Willkie Advises Men’s Wearhouse in Proposal to Purchase One-Time Suitor Jos. A. Bank

December 6, 2013

Men's Wearhouse offers to acquire all of the outstanding shares of men’s apparel retailer Jos. A. Bank Clothiers common stock for $55 per share or approximately $1.54 billion in cash.

As reported widely in the press, on November 26 Willkie client Men's Wearhouse announced that it has proposed to acquire all of the outstanding shares of men’s apparel retailer Jos. A. Bank Clothiers, Inc. common stock for $55 per share or approximately $1.54 billion in cash. The proposed combination would create the premier men's apparel retailer with enhanced scale and a broadened customer reach.

On October 9, Men’s Wearhouse announced that after careful evaluation its Board of Directors determined to reject a $2.3 billion buyout bid from Jos. A. Bank. The Board concluded that the unsolicited, non-binding proposal of $48 per share "undervalues Men's Wearhouse and its strong prospects for continued growth and value creation, and is not in the best interests of Men's Wearhouse or its shareholders." Jos. A. Bank subsequently terminated its proposal on November 15. Willkie represented Men’s Wearhouse in its rejection of the buyout bid as well.

Founded in 1973, Houston-based Men's Wearhouse is one of North America's largest specialty retailers of men's apparel with 1,137 stores. Based in Hampstead, MD, Jos. A. Bank has over 600 stores nationwide.

The latest deal was handled by partners Steven Seidman, Michael Schwartz and Laura Delanoy and associates Howard Block, Laura Acker, Jonathan Kubek and Susannah Ostlund.

Read Willkie’s October 10 announcement