Men's Wearhouse, of Houston, made its initial $55 per share proposal for its former suitor on Nov. 26 in a deal valued at approximately $1.2 billion.
Jos. A. Bank chairman Robert Wildrick, noting that the proposed acquisition price undervalues the company said in a Monday statement that "we continue to review acquisition opportunities that would represent a strong strategic fit with our Company and provide an opportunity to leverage our core competencies to drive meaningful growth."
The larger retailer's $55 per share bid represented a 9% premium over Jos. A. Bank's closing share price on Nov. 25, the day prior to the proposal. The offer was valued at 9.1 times trailing 12-month Ebitda.
Men's Wearhouse's Pac-Man defense move followed a $48 per share bid from Jos. A. Bank to acquire former. That deal, valued at about $2.3 billion, ultimately expired on Nov. 15 after Men's Wearhouse wouldn't even come to the negotiation table.
Hampstead, Md.-based Men's Wearhouse has been under pressure to sell itself from activist hedge fund Eminence Capial LLC, which owns about 9.8% of the retailer's outstanding stock.
After Men's Wearhouse let the offer from its smaller peer expire in Novemeber, the investor called for a special meeting of the retailer's shareholders, which has ultimately been scheduled for Feb. 14.
And while Wildrick didn't say whether one of those opportunities might include more talks with its erstwhile target, sources previously told The Deal that both companies may now be willing to, at the least, sketch out the outlines of a deal.
If the two peers ultimately do join forces, the merged company would generate an excess of $3.5 billion in pro forma sales across more than 1,700 stores, Men's Wearhouse previously said.
A Bank of America Merrill Lynch team consisting of Steven Baronoff, Blake Hallinan and David Finkelstein joined with JPMorgan Securities LLC and Willkie Farr & Gallagher LLP partners Steven Seidman, Michael Schwartz and Laura Delanoy to advise Men's Wearhouse on its offer.
Jos. A. Bank was advised on its offer by Jack Levy at Goldman, Sachs & Co. along with Skadden, Arps, Slate, Meagher & Flom LLP partners Paul Schnell, Laura Kaufmann Belkhayat and Jeremy London and Guilfoil Petzall & Shoemaker LLC.
Shares of Jos. A. Bank, which are listed on the Nasdaq as JOSB, slipped about 1.1% to $56.41 in early Monday trading. Men's Wearhouse, trading as MW on the New York Stock Exchange, fell 1.2% to $51.42.
Jos. A. Bank officials declined to comment Monday morning, while Men's Wearhouse couldn't be reached for comment.
-- Written by Sarah Pringle