Jos. A Bank Clothiers Inc.

Jos. A. Bank Clothiers, Inc.’s Refusal To Enter Into Negotiations With The Men’s Wearhouse, Inc. May Not Be in Shareholders’ Best Interests

Robbins Arroyo LLP is investigating the recommendation of the Jos. A. Bank Clothiers, Inc. (NASDAQ: JOSB) board of directors that shareholders take no action on the tender offer commenced by The Men’s Wearhouse, Inc. (NYSE: MW). On February 24, 2014, The Men’s Wearhouse announced that it had commenced a cash tender offer to acquire all outstanding shares of Jos. A. Bank for $63.50 per share in cash. In addition, Men’s Wearhouse could increase its offer to $65.00 per share if it is given the opportunity to conduct limited due diligence with access to Jos. A. Bank’s management team.

Is the Jos. A. Bank Board’s No Action Recommendation in the Best Interests of Its Shareholders?

Robbins Arroyo LLP’s investigation focuses on whether the board of directors at Jos. A. Bank is undertaking a fair process to impartially review the tender offer in the best interests of its shareholders. Specifically, the investigation concerns Jos. A. Bank’s announcement on February 24, 2014, advising shareholders to take no action on the tender offer, which expires on March 12, 2014, until the company’s board evaluates the offer.

The Men’s Wearhouse’s $63.50 tender offer is 10.4%, or $6.00 per share, higher than its previous offer of $57.50 made on January 17, 2013 and 15.5% higher than its November 26, 2013 offer of $55.00, which the Jos. A. Bank board rejected and refused to negotiate. Further, the offer represents a premium of 52% based on Jos. A. Bank’s closing price of $41.66 on October 8, 2013, the day before Jos. A. Bank submitted a $48.00 per share bid to acquire The Men’s Wearhouse. Prior to Men’s Wearhouse’s initial offer of $55.00 per share on November 26, 2013, Jos. A. Bank had not traded above the current offer price of $57.50 in the previous three years. In the last three years, Jos. A. Bank has traded as low as $37.31 as recently as on January 28, 2013, closing at $39.28 on the same day.

Jos. A. Bank shareholders have the option to file a class action lawsuit to ensure the board of directors properly evaluates the proposal to obtain the best possible price for shareholders and the disclosure of material information.

Jos. A. Bank shareholders interested in information about their rights and potential remedies can contact attorney Darnell R. Donahue at (800) 350-6003, or you can complete the form below and we will contact you directly.

 

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