FREMONT, Calif., Sept. 10, 2014 /PRNewswire/ -- The Men's Wearhouse (NYSE: MW) today announced consolidated financial results for the fiscal second quarter and six months ended August 2, 2014.

GAAP diluted EPS for fiscal second quarter 2014 was $0.25 and adjusted EPS was $1.10 excluding non-operating items((1)). Results for Jos. A. Bank are included in our financial statements beginning June 18, 2014, the date of the closing of the acquisition.

Doug Ewert, Men's Wearhouse president and chief executive officer, commented, "During the second quarter, we closed the Jos. A. Bank acquisition and we are pleased with the progress we are making on the integration.

"Second quarter adjusted earnings per share of $1.10 were driven by strong performances at Men's Wearhouse, Moores and K&G, posting comparable sales increases of 4.4%, 10.2% and 5.6%, respectively. Additional highlights include excellent results in tuxedo rental, with a U.S. comparable sales increase of 9.1%, and from our Joseph Abboud roll out, which will be complete in the coming weeks.

"While we are very early in the Jos. A. Bank integration process, we look forward to communicating our progress and continue to expect between $100 million to $150 million in synergies. Subsequent to the end of the second quarter, we secured the early termination of the Jim's Formal Wear contract to supply tuxedo rental inventory to Jos. A. Bank. We will begin leveraging our tuxedo rental inventory and logistics to serve the Jos. A. Bank rental customers for the 2015 wedding season," concluded Ewert.

FISCAL SECOND QUARTER SALES REVIEW

The tables that follow are a summary of net sales for fiscal 2014 second quarter and fiscal six months ended August 2, 2014. The dollars shown are U.S. dollars in millions and due to rounded numbers may not sum. The Moores comparable sales change is based on the Canadian dollar. The comparable sales shown below for Jos. A. Bank are a comparison to the full periods, not a comparison of the acquisition period since June 18, 2014. Comparable sales exclude the net sales of a store for any month of one period if the store was not open throughout the same month of the prior period and include e-commerce net sales.



                           Second Quarter Net Sales Summary - Fiscal 2014
                           ----------------------------------------------

                                                      Net Sales           Comparable Sales
                                                                              Change
                                                      ---------          -----------------

                              Net Sales Change     Current Quarter        Current Quarter       Prior Year Quarter

    Total Retail Segment      24.1%      $143.0             $736.4
    --------------------       ----       ------             ------

           Men's Wearhouse     5.6%       $23.7             $450.3                        4.4%                   0.7%
           ---------------      ---        -----             ------                         ---                     ---

           Jos. A. Bank       n/a        $113.7             $113.7                        1.0%                (15.5%)
           ------------       ---        ------             ------                         ---                  ------

           Moores              4.7%        $3.5              $78.1                       10.2%                 (4.9%)
           ------               ---         ----              -----                        ----                   -----

           K&G                 1.6%        $1.4              $86.2                        5.6%                 (3.0%)
           ---                  ---         ----              -----                         ---                   -----

           MW Cleaners         9.0%        $0.7               $8.1
           -----------          ---         ----               ----


    Corporate Apparel
     Segment                  23.9%       $12.8              $66.7
    -----------------          ----        -----              -----


    Total Company             24.1%      $155.8             $803.1
    -------------              ----       ------             ------


                           Year-To-Date Net Sales Summary - Fiscal 2014
                           --------------------------------------------

                                                   Net Sales           Comparable Sales
                                                                              Change
                                                   ---------          -----------------

                           Net Sales Change       Current Year          Current Year             Prior Year

    Total Retail Segment      13.6%      $156.5           $1,310.1
    --------------------       ----       ------           --------

           Men's Wearhouse     5.2%       $42.9             $871.3                        3.6%                   1.2%
           ---------------      ---        -----             ------                         ---                     ---

           Jos. A. Bank       n/a        $113.7             $113.7                        4.4%                (11.9%)
           ------------       ---        ------             ------                         ---                  ------

