.    U.S. Census Bureau, “Monthly Retail Trade Report,” https://www.census.gov/retail/index.html, accessed October 19,
      2020.
5.    Purple Innovation, “Purple Innovation Reports Record Second Quarter 2020 Results,”
      https://investors.purple.com/press-releases/news-details/2020/Purple-Innovation-Reports-Record-Second-Quarter-
      2020-Results/default.aspx, accessed October 19, 2020.
6.    Signifyd, “Year Over Year Ecommerce Growth,” https://www.signifyd.com/ecommerce-pulse-data/, accessed October
      19, 2020.
7.    Sleep Number, “Q3 2020 Earnings Call,” https://s25.q4cdn.com/489093953/files/doc_financials/2020/q3/Q3-2020-
      Earnings-Call_2020-10-14_Transcript.pdf, accessed October 19, 2020.
8.    Tempur Sealy, “Tempur Sealy Reports Second Quarter 2020 Results,” http://investor.tempursealy.com/news-
      releases/news-release-details/tempur-sealy-reports-second-quarter-2020-results, accessed October 19, 2020.
9.    Tempur Sealy, “Tempur Sealy Provides Update of Improved Business Trends,” http://investor.tempursealy.com/news-
      releases/news-release-details/tempur-sealy-provides-update-improved-business-trends, accessed October 20, 2020.
10.   Scotts Miracle-Gro Company, “FQ# 2020 Earnings Call Transcripts,” https://scottsmiraclegro.gcs-web.com/static-
      files/b73f181c-2a62-4003-b4c6-97771d1e0235, accessed October 17, 2020.
11.   HNI Corporation Announces Agreement to Acquire Design Public Group,”
      https://www.businesswire.com/news/home/20201201006024/en/HNI-Corporation-Announces-Agreement-to-Acquire-
      Design-Public-Group, accessed December 4, 2020.
12.   UBS, “Bed Bath & Beyond,” https://www.ubs.com/global/en/our-firm/what-we-do/research.html, accessed October 20,
      2020.
13.   Home Textiles Today, “Bed Bath & Beyond sells Christmas Tree Shops and hospitality operation,”
      https://www.hometextilestoday.com/financial/bed-bath-beyond-sells-christmas-tree-shops-and-hospitality-operation/,
      accessed October 19, 2020.
14.   Cision, “Brand Velocity Partners Acquires BBQGuys, the Leading E-Commerce Platform Dedicated to Outfitting Outdoor
      Living Spaces for Everything BBQ And Beyond,” https://www.prnewswire.com/news-releases/brand-velocity-partners-
      acquires-bbqguys-the-leading-e-commerce-platform-dedicated-to-outfitting-outdoor-living-spaces-for-everything-
      bbq-and-beyond-301138836.html, accessed October 18, 2020.

Disclosure: This report is a periodic compilation of certain economic and corporate information, as well as completed and announced merger and acquisi-
tion activity. Information contained in this report should not be construed as a recommendation to sell or buy any security. Any reference to or omission of
any reference to any company in this report should not be construed as a recommendation to buy, sell or take any other action with respect to any security of
any such company. We are not soliciting any action with respect to any security or company based on this report. The report is published solely for the
general information of clients and friends of Capstone Headwaters. It does not take into account the particular investment objectives, financial situation or
needs of individual recipients. Certain transactions, including those involving early-stage companies, give rise to substantial risk and are not suitable for all
investors. This report is based upon information that we consider reliable, but we do not represent that it is accurate or complete, and it should not be relied
upon as such. Prediction of future events is inherently subject to both known and unknown risks and other factors that may cause actual results to vary
materially. We are under no obligation to update the information contained in this report. Opinions expressed are our present opinions only and are subject
to change without notice. Additional information is available upon request. The companies mentioned in this report may be clients of Capstone Headwaters.
The decisions to include any company in this report is unrelated in all respects to any service that Capstone Headwaters may provide to such company. This
report may not be copied or reproduced in any form, or redistributed without the prior written consent of Capstone Headwaters. The information contained
herein should not be construed as legal advice.

                                                                                                                                                             12
BUILT FOR THE MIDDLE MARKET
Capstone Headwaters is one of the largest and most active independent investment banking firms in the United States. The
firm has a rich 18+ year history of achieving extraordinary results for middle market entrepreneurs, business owners,
investors, and creditors. The firm offers a fully integrated suite of corporate finance services, including merger & acquisition,
debt & equity placement, ESOP advisory, corporate restructuring, valuation & fairness opinion, and financial advisory
services.

Headquartered in Boston, Capstone Headwaters has over 170 professionals across 17 offices in the U.S. with 16 dedicated
industry groups. Capstone has been recognized consistently as one of the top investment banks to work for and “U.S. Middle
Market Firm of the Year.”

UNITED STATES
170+ professionals
17 offices
                                                                                                       INTERNATIONAL
Boston  Boise  Burlington  Chicago
Dallas  Denver  Greenwich  Houston                                                                       450+ professionals
Los Angeles  New York  Orange                                                                     60+ offices in 40 countries
County  Philadelphia  San Diego
San Francisco  St Louis  Tampa                                                                   Asia: China  India  Japan
Washington DC                                            Latin America: Argentina  Brazil  Chile  Colombia  Mexico  Peru
                                 Africa: Congo  Egypt  Ghana  Ivory Coast  Mauritius  Morocco  Senegal  South Africa
                            Europe: Belgium  Bosnia  Croatia  Czech Republic  Finland  France  Germany  Herzegovina
                              Hungary  Ireland  Italy  London  Netherlands  Norway  Poland  Russia  Serbia  Slovenia
                                                                    Spain  Sweden  Switzerland  Turkey  United Kingdom

                                                           www.capstoneheadwaters.com

                                                                                                                                  12
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