8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 9, 2010

The Men’s Wearhouse, Inc.

(Exact name of registrant as specified in its charter)

Texas
(State or other jurisdiction
of incorporation) 1-16097
(Commission File Number) 74-1790172
(IRS Employer Identification No.)

6380 Rogerdale Road
Houston, Texas
(Address of principal executive offices)
77072
(Zip Code)

281-776-7000
(Registrant’s telephone
number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o      Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o      Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o      Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o      Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02 Results of Operations and Financial Condition.

On June 9, 2010, The Men’s Wearhouse, Inc. (the “Company”) issued a press release reporting its earnings results for its first quarter ended May 1, 2010. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

The information in this Item 2.02 and Exhibit 99.1 attached hereto is intended to be furnished under Item 2.02 and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Act, except as expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(c) Exhibits

The following exhibit is included in this Form 8-K:

99.1    Press Release of the Company dated June 9, 2010.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	THE MEN’S WEARHOUSE, INC. (Registrant)
Date: June 9, 2010	By:	/s/ Neill P. Davis
		Neill P. Davis
		Executive Vice President, Chief Financial Officer, Treasurer and Principal Financial Officer

EXHIBIT INDEX

Exhibit
Number	Description
99.1	Press Release of The Men’s Wearhouse, Inc. dated June 9, 2010.

EX-99.1

Exhibit 99.1

The Men’s Wearhouse, Inc.    News Release
	For Immediate Release

MEN’S WEARHOUSE REPORTS
FISCAL 2010 FIRST QUARTER RESULTS

• Q1 2010 GAAP diluted EPS was $0.26 compared with Q1 2009 GAAP diluted EPS of $0.10

• Company provides guidance for second quarter of fiscal 2010

• Conference call at 5:00 pm Eastern today

HOUSTON — June 9, 2010 — The Men’s Wearhouse (NYSE: MW) today announced its consolidated financial results for the first quarter ended May 1, 2010.

First Quarter Sales Summary — Fiscal 2010

										Comparable Store Sales
	U.S. dollars, in millions						Total Sales			Change %
	Current Year			Prior Year			Change %			Current Year			Prior Year
Total Company	$	473.5		$	464.1			2.0	%
MW	$	318.3	(a)	$	310.9	(a)		2.4	%		2.4	%(b)		- 7.0	%(b)
K&G	$	98.3		$	104.5			-6.0	%		- 4.9	%		2.3	%
United States	$	426.1		$	425.0			0.2	%		0.5	%		- 4.7	%
Moores	$	47.4		$	39.1			21.3	%		0.2	%(c)		- 4.3	%(c)

(a)	Total sales from retail stores and ecommerce.
(b)	Comparable store sales do not include ecommerce.
(c)	Comparable store sales change is based on the Canadian dollar.

Diluted earnings per share were $0.26 for the first quarter ended May 1, 2010. This compares to diluted earnings per share guidance given March 10, 2010 of $0.12 to $0.16. Prior year first quarter GAAP diluted earnings per share were $0.10.

Page 1

FIRST QUARTER REVIEW

• Total Company sales increased 2.0% for the quarter.

• Clothing product sales, representing 77.8% of fiscal first quarter 2010 total net sales, increased 2.6% due mainly to a favorable change in the U.S./Canadian dollar exchange rate and an increase in Men’s Wearhouse comparable store sales resulting from increased store traffic levels.

• Tuxedo rental sales, representing 15.2% of fiscal first quarter 2010 total net sales, increased 1.0%.

• Gross margin before occupancy costs, as a percentage of total net sales, increased 105 basis points from 56.1% to 57.2%. Clothing product margins, as a percentage of related sales, increased 122 basis points due primarily to different promotional offerings, as well as the mix of products on promotion, in 2010 compared to 2009 and lower product costs. Tuxedo rental margins, as a percentage of related sales, increased 115 basis points due primarily to lower product costs.

• Occupancy costs decreased, as a percentage of total net sales, by 92 basis points from 15.6% to 14.7%. On an absolute dollar basis, occupancy costs decreased 4.0% from $72.6 million in the prior year to $69.7 million due primarily to lower depreciation costs.

• Selling, general, and administrative expenses were $179.7 million in the current year and increased 0.2% from the prior year’s SG&A of $179.2. As a percentage of total net sales, SG&A decreased 67 basis points from 38.6% to 37.9%.

• Operating income was $21.4 million or 4.5% of total net sales compared to operating income of $8.8 million or 1.9% of total net sales for the same period last year.