           Moores              1.8%        $2.3             $130.6                        8.4%                 (5.8%)
           ------               ---         ----             ------                         ---                   -----

           K&G               (2.0%)      ($3.6)            $178.6                        2.0%                 (5.0%)
           ---                -----        -----             ------                         ---                   -----

           MW Cleaners         8.0%        $1.2              $15.9
           -----------          ---         ----              -----


    Corporate Apparel
     Segment                  12.1%       $13.3             $123.5
    -----------------          ----        -----             ------


    Total Company             13.4%      $169.8           $1,433.6
    -------------              ----       ------           --------

Net sales at our largest brand, Men's Wearhouse stores, which represented 56% of total second quarter sales, were up 5.6% from last year's second quarter and comparable sales increased 4.4%. On a comparable basis an increase in average transactions per store more than offset a decrease in clothing product average unit retails (or the net selling price per unit). The higher margin tuxedo rental revenues comparable sales increased 9.1% in the second quarter of 2014.

Jos. A. Bank was 14% of the Company's total second quarter sales reflecting sales since June 18, 2014, the acquisition date. Comparable sales for the full second quarter increased 1.0% with increases in units sold per transaction which offset decreases in clothing product average unit retails and transactions per store. Moores, our Canadian retail brand, was 10% of the total second quarter sales and had a comparable sales increase of 10.2% due to increases in units sold per transaction, average transactions per store and clothing product average unit retails. Net sales change for Moores only increased 4.7% due to an unfavorable change in the currency translation rate. K&G was 11% of the Company's total second quarter sales with a comparable sales increase of 5.6% due to increases in average transactions per store and units sold per transaction which more than offset a decrease in average unit retails. The Corporate Apparel segment, which represented 8% of total second quarter sales, had a sales increase of 23.9%.

FISCAL SECOND QUARTER CONSOLIDATED RESULTS REVIEW

Sales
Total net sales increased 24.1% or $155.8 million to $803.1 million from $647.3 million.

Retail segment sales for the quarter increased by 24.1% or $143.0 million due to $113.7 million in sales at Jos. A. Bank since the closing of the acquisition and an increase in comparable sales at all other retail brands.

Corporate apparel sales increased by 23.9% or $12.8 million.

Gross Margin
Total GAAP gross margin was $358.5 million. Adjusted consolidated gross margin of $365.3 million increased $56.5 million or 18.3% compared to the prior year quarter. The total adjusted gross margin rate decreased 222 basis points primarily due to lower retail margin related to the Jos. A. Bank acquisition.

Adjusted retail segment gross margin increased $53.7 million or 18.4%. The adjusted retail segment gross margin rate decreased 224 basis points including Jos. A. Bank and increased 10 basis points excluding Jos. A. Bank.

Corporate apparel gross margin increased $2.8 million or 16.2% yet decreased 197 basis points.

SG&A
GAAP SG&A expenses increased $83.3 million to $315.8 million, an increase of 35.8% or 341 basis points. Adjusted SG&A expenses were 160 basis points favorable to the prior year. On an absolute dollar basis adjusted SG&A increased by $42.4 million or 18.5% primarily due to the addition of Jos. A. Bank SG&A and an increase in advertising expense primarily related to the rollout of Joseph Abboud.

Operating Income
GAAP operating income was $42.7 million compared to GAAP operating income of $66.8 million last year. Adjusted operating income was $93.3 million, an increase of $14.1 million or 17.8% over the prior year adjusted operating income of $79.2 million.

Interest and Taxes
Net interest expense for the second quarter was $13.1 million, impacting adjusted diluted EPS by $0.18. The effective tax rate for the second quarter was 55.0%. Excluding the impact of non-deductible transaction costs, the adjusted effective tax rate was 33.9%.

