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Men’s Wearhouse ups bid for Jos. A. Bank bid to $1.8 billion

BY Dan Berthiaume

Houston – Men’s Wearhouse has increased its purchase offer for Jos. A. Bank Clothiers Inc. to $63.50 per share, or about $1.78 billion, from $57.50 per share, or about $1.6 billion.

The retailer said it may increase its bid to $65 a share, or about $1.82 billion, if Jos. A. Bank agrees to halt its planned acquisition of Eddie Bauer and lets Men’s Wearhouse conduct limited due diligence. On Feb. 14, Jos. A. Bank agreed to buy Eddie Bauer for $825 million, but reserved the right to terminate the deal if a superior transaction emerged.

Jos. A. Bank Clothiers said that its board of directors will review all aspects of the revised offer, and will make a recommendation to stockholders in due course. The new offer is good until 5 p.m. ET March 12.

In related news, Men’s Wearhouse also filed suit against Jos. A. Bank and its board and the companies involved in the Eddie Bauer transaction, saying that the move was designed to thwart its offer. The company alleges that Jos. A. Bank “breached its fiduciary duties by adopting a series of unreasonable, shareholder unfriendly and illegal defensive measures designated to thwart the Men’s Wearhouse tender offer.”

"We urge the Jos. A. Bank board of directors to immediately engage in negotiations with Men’s Wearhouse so we can capitalize on the opportunity we have to enter into a transaction that creates significant value for shareholders of both companies,” said Doug Ewert, president and CEO of Men’s Wearhouse. “Our increased cash offer would provide Jos. A. Bank shareholders with a substantial premium and immediate and certain value, and we are prepared to further increase our offer price on the basis of limited due diligence. Moreover, as part of those negotiations, we would be willing to discuss offering Jos. A. Bank shareholders the opportunity to participate in the upside of a combination through an election to receive Men’s Wearhouse stock for a portion of the consideration we are offering.”

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Eminence Capital supports new Men’s Wearhouse bid for Jos. A. Bank

BY Dan Berthiaume

New York — Eminence Capital LLC, which owns 4.9% of the common stock of Jos. A. Bank Clothiers, Inc. has issued a statement in support of the new offer by The Men’s Wearhouse for the company. The statement, attributed to Eminence CEO Ricky C. Sandler, says that combining the two companies the best outcome for all shareholders.

"We have maintained all along that the combination of these two great companies is the best outcome for all shareholders,” said the statement. “We believe this offer clearly represents a superior alternative for Jos. A. Bank shareholders compared to remaining independent and acquiring Eddie Bauer. If the Board of Jos. A. Bank properly fulfills its fiduciary duty, we expect it will come to the conclusion that it should accept this offer to merge with Men’s Wearhouse and move ahead with the limited confirmatory due diligence requested by Men’s Wearhouse to solidify $65 per share offer price."

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PwC survey details eight consumer expectations reshaping retail business model

BY Dan Berthiaume

New York – An overwhelming majority (79%) of shoppers say they shop at their favorite retailers/brands because they trust the brand, according to a survey of 15,000 online shoppers by the PwC US Retail & Consumer practice. In other survey findings, 37% of U.S. shoppers do not use their smartphone for shopping because of security concerns, and 61% noted deals and promotions as the reason for following a brand’s social media site.

The report finds that a rapidly growing focus on the consumer and integrated, customer-focused technology has paved the way for what it calls a "Total Retail" experience.

“Today’s non-stop shoppers have taken things into their own hands, becoming more tech-savvy than retailers,’ said Steven Barr, PwC’s U.S. retail & consumer practices leader. “Consumers have the tools at their fingertips to immerse themselves into the retail brand. Our report finds that consumers have strict expectations that challenge today’s shopping experience and, in response, retailers should embrace what we at PwC are calling Total Retail.”

PwC outlines eight key consumer expectations and provides business implications for retailers to help achieve the Total Retail model. These include:

1. A compelling brand story that promises a distinctive experience
Retailers should better establish a strong brand promise that solidifies a core of loyal customers. A high percentage of survey respondents were attracted to brands that tell a story in an engaging manner. Seventy-nine percent of U.S. shoppers say they shop at their favorite retailers/brands because they trust the brand.

2. Customized offers based on totally protected, personal preferences and information
Big data and predictive analytics will help retailers use customer data to increase marketing and sales effectiveness through customizing digital coupons, exclusive content, and social media promotions, among others. However, 37% of U.S. shoppers say they do not use their smartphone for shopping because they are worried about security. Retailers should better safeguard data, by either building their capabilities step-by-step or adding proper capabilities through acquisitions.

3. An enhanced and consistent experience across all devices
Among U.S. survey respondents who do not use their mobile phones or smartphones for shopping, 32% say they do not own mobile/smartphones and 33% said device screens are too small. However, as screen sizes get bigger and more consumers obtain newer mobile devices, mobile shopping will likely accelerate. To prepare for this growth, a Total Retailer will need to have the technical agility to provide one seamless experience via PC, tablet, mobile phone, in app or web browser.

4. Transparency, real time, into a retailer’s inventory
When asked which in-store technologies would make for a better shopping experience, 45% of U.S. survey respondents chose the ability to check other store or online stock quickly. Consumers are looking for actionable inventory information from retailers, pushing retailers to upgrade technology on their supply chain, on how products are tracked, warehoused and distributed.

5. Favorite retailers are everywhere
When asked what they would do if their favorite retailer shut down its local store, 53% of survey respondents noted they would locate the next nearest physical store and 40% said they would increase ordering from their website. Shoppers today assume retailers are everywhere and always connected like themselves, and retailers need to look at store portfolio management more strategically.

6. To maximize the value of mobile shopping, both store apps and mobile sites must improve
PwC’s survey finds shoppers do not have a strong preference regarding using an app or browser for mobile shopping. When asked how often they use an app and mobile browser for shopping, respondents noted 22% and 28% weekly, respectively, with mobile browser faring a bit higher due to convenience (53% prefer mobile browser because of convenience). Retailers should take note to ensure their mobile site is optimized, while also ramping up apps to improve the experience.

7. Two-way social media engagement
Enthusiasm for social media by retailers and brands is driving consumers to engage, comment and even effect change. When asked what attracted them to a particular brand’s social media site, 61% of U.S. respondents noted attractive deals and promotions, 38% noted new product offerings and 28% said because they shop with the retailer. Retailers should in return better listen to customers on social media, transforming commentary into actionable data for new ideas and improved experience.

8. "Brands" act like retailers, and we’ll treat them that way
The gray area of overlap is growing between brands and retailers, and 44% of U.S. survey respondents noted that lower price is the main reason they buy from a brand’s website. Retailers today are partnering with brands/manufacturers to share consumer insights and collaborate on category management to drive more success for both.

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