FREMONT, Calif., June 6, 2014 /PRNewswire/ -- The Men's Wearhouse
(NYSE: MW) (the "Company") today announced that it plans to issue
an aggregate principal amount of up to $600
million of senior notes due 2022 (the "Notes") in a private
offering. The Company intends to use the net proceeds from
this offering of senior notes to pay a portion of the approximately
$1.8 billion purchase price for the
previously announced acquisition of Jos. A. Bank Clothiers, Inc.
(Nasdaq: JOSB).
The Notes have not been and will not be registered under the
Securities Act of 1933, as amended, or any state securities laws
and may not be offered or sold in the
United States absent registration under the Act or an
applicable exemption from the registration requirements of the
Securities Act of 1933 and applicable state securities laws. This
press release shall not constitute an offer to sell or the
solicitation of an offer to buy, nor shall there be any sale of the
Notes in any state or jurisdiction in which such an offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state or
jurisdiction.
About Men's Wearhouse
Founded in 1973, Men's Wearhouse is one of North America's largest specialty retailers of
men's apparel with 1,128 stores. The Men's Wearhouse, Moores and
K&G stores carry a full selection of suits, sport coats,
furnishings and accessories in exclusive and non-exclusive
merchandise brands and Men's Wearhouse and Tux stores carry a
limited selection. Most K&G stores carry a full selection of
women's apparel. Tuxedo rentals are available in the Men's
Wearhouse, Moores and Men's Wearhouse and Tux stores. Additionally,
Men's Wearhouse operates a global corporate apparel and workwear
group consisting of Twin Hill in the
United States and Dimensions, Alexandra and Yaffy in the
United Kingdom. Investors can find
additional information at http://ir.menswearhouse.com/.
This press release contains forward-looking information.
Forward-looking statements are not guarantees of future performance
and a variety of factors could cause actual results to differ
materially from the anticipated or expected results expressed in or
suggested by these forward-looking statements. These
forward-looking statements may be significantly impacted by various
factors, including, but not limited to: actions by governmental
entities, domestic and international economic activity and
inflation, success, or lack thereof, in executing our internal
operating plans and new store and new market expansion plans,
including successful integration of acquisitions, performance
issues with key suppliers, disruption in buying trends due to
homeland security concerns, severe weather, foreign currency
fluctuations, government export and import policies, aggressive
advertising or marketing activities of competitors; and legal
proceedings. Future results will also be dependent upon our ability
to continue to identify and complete successful expansions and
penetrations into existing and new markets and our ability to
integrate such expansions with our existing operations.
These forward-looking statements are based upon management's
current beliefs or expectations and are inherently subject to
significant business, economic and competitive uncertainties and
contingencies and third-party approvals, many of which are beyond
our control. The following factors, among others, could cause
actual results to differ materially from those expressed or implied
in the forward-looking statements: (1) the occurrence of any
event, change or other circumstances that could give rise to the
termination of the Agreement and Plan of Merger by and among Men's
Wearhouse, Inc., Java Corp. and Jos. A. Bank Clothiers, Inc., (2)
the failure to consummate the acquisition of Jos. A. Bank for
reasons including that the conditions to Men's Wearhouse's offer to
purchase all outstanding shares of Jos. A. Bank's common stock,
including the condition that a minimum number of shares be tendered
and not withdrawn, are not satisfied or waived by Men's Wearhouse,
(3) the possibility that the expected benefits from the proposed
transaction will not be realized within the anticipated time
period, (4) the risks related to the costs and difficulties related
to the integration of Jos. A. Bank's business and operations with
Men's Wearhouse's business and operations, (5) the inability to
obtain, or delays in obtaining, cost savings and synergies from the
transaction, (6) unexpected costs, charges or expenses resulting
from the transaction, (7) litigation relating to the transaction,
(8) the inability to retain key personnel and (9) the possible
disruption that may be caused by the transaction to the business
and operations of Men's Wearhouse and its relationships with
customers, employees and other third parties.
The forward-looking statements in this press release speak only
as of the date hereof. Except for the ongoing obligations of Men's
Wearhouse to disclose material information under the federal
securities laws, Men's Wearhouse undertakes no obligation to revise
or update publicly any forward-looking statement, except as
required by law. Other factors that may impact the forward-looking
statements are described in Men's Wearhouse's annual report on Form
10-K for the fiscal year ended February 1,
2014 and quarterly reports on Form 10-Q. For additional
information on Men's Wearhouse, please visit the Company's websites
at www.menswearhouse.com, www.mooresclothing.com, www.kgstores.com,
www.twinhill.com, www.dimensions.co.uk and www.alexandra.co.uk.
Contacts:
Men's Wearhouse
Ken
Dennard
Dennard • Lascar Associates
(832) 594-4004
ken@dennardlascar.com
http://ir.menswearhouse.com/
SOURCE Men's Wearhouse
