Eminence Capital LLC, a key shareholder in both Men's Wearhouse Inc MW.N and Jos. A. Bank Clothiers Inc JOSB.O, said it would seek a court ruling to prevent Jos. A. Bank from refusing to discuss a $1.61 billion takeover offer from Men's Wearhouse.
The New-York based asset management firm — which owns about 10 percent of Men's Wearhouse and about 5 percent of Jos. A. Bank — urged Jos. A. Bank to start talks with Men's Wearhouse.
"... We firmly believe that you will not be able to deliver comparable value to shareholders through any other strategic transaction or action available to you," Eminence Chief Executive Ricky Sandler said in a letter to Jos. A. Bank's board released on Monday.
Eminence accused the directors of the century-old retailer of men's tailored and casual clothing of breaching their fiduciary duties by not negotiating a deal with its rival.
The firm said it would file an injunction in the Court of Chancery of the State of Delaware to prevent Jos. A. Bank from pursuing another deal.
Jos. A. Bank offered $2.3 billion for Men's Wearhouse last year that was swiftly rebuffed by the larger company. Weeks later, Men's Wearhouse struck back with a bid to acquire Jos. A. Bank.
Last week, Men's Wearhouse mounted a hostile $57.50 per share bid, after the company rejected its earlier $55 per share offer.
Eminence, which owns about 10 percent of Men's Wearhouse and about 5 percent of Jos. A. Bank, said earlier this month that it supported a merger of the two suit retailers.
Jos. A. Bank and Men's Wearhouse were not immediately available for comment outside regular U.S. business hours.
(Reporting by Devika Krishna Kumar, Sruthi Ramakrishnan and Chris Peters in Bangalore; Editing by Supriya Kurane and Joyjeet Das)