Mattress Firm Holding Corp. (MFRM): With Board Seats Looming, Berkshire Partners Buys More Shares

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Page 18 of 19 – SEC Filing
JOINT FILING AGREEMENT
This will confirm the agreement by and among all the undersigned that the Schedule 13D filed on or about this date and any amendments thereto with respect to the beneficial ownership by the undersigned of shares of common stock, $0.01 par value per share, of Mattress Firm Holding Corp. is being filed on behalf of each of the undersigned in accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934.  This agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.  The execution and filing of this agreement shall not be construed as an admission that the undersigned are a group, or have agreed to act as a group.
Dated:  March 28, 2016
BERKSHIRE PARTNERS HOLDINGS LLC
By:
/s/ Sharlyn C. Heslam
Name: Sharlyn C. Heslam
Title: Managing Director
BPSP, L.P.
By:
Berkshire Partners Holdings LLC,
its general partner
By:
/s/ Sharlyn C. Heslam
Name: Sharlyn C. Heslam
Title: Managing Director
BERKSHIRE PARTNERS LLC
By:
BPSP, L.P.,
its managing member
By:
Berkshire Partners Holdings LLC,
its general partner
By:
/s/ Sharlyn C. Heslam
Name: Sharlyn C. Heslam
Title: Managing Director
STOCKBRIDGE PARTNERS LLC
By:
BPSP, L.P.,
its managing member
By:
Berkshire Partners Holdings LLC,
its general partner
By:
/s/ Sharlyn C. Heslam
Name: Sharlyn C. Heslam
Title: Managing Director
BERKSHIRE FUND VIII, L.P.
By:
Eighth Berkshire Associates LLC,
its general partner
By:
/s/ Sharlyn C. Heslam
Name: Sharlyn C. Heslam
Title: Managing Director

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