• Cash and cash equivalent balances as of the end of the first quarter of 2010 were $219.6 million.

• Total inventories of $435.4 million declined 2.8% from the prior year first quarter of $448.0 million.

• Current maturities of long-term debt were $45.8 million as of the end of the first quarter of 2010.

Page 2

SECOND QUARTER 2010 GUIDANCE

• For the second quarter of the fiscal year, the Company expects GAAP diluted earnings per share in a range of $0.75 to $0.78.

• The Company anticipates comparable store sales at its MW stores to increase in the low single digit range, at K&G a decrease in the low to mid single digit range and at Moores a flat to low single digit increase. Included in this outlook is a low double digit increase in comparable store tuxedo rental revenues.

• Total gross profit for the second quarter is expected to increase in the high single digit range from the prior year. Occupancy costs are expected to decrease in a low single digit range in absolute dollar terms. Selling, general and administrative expenses are expected to increase in the high single digit range from the prior year excluding the $3.2 million gift card breakage income recognized in the prior year second quarter. SG&A expenses excluding marketing expenses are expected to increase in the mid single digit range over the adjusted prior year quarter.

• This guidance includes an estimated effective tax rate of 37.5% for the second quarter and an estimated effective tax rate of 36.0% for the full year.

• Fully diluted shares outstanding of 52.765 million are estimated for the second quarter.

UPDATED CONFERENCE CALL AND WEBCAST INFORMATION

At 5:00 p.m. Eastern time on Wednesday, June 9, 2010, Company management will host a conference call and real time web cast to review the fiscal first quarter and its outlook for the second quarter of fiscal 2010.

To access the conference call, dial 480-629-9770. To access the live webcast presentation, visit the Investor Relations section of the Company’s website at www.menswearhouse.com. A telephonic replay will be available through June 16, 2010 by calling 303-590-3030 and entering the access code of 4307183#, or a webcast archive will be available free on the website for approximately 90 days.

Page 3

STORE INFORMATION

	May 1, 2010				May 2, 2009				January 30, 2010
	Number		Sq. Ft.		Number		Sq. Ft.		Number		Sq. Ft.
	of Stores		(000’s)		of Stores		(000’s)		of Stores		(000’s)
Men’s Wearhouse		582		3,292.7		581		3,276.7		581		3,284.4
Men’s Wearhouse and Tux		447		614.1		478		651.9		454		623.4
Moores, Clothing for Men		117		735.5		117		732.7		117		734.6
K&G (a)		106		2,465.6		108		2,488.4		107		2,475.6
Total		1,252		7,107.9		1,284		7,149.7		1,259		7,118.0

^(a) 95, 94 and 94 stores, respectively, offering women’s apparel.

Founded in 1973, Men’s Wearhouse is one of North America’s largest specialty retailers of men’s apparel with 1,252 stores. The Men’s Wearhouse, Moores and K&G stores carry a full selection of designer, brand name and private label suits, sport coats, furnishings and accessories and Men’s Wearhouse and Tux stores carry a limited selection. Tuxedo rentals are available in the Men’s Wearhouse, Moores and Men’s Wearhouse and Tux stores. The Company operates websites at www.menswearhouse.com, www.mooresclothingformen.com and www.kgstores.com.

This press release contains forward-looking information. The forward-looking statements are made pursuant to the Safe Harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements may be significantly impacted by various factors, including sensitivity to economic conditions and consumer confidence, possibility of limited ability to expand Men’s Wearhouse stores, possibility that certain of our expansion strategies may present greater risks and other factors described in the Company’s annual report on Form 10-K for the fiscal year ended January 30, 2010.

For additional information on Men’s Wearhouse, please visit the Company’s website at www.menswearhouse.com.

CONTACT:  Neill Davis, EVP & CFO, Men’s Wearhouse (281) 776-7000
Ken Dennard, DRG&E (713) 529-6600

Page 4

THE MEN’S WEARHOUSE, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS
(Unaudited)

FOR THE THREE MONTHS ENDED
May 1, 2010 AND May 2, 2009
(In thousands, except per share data)

