Eminence Capital Announces Intention To Nominate Two Independent Directors To
Serve On Jos. A. Bank Board
Large Shareholder Continues to Urge JOSB Board to Negotiate with Men's
NEW YORK, Jan. 14, 2014
NEW YORK, Jan. 14, 2014 /PRNewswire/ -- Eminence Capital, LLC, which owns 4.9%
of the common stock of Jos. A. Bank Clothiers, Inc. (JOSB), today announced
that it intends to nominate two individuals for election as directors to the
Board at JOSB's annual meeting of shareholders. The firm has delivered a
letter to the JOSB Board requesting the questionnaire that potential nominees
"We intend to nominate two independent directors at the 2014 meeting of Jos.
A. Bank shareholders. Our nominees will be highly-qualified, retail industry
experts who will be committed to maximizing shareholder value," said Ricky C.
Sandler, Chief Executive Officer of Eminence Capital.
"We are very encouraged by The Men's Wearhouse, Inc.'s (MW) decision to submit
its own slate of nominees for the JOSB 2014 annual meeting. We want it to be
very clear that we intend to support MW's nominees and we plan to withdraw our
nominees if those proposed by MW are still in the running at the time of the
JOSB annual meeting. However, given that JOSB's nomination window will be
closing soon, we feel compelled to submit our own slate at this time to ensure
both that JOSB is pursuing the combination with MW as vigorously as possible,
and that JOSB directors will be held accountable if they approve an
alternative transaction or cause JOSB to take other action before the annual
meeting that would frustrate a transaction with MW," Sandler said.
"We continue to urge Jos. A. Bank to sit down with Men's Wearhouse and engage
in meaningful, good faith negotiations in pursuit of a business combination on
terms that could deliver significant value for Jos. A. Bank shareholders," he
About Eminence Capital, LLC
Eminence Capital, LLC is an asset management firm founded in 1998 that
currently manages approximately $4.9 billion on behalf of institutions and
individuals. The firm employs a bottom-up, research-driven investment strategy
that utilizes a combination of industry research, rigorous financial analysis
and dialog with company management to execute its investment process.
Additional Information Regarding the Proxy Solicitation
In connection with its solicitation of proxies for the 2014 Annual Meeting of
Jos. A. Bank Clothiers, Inc. ("JOSB"), Eminence Capital, LLC intends to file a
proxy statement on Schedule 14A and other relevant documents with the SEC.
Investors and security holders are urged to read the preliminary proxy
statement in its entirety and the definitive proxy statement and other
relevant documents when they become available, because they will contain
important information regarding the proxy solicitation. The preliminary and
definitive proxy statement and all other relevant documents will be available,
free of charge, on the SEC's website at www.sec.gov.
The following persons are participants in any such proxy solicitation:
Eminence Capital, LLC, Eminence GP, LLC and Ricky C. Sandler. Investors and
security holders of JOSB can obtain additional information regarding the
direct and indirect interests of the participants by reading the Schedule 14A
to be filed today with the SEC.
Forward Looking Statements
This press release may include forward looking statements that reflect our
current views with respect to future events. Statements that include the words
"expect," "intend," "plan," "believe," "project," "anticipate," "will," "may,"
"would" or similar words are often used to identify forward looking
statements. All forward looking statements address matters that involve risks
and uncertainties, many of which are beyond our control. Accordingly, there
are or will be important factors that could cause actual results to differ
materially from those indicated in such statements and, therefore, you should
not place undue reliance on any such statements. Any forward looking
statements made in this press release are qualified in their entirety by these
cautionary statements, and there can be no assurance that the actual results
or developments anticipated by us will be realized or, even if substantially
realized, that they will have the expected consequences to, or effects on,
JOSB or its business, operations or financial condition. Except to the extent
required by applicable law, we undertake no obligation to update publicly or
revise any forward looking statement, whether as a result of new information,
future developments or otherwise.
Edward McCarthy/Thomas Germinario
D.F. King & Co., Inc.
Scott Tagliarino/Samantha Leon
ASC Advisors LLC
SOURCE Eminence Capital, LLC
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