Men's Wearhouse Announces Pricing of Private Offering of Senior Notes

    Men's Wearhouse Announces Pricing of Private Offering of Senior Notes

PR Newswire

FREMONT, Calif., June 11, 2014

FREMONT, Calif., June 11, 2014 /PRNewswire/ -- The Men's Wearhouse (NYSE: MW)
(the "Company") today announced that it has agreed to sell $600 million
aggregate principal amount of its 7.00% 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 will mature on July 1, 2022. The Company's obligations under the
Notes will be fully and unconditionally guaranteed on an unsecured basis by
the Company's direct and indirect wholly-owned U.S. subsidiaries, subject to
certain exceptions. The offering is expected to be completed on June 18, 2014,
subject to the satisfaction or waiver of customary closing conditions.

The Notes and the related guarantees 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 and the related guarantees 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

Website: http://www.menswearhouse.com
 
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