Net Earnings
GAAP net earnings were $12.3 million compared to GAAP net earnings of $42.9 million last year. Adjusted net earnings were $52.9 million, or $1.10 adjusted earnings per share compared to adjusted net earnings of $51.0 million, or $1.01 adjusted diluted earnings per share last year.

Balance Sheet
In connection with the acquisition of Jos. A. Bank, debt at the end of the second quarter was $1.7 billion. Inventories increased $444.7 million to $1,044.5 million from $599.8 million. Approximately $425 million is due to the Jos. A. Bank acquisition and inventory at the Joseph Abboud factory. Additionally, approximately $10 million of the increase was related to an inventory build for our corporate apparel business to service existing customers and the remaining increase was primarily driven by new store openings at Men's Wearhouse.

FISCAL SIX MONTH CONSOLIDATED RESULTS REVIEW

Sales
Total net sales increased 13.4% or $169.8 million to $1,433.6 million from $1,263.8 million.

Year-to-date retail segment sales increased by 13.6% or $156.5 million due to $113.7 million in sales at Jos. A. Bank since the closing of the acquisition and an increase in comparable sales at all other retail brands.

Corporate apparel sales increased by 12.1%, or $13.3 million.

Gross Margin
Total GAAP gross margin was $641.9 million. Adjusted consolidated gross margin of $648.7 million increased $62.0 million or 10.6% compared to the prior year quarter. The total adjusted gross margin rate decreased 118 basis points primarily due to lower retail margin related to the Jos. A. Bank acquisition.

Adjusted retail segment gross margin increased $59.5 million or 10.8%. The adjusted retail segment gross margin rate decreased 117 basis points including Jos. A. Bank and increased 3 basis points excluding Jos. A. Bank.

Corporate apparel gross margin increased $2.5 million or 7.1% yet decreased 139 basis points.

SG&A
GAAP SG&A expenses increased $114.0 million to $571.9 million, an increase of 24.9% or 367 basis points. Adjusted SG&A expenses were 101 basis points favorable to the prior year. On an absolute dollar basis adjusted SG&A increased by $46.7 million or 10.3% primarily due to the addition of Jos. A. Bank SG&A and an increase in advertising expense.

Operating Income
GAAP operating income was $70.0 million compared to GAAP operating income of $119.3 million last year. Adjusted operating income was $147.0 million, an increase of $15.3 million or 11.6% over the prior year adjusted operating income of $131.7 million.

Interest and Taxes
Net interest expense for the six months was $14.1 million, impacting adjusted diluted EPS by $0.19.

The effective tax rate for the six months was 46.3%. Excluding the impact of non-deductible transaction costs, the adjusted effective tax rate was 35.2%.

Net Earnings
GAAP net earnings were $28.7 million compared to GAAP net earnings of $76.0 million last year. Adjusted net earnings were $86.0 million, or $1.78 adjusted earnings per share compared to adjusted net earnings of $84.1 million, or $1.66 adjusted diluted earnings per share last year.

CONFERENCE CALL AND WEBCAST INFORMATION

At 9:00 a.m. Eastern time on Thursday, September 11, 2014, Company management will host a conference call and real time webcast to review fiscal 2014 second quarter and six month results.

To access the conference call, dial 719-457-2604. To access the live webcast presentation, visit the Investor Relations section of the Company's website at http://ir.menswearhouse.com. A telephonic replay will be available through September 18, 2014 by calling 719-457-0820 and entering the access code of 7619322#, or a webcast archive will be available free on the website for approximately 90 days.

