Jos. A Bank Clothiers Inc. (NasdaqGS:JOSB) made a non binding proposal to acquire The Men's Wearhouse, Inc. from Advisory Research, Inc. and other investors for $2.3 billion on September 18, 2013. Jos. A Bank Clothiers made an offer of $48 per share in cash. The transaction is expected to be funded by a combination of $300 cash on Jos. A. Bank's balance sheet, $250 million new equity capital and $1.9 billion debt financing, consisting of a combination of term loan and senior bonds. New equity will be provided by Golden Gate Capital through purchase of $250 million of Jos. A. Bank equity, approximately half of which will be a convertible preferred stock. The combined company will be led by current Chairman of Jos. A. Bank, Robert N. Wildrick. The management will consist of the most qualified individuals from both Jos. A Bank and The Men's Wearhouse. Also, R. Neal Black will take on a new role with the company.

The deal is subject to a number of conditions, including, among others, Jos. A. Bank's satisfaction with the results of its due diligence review of Men's Wearhouse, regulatory approvals, negotiation and execution of a mutually satisfactory merger agreement, approval of a transaction by Jos. A. Bank's Board of Directors, and negotiating and entering into satisfactory definitive equity and debt financing agreements. The transaction is approved by the Jos. A. Bank's Board of Directors. The transaction will be immediately and significantly accretive to Jos. A. Bank earnings. As of October 9, 2013, Men's Wearhouse rejected the takeover bid by Jos. A Bank Clothiers. As of October 31, 2013, Jos. A. Bank decided it would not launch a hostile takeover for Men's Wearhouse. As of November 4, 2013, Jos. A. Bank announced that it will keep the proposal open till November 14, 2Robert 013 in spite of the rejection by Men's Wearhouse. As of November 5, 2013, Men's Wearhouse rejected Jos. A. Bank Clothiers Inc.'s latest effort to acquire it, denying the Hampstead-based retailer's request to review nonpublic company information. As of November 12, 2013, Jos. A Bank Clothiers Inc. has given The Men's Wearhouse until November 14, 2013 to enter into negotiations before it will walk away from the offer.

Jack Levy of Goldman, Sachs & Co. and Gilbert Harrison of Financo, Inc. acted as financial advisors and Brian V. Breheny, Clifford H. Aronson, Laura A. Kaufmann Belkhayat, Paul T. Schnell, Jeremy D. London and William P. Frank of Skadden, Arps, Slate, Meagher & Flom, L.L.P. and Guilfoil Petzall & Shoemake, LLC acted as legal advisors to Jos. A. Bank. Thomas Davies and Molly Morse of Kekst and Company acted as public relations advisor for Jos. A Bank. Bank of America Merrill Lynch and JPMorgan Chase acted as financial advisors while Steven Seidman, Michael Schwartz, Laura Delanoy, Laura Acker, Jeffrey Hochman of Willkie Farr & Gallagher acted as legal advisors to Men's Wearhouse. Dan Katcher, Tim Lynch, Andrea Rose and Joele Frank of Wilkinson Brimmer Katcher acted as public relation advisor to The Men's Wearhouse. Ken Dennard of Dennard - Lascar Associates acted as public relation advisor to The Men's Wearhouse.

Jos. A Bank Clothiers Inc. (NasdaqGS:JOSB) cancelled the acquisition of The Men's Wearhouse, Inc. from Advisory Research, Inc. and other investors on November 15, 2013.