	Three Months Ended												Variance
				% of						% of									Basis
	2010			Sales			2009			Sales			Dollar			%			Points
Net sales:
Clothing product	$	368,371			77.80	%	$	359,062			77.36	%	$	9,309			2.59	%		0.44
Tuxedo rental services		72,154			15.24	%		71,419			15.39	%		735			1.03	%		(0.15	)
Alteration and other services		32,941			6.96	%		33,653			7.25	%		(712	)		(2.12	%)		(0.29	)
Total net sales		473,466			100.00	%		464,134			100.00	%		9,332			2.01	%		0.00
Total cost of sales		272,394			57.53	%		276,145			59.50	%		(3,751	)		(1.36	%)		(1.96	)
Gross margin (a)		201,072			42.47	%		187,989			40.50	%		13,083			6.96	%		1.96
Selling, general and administrative expenses		179,650			37.94	%		179,213			38.61	%		437			0.24	%		(0.67	)
Operating income		21,422			4.52	%		8,776			1.89	%		12,646			144.10	%		2.63
Net interest		(225	)		(0.05	%)		(160	)		(0.03	%)		(65	)		(40.63	%)		(0.01	)
Earnings before income taxes		21,197			4.48	%		8,616			1.86	%		12,581			146.02	%		2.62
Provision for income taxes		7,589			1.60	%		3,360			0.72	%		4,229			125.86	%		0.88
Net earnings	$	13,608			2.87	%	$	5,256			1.13	%	$	8,352			158.90	%		1.74
Net earnings per diluted common share (b)	$	0.26					$	0.10
Weighted average diluted common shares outstanding:		52,628						51,955

(a) Gross margin as a percentage of related sales:

	Three Months Ended
				% of						% of			Variance
				Related						Related									Basis
	2010			Sales			2009			Sales			Dollar			%			Points
Clothing margin	$	201,058			54.58	%	$	191,605			53.36	%	$	9,453			4.93	%		1.22
Tuxedo margin		60,828			84.30	%		59,387			83.15	%		1,441			2.43	%		1.15
Alteration and other services margin		8,877			26.95	%		9,563			28.42	%		(686	)		(7.17	%)		(1.47	)
Occupancy costs		(69,691	)		(14.72	%)		(72,566	)		(15.63	%)		2,875			3.96	%		0.92
Gross margin	$	201,072			42.47	%	$	187,989			40.50	%	$	13,083			6.96	%		1.96

(b) Calculated based on net earnings less net earnings allocated to participating securities.

Page 5

THE MEN’S WEARHOUSE, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)
(Unaudited)

	May 1,			May 2,
	2010			2009
ASSETS
Current assets:
Cash and cash equivalents	$	219,562		$	107,538
Short-term investments		—			17,707
Accounts receivable, net		24,640			24,858
Inventories		435,351			448,018
Other current assets		68,830			59,752
Total current assets		748,383			657,873
Property and equipment, net		336,771			378,510
Tuxedo rental product, net		101,731			120,083
Goodwill		60,780			57,622
Other assets, net		16,690			12,439
Total assets	$	1,264,355		$	1,226,527
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	99,720		$	142,984
Accrued expenses and other current liabilities		136,183			127,868
Income taxes payable		2,826			3,461
Current maturities of long-term debt		45,780			—
Total current liabilities		284,509			274,313
Long-term debt		—			39,213
Deferred taxes and other liabilities		62,741			63,955
Total liabilities		347,250			377,481
Shareholders’ equity:
Preferred stock		—			—
Common stock		707			702
Capital in excess of par		329,030			316,034
Retained earnings		962,834			925,881
Accumulated other comprehensive income		37,304			19,055
Treasury stock, at cost		(412,770	)		(412,626	)
Total shareholders’ equity		917,105			849,046
Total liabilities and equity	$	1,264,355		$	1,226,527

Page 6

THE MEN’S WEARHOUSE, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)

FOR THE THREE MONTHS ENDED
May 1, 2010 AND May 2, 2009
(In thousands)

	Three Months Ended
	2010			2009
CASH FLOWS FROM OPERATING ACTIVITIES:
Net earnings	$	13,608		$	5,256
Non-cash adjustments to net earnings:
Depreciation and amortization		18,690			22,222
Tuxedo rental product amortization		6,978			7,644
Other		9,335			7,867
Changes in assets and liabilities		663			20,313
Net cash provided by operating activities		49,274			63,302
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures		(11,099	)		(15,035	)
Net cash used in investing activities		(11,099	)		(15,035	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from issuance of common stock		783			506
Payments on revolving credit facility		—			(25,000	)
Cash dividends paid		(4,756	)		(3,664	)
Other financing activities		(2,037	)		(1,697	)
Net cash used in financing activities		(6,010	)		(29,855	)
Effect of exchange rate changes		1,379			1,714
INCREASE IN CASH AND CASH EQUIVALENTS		33,544			20,126
Balance at beginning of period		186,018			87,412
Balance at end of period	$	219,562		$	107,538

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