STORE INFORMATION



                    August 2, 2014     August 3, 2013         February 1, 2014
                    --------------     --------------        ----------------

                      Number of           Sq. Ft.                Number of          Sq. Ft.         Number of      Sq. Ft.
                        Stores                                    Stores                              Stores
                                          (000's)                                   (000's)                        (000's)
                                           ------                                   ------                          ------


    Men's Wearhouse                679               3,867.0                    652         3,722.6             661      3,774.3
    ---------------                ---               -------                    ---         -------             ---      -------


    Jos. A. Bank
     (a)                           629               2,861.8                      -              -              -           -
    ------------                   ---               -------                    ---            ---            ---         ---


    Men's Wearhouse
     and Tux                       233                 322.2                    269           370.1             248        344.0
    ---------------                ---                 -----                    ---           -----             ---        -----


    Moores,
     Clothing for
     Men                           121                 769.1                    120           764.4             121        769.3
    -------------                  ---                 -----                    ---           -----             ---        -----


    K&G (b)                         94               2,228.8                     96         2,271.7              94      2,228.8
    ------                         ---               -------                    ---         -------             ---      -------


    Total                        1,756              10,048.9                  1,137         7,128.8           1,124      7,116.4


    (a)  Excludes 15 franchise
     stores.

    (b)  85, 88 and 85 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 1,756 stores. The Men's Wearhouse, Jos. A. Bank, Moores and K&G stores carry a full selection of suits, sport coats, furnishings and accessories in exclusive and non-exclusive merchandise brands and Men's Wearhouse and Tux stores carry a limited selection. Most K&G stores carry a full selection of women's apparel. Tuxedo rentals are available in the Men's Wearhouse, Jos. A. Bank, Moores and Men's Wearhouse and Tux stores. Additionally, Men's 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.

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. Forward-looking statements are not guarantees of future performance and a variety of factors could cause actual results to differ materially from the anticipated or expected results expressed in or suggested by these forward-looking statements. These forward-looking statements may be significantly impacted by various factors, including, but not limited to: actions by governmental entities, domestic and international economic activity and inflation, success, or lack thereof, in executing our internal operating plans and new store and new market expansion plans, including successful integration of acquisitions, performance issues with key suppliers, disruption in buying trends due to homeland security concerns, severe weather, foreign currency fluctuations, government export and import policies, aggressive advertising or marketing activities of competitors; and legal proceedings. Future results will also be dependent upon our ability to continue to identify and complete successful expansions and penetrations into existing and new markets and our ability to integrate such expansions with our existing operations.

These forward-looking statements are based upon management's current beliefs or expectations and are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond our control. The following factors, among others, could cause actual results to differ materially from those expressed or implied in the forward-looking statements: (1) the possibility that the expected benefits from the Jos. A. Bank transaction will not be realized within the anticipated time period, (2) the risks related to the costs and difficulties related to the integration of Jos. A. Bank's business and operations with Men's Wearhouse's business and operations, (3) the inability to obtain, or delays in obtaining, cost savings and synergies from the transaction, (4) unexpected costs, charges or expenses resulting from the transaction, (5) litigation relating to the transaction, (6) the inability to retain key personnel and (7) the possible disruption that may be caused by the transaction to the business and operations of Men's Wearhouse and its relationships with customers, employees and other third parties.

The forward-looking statements in this press release speak only as of the date hereof. Except for the ongoing obligations of Men's Wearhouse to disclose material information under the federal securities laws, Men's Wearhouse undertakes no obligation to revise or update publicly any forward-looking statement, except as required by law. Other factors that may impact the forward-looking statements are described in Men's Wearhouse's annual report on Form 10-K for the fiscal year ended February 1, 2014 and quarterly reports on Form 10-Q. For additional information on Men's Wearhouse, please visit the Company's websites at www.menswearhouse.com, www.josbank.com, www.mooresclothing.com, www.kgstores.com, www.twinhill.com, www.dimensions.co.uk and www.alexandra.co.uk.

Contact:
Kelly Dilts, SVP, Finance & IR
(281) 776-7239

Ken Dennard
Dennard ? Lascar Associates
(713) 529-6600

(1) Adjusted EPS is non-GAAP financial information provided to enhance the user's overall understanding of the Company's current financial performance. Reconciliations of adjusted financial information to GAAP results are included in the tables at the end of this release.




