Men’s Wearhouse extends Jos. A. Bank deadline to June 19
Fremont, Calif. — The Men’s Wearhouse has extended its all-cash tender offer for $65 per share for all of the currently outstanding shares of common stock (including associated stock purchase rights) of Jos. A. Bank to June 19, 2014, unless further amended. The tender offer was previously set to expire on June 5, 2014.
The Men’s Wearhouse plans to issue an aggregate principal amount of up to $600 million of senior notes due 2022 in a private offering and use the net proceeds from this offering of senior notes to pay a portion of the approximately $1.8 billion purchase price for Jos. A. Bank.
As of June 5, 2014, approximately 25 million shares of Jos. A. Bank common stock have been validly tendered in, and not withdrawn from the tender offer. BofA Merrill Lynch and J.P. Morgan Securities LLC are serving as financial advisors to Men’s Wearhouse, and Willkie Farr & Gallagher LLP is serving as legal advisor.
The Men’s Wearhouse board of directors has also amended and restated the company’s bylaws to modify the voting standard required for shareholders to amend bylaws from 66-2/3% to a majority of Men’s Wearhouse’s outstanding voting stock.
Panera launches three-year share repurchase program
St. Louis — The Panera Bread Company board of directors has approved a new three-year share repurchase program of up to $600 million. This new program will replace an existing program which was scheduled to expire on Aug. 23, 2015 and has been terminated by the board of directors in connection with approving the new program.
The repurchases will be effected from time to time. The share repurchase program and the board’s authorization of the program may be modified, suspended, or discontinued at any time.
"We continue to look for opportunities to deploy our capital to drive shareholder returns,” said Ron Shaich, founder, chairman and CEO. “While investing in our core business remains our number one priority, the board’s willingness to extend and refresh the repurchase program is a vote of confidence on the growth potential of Panera and its ability to generate long-term profit growth and appropriate returns for our shareholders."
SAP to acquire SeeWhy
Walldorf, Germany — SAP AG plans to acquire SeeWhy, a Boston-based provider of cloud-based behavioral target marketing solutions. SAP intends the addition of SeeWhy to complement its Hybris commerce platform with one-to-one personalized marketing based on real-time customer behavior that converts customer interactions into sales.
SeeWhy’s behavioral marketing solutions use real-time, in-memory processing to trigger real-time one-to-one marketing campaigns using email and advertising across desktop, mobile and social channels, based on individual customer behaviors.
“SeeWhy’s solutions for automating personalized campaigns in real time are a natural fit with hybris and SAP and promise even higher returns for our customers’ investments in the Hybris omni-commerce platform,” said Ariel Lüdi, CEO of Hybris, and Carsten Thoma, president and co-founder of Hybris. “This acquisition provides a fast-growing cloud business that will enable the next-generation platform for engaging customers and digital commerce.”
The transaction is subject to regulatory and other closing conditions. SAP expects to complete the transaction in the second quarter of 2014.