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): October 7, 2013
The Mens Wearhouse, Inc.
(Exact name of registrant as specified in its charter)
Texas |
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1-16097 |
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74-1790172 |
(State or other jurisdiction of incorporation) |
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(Commission File Number) |
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(IRS Employer Identification No.) |
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6380 Rogerdale Road |
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Houston, Texas |
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77072 |
(Address of principal executive offices) |
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(Zip Code) |
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281-776-7000 |
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(Registrants telephone number, |
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including area code) |
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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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On October 7, 2013, the Board of Directors of The Mens Wearhouse, Inc. (the Company) appointed B. Michael Becker to the Board of Directors. Mr. Becker was also appointed to serve on the Audit Committee of the Companys Board of Directors. Mr. Becker will receive the customary compensation paid to the Companys non-employee directors. With the addition of Mr. Becker, the Companys Board comprises ten directors, eight of whom are independent.
Mr. Becker has served as a director at Vitamin Shoppe, Inc. since January 2008 and is Chairman of its Audit Committee. Mr. Becker spent his career as an Audit Partner for Ernst & Young LLP from 1979 until his retirement in 2006. Mr. Becker was a Senior Consultant on airline risks to Pay Pal, Inc. from August 2008 to November 2009 and from August 2006 to August 2008 had a consulting practice which had an arrangement with Ernst & Young LLP to provide accounting and audit consulting services for two of its clients. Mr. Becker served as an Audit Partner for Ernst & Young LLP since 1979, where he spent the entirety of his career prior to his retirement. Mr. Becker holds an MBA and is an inactive Certified Public Accountant.
A copy of the press release issued on October 10, 2013 is attached to this Report as Exhibit 99.1 and is incorporated by reference herein.
Item 8.01 Other Events.
On October 10, 2013, the Company issued a press release announcing that its Board of Directors declared a quarterly cash dividend of $0.18 per share on the Companys common stock, payable on December 27, 2013 to shareholders of record at the close of business on December 17, 2013.
A copy of the press release issued on October 10, 2013 is attached to this Report as Exhibit 99.2 and is incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
The following exhibits are included in this Form 8-K.
99.1 Press Release of the Company dated October 10, 2013.
99.2 Press Release of the Company dated October 10, 2013.
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.
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THE MENS WEARHOUSE, INC. | |
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(Registrant) | |
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Date: October 10, 2013 |
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/s/ Kelly M. Dilts |
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Kelly M. Dilts |
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Senior Vice President and Chief Accounting Officer |
Exhibit 99.1
For Immediate Release |
News Release
Contacts: Jon Kimmins, CFO (510) 723-8639
Ken Dennard Dennard · Lascar Associates (713) 529-6600 ken@dennardlascar.com |
MENS WEARHOUSE ANNOUNCES APPOINTMENT OF
B. MICHAEL BECKER TO THE BOARD OF DIRECTORS
FREMONT, CA October 10, 2013 The Mens Wearhouse (NYSE: MW) today announced that B. Michael Becker has been appointed to the Board of Directors, effective October 7, 2013.
Doug Ewert, Mens Wearhouse President and Chief Executive Officer, stated, Im pleased to welcome Michael to the Board. He brings extensive accounting experience in our industry, highlighted by years in public accounting as well as his service as a current board member and Audit Committee Chairman at Vitamin Shoppe, Inc.
With the addition of Mr. Becker, The Mens Wearhouse Board comprises ten directors, eight of whom are independent.
About B. Michael Becker
Mr. Becker has served as a director at Vitamin Shoppe, Inc. since January 2008 and is Chairman of its Audit Committee. Mr. Becker spent his career as an Audit Partner for Ernst & Young LLP from 1979 until his retirement in 2006. Mr. Becker was a Senior Consultant on airline risks to Pay Pal, Inc. from August 2008 to November 2009 and from August 2006 to August 2008 had a consulting practice which had an arrangement with Ernst & Young LLP to provide accounting and audit consulting services for two of its clients. Mr. Becker served as an Audit Partner for Ernst & Young LLP since 1979, where he spent the entirety of his career prior to his retirement. Mr. Becker holds an MBA and is an inactive Certified Public Accountant.
About Mens Wearhouse
Founded in 1973, Mens Wearhouse is one of North Americas largest specialty retailers of mens apparel with 1,137 stores. The Mens Wearhouse, Moores and K&G stores carry a full selection of suits, sport coats, furnishings and accessories in exclusive and non-exclusive merchandise brands and Mens Wearhouse and Tux stores carry a limited selection. Most K&G stores carry a full selection of womens apparel. Tuxedo rentals are available in the Mens Wearhouse, Moores and Mens Wearhouse and Tux stores. Additionally, Mens Wearhouse operates a global corporate apparel and workwear group consisting of Twin Hill in the United States and Dimensions, Alexandra and Yaffy in the United Kingdom. For additional information on Mens Wearhouse, please visit the Companys websites at www.menswearhouse.com, www.mooresclothing.com, www.kgstores.com, www.twinhill.com, www.dimensions.co.uk and www.alexandra.co.uk.
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Exhibit 99.2
For Immediate Release |
News Release
Contact:
Jon Kimmins, CFO (510) 723-8639
Ken Dennard Dennard · Lascar Associates (713) 529-6600 |
MENS WEARHOUSE DECLARES QUARTERLY CASH DIVIDEND
FREMONT, CA October 10, 2013 - Mens Wearhouse (NYSE: MW) announced that its Board of Directors declared a quarterly cash dividend of $0.18 per share on the Companys common stock, payable on December 27, 2013 to shareholders of record at the close of business on December 17, 2013.
Founded in 1973, Mens Wearhouse is one of North Americas largest specialty retailers of mens apparel with 1,137 stores. The Mens Wearhouse, Moores and K&G stores carry a full selection of suits, sport coats, furnishings and accessories in exclusive and non-exclusive merchandise brands and Mens Wearhouse and Tux stores carry a limited selection. Most K&G stores carry a full selection of womens apparel. Tuxedo rentals are available in the Mens Wearhouse, Moores and Mens Wearhouse and Tux stores. Additionally, Mens Wearhouse operates a global corporate apparel and workwear group consisting of Twin Hill in the United States and Dimensions, Alexandra and Yaffy in the United Kingdom.
For additional information on Mens Wearhouse, please visit the Companys websites at www.menswearhouse.com, www.mooresclothing.com, www.kgstores.com, www.twinhill.com, www.dimensions.co.uk and www.alexandra.co.uk.
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