    THE MEN'S WEARHOUSE, INC. AND SUBSIDIARIES

    CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS

    (Unaudited)


    For the Three Months Ended August 2, 2014 and August 3, 2013

    (In thousands, except per share data)


                                                                                   Three Months Ended                         Variance
                                                                                   ------------------                         --------

                                                                                                 % of                           % of                                                       Basis

                                                                                  2014              Sales               2013       Sales            Dollar               %                    Points
                                                                                  ----              -----               ----       -----            ------              ---                   ------


    Net sales:

              Retail clothing product                                         $530,728                      66.09%  $408,683                63.14%           $122,045             29.86%                2.95

              Tuxedo rental services                                           161,096                      20.06%   147,701                22.82%             13,395              9.07%              (2.76)

              Alteration and other services                                     44,598                       5.55%    37,056                 5.73%              7,542             20.35%              (0.17)
                                                                                ------                        ----     ------                  ----               -----              -----                -----

                   Total retail sales                                          736,422                      91.70%   593,440                91.69%            142,982             24.09%                0.01

                   Corporate apparel clothing product sales                     66,656                       8.30%    53,815                 8.31%             12,841             23.86%              (0.01)
                                                                                ------                        ----     ------                  ----              ------              -----                -----

                        Total net sales                                        803,078                     100.00%   647,255               100.00%            155,823             24.07%                0.00


                       Total cost of sales                                     444,536                      55.35%   338,461                52.29%            106,075             31.34%                3.06


    Gross margin (a):

            Retail clothing product                                            287,374                      54.15%   231,105                56.55%             56,269             24.35%              (2.40)

            Tuxedo rental services                                             134,868                      83.72%   125,123                84.71%              9,745              7.79%              (0.99)

            Alteration and other services                                       11,699                      26.23%     8,130                21.94%              3,569             43.90%                4.29

            Occupancy costs                                                   (95,423)                   (12.96%)  (72,791)             (12.27%)           (22,632)          (31.09%)              (0.69)
                                                                               -------                     -------    -------               -------             -------            -------                -----

                   Total retail gross margin                                   338,518                      45.97%   291,567                49.13%             46,951             16.10%              (3.16)

                   Corporate apparel clothing product margin                    20,024                      30.04%    17,227                32.01%              2,797             16.24%              (1.97)
                                                                                ------                       -----     ------                 -----               -----              -----                -----

                       Total gross margin                                      358,542                      44.65%   308,794                47.71%             49,748             16.11%              (3.06)


    Selling, general and administrative expenses                               315,838                      39.33%   232,505                35.92%             83,333             35.84%                3.41

    Goodwill impairment charge                                                       -                      0.00%     9,501                 1.47%            (9,501)                NM              (1.47)
                                                                                   ---                       ----      -----                  ----              ------                ---               -----


    Operating income                                                            42,704                       5.32%    66,788                10.32%           (24,084)          (36.06%)              (5.00)


    Net interest                                                              (13,074)                    (1.63%)     (359)              (0.06%)           (12,715)          3541.78%              (1.57)

    Loss on extinguishment of debt                                             (2,158)                    (0.27%)         -                0.00%            (2,158)                NM              (0.27)
                                                                                ------                      ------        ---                 ----              ------                ---               -----


    Earnings before income taxes                                                27,472                       3.42%    66,429                10.26%           (38,957)          (58.64%)              (6.84)


    Provision for income taxes                                                  15,104                       1.88%    23,451                 3.62%            (8,347)          (35.59%)              (1.74)
                                                                                                          -----                           -----                                ------               ------


    Net earnings including non-controlling interest                             12,368                       1.54%    42,978                 6.64%           (30,610)          (71.22%)              (5.10)


    Net earnings attributable to non-controlling interest                        (112)                    (0.01%)      (35)              (0.01%)               (77)         (220.00%)              (0.01)
                                                                                  ----                      ------        ---                ------                 ---           --------                -----


    Net earnings attributable to common shareholders                           $12,256                       1.53%   $42,943                 6.63%          $(30,687)          (71.46%)              (5.11)
                                                                               =======                        ====    =======                  ====            ========            =======                =====


    Net earnings per diluted common share attributable to common shareholders    $0.25                                 $0.85
                                                                                 =====                                 =====


    Weighted-average diluted common shares outstanding:                         48,143                                50,133
                                                                                ======                                ======


     (a) Gross margin percent of sales is calculated as a percentage of related sales.




    THE MEN'S WEARHOUSE, INC. AND SUBSIDIARIES

    CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS

    (Unaudited)


    For the Six Months Ended August 2, 2014 and August 3, 2013

    (In thousands, except per share data)


                                                                                     Six Months Ended                           Variance
                                                                                     ----------------                           --------

                                                                                                  % of                            % of                                                      Basis

                                                                                   2014              Sales                2013       Sales            Dollar               %                   Points
                                                                                   ----              -----                ----       -----            ------              ---                  ------


    Net sales:

              Retail clothing product                                          $963,752                      67.23%   $832,420                65.87%           $131,332            15.78%                1.36

              Tuxedo rental services                                            262,759                      18.33%    246,183                19.48%             16,576             6.73%              (1.15)

              Alteration and other services                                      83,560                       5.83%     75,018                 5.94%              8,542            11.39%              (0.11)
                                                                                 ------                        ----      ------                  ----               -----             -----                -----

                   Total retail sales                                         1,310,071                      91.39%  1,153,621                91.28%            156,450            13.56%                0.10

                   Corporate apparel clothing product sales                     123,481                       8.61%    110,170                 8.72%             13,311            12.08%              (0.10)
                                                                                -------                        ----     -------                  ----              ------             -----                -----

                        Total net sales                                       1,433,552                     100.00%  1,263,791               100.00%            169,761            13.43%                0.00


                        Total cost of sales                                     791,646                      55.22%    677,077                53.58%            114,569            16.92%                1.65


    Gross margin (a):

            Retail clothing product                                             528,921                      54.88%    469,359                56.38%             59,562            12.69%              (1.50)

            Tuxedo rental services                                              221,214                      84.19%    209,107                84.94%             12,107             5.79%              (0.75)

            Alteration and other services                                        22,939                      27.45%     17,674                23.56%              5,265            29.79%                3.89

            Occupancy costs                                                   (168,270)                   (12.84%)  (144,065)             (12.49%)           (24,205)         (16.80%)              (0.36)
                                                                               --------                     -------    --------               -------             -------           -------                -----

                   Total retail gross margin                                    604,804                      46.17%    552,075                47.86%             52,729             9.55%              (1.69)

                   Corporate apparel clothing product margin                     37,102                      30.05%     34,639                31.44%              2,463             7.11%              (1.39)
                                                                                 ------                       -----      ------                 -----               -----              ----                -----

                       Total gross margin                                       641,906                      44.78%    586,714                46.42%             55,192             9.41%              (1.65)


    Selling, general and administrative expenses                                571,921                      39.90%    457,872                36.23%            114,049            24.91%                3.67

    Goodwill impairment charge                                                        -                      0.00%      9,501                 0.75%            (9,501)               NM              (0.75)
                                                                                    ---                       ----       -----                  ----                                                    -----


    Operating income                                                             69,985                       4.88%    119,341                 9.44%           (49,356)         (41.36%)              (4.56)


    Net interest                                                               (14,148)                    (0.99%)      (582)              (0.05%)           (13,566)         2330.93%              (0.94)

    Loss on extinguishment of debt                                              (2,158)                    (0.15%)          -                0.00%            (2,158)               NM              (0.15)
                                                                                 ------                      ------         ---                 ----              ------               ---               -----


    Earnings before income taxes                                                 53,679                       3.74%    118,759                 9.40%           (65,080)         (54.80%)              (5.65)


    Provision for income taxes                                                   24,853                       1.73%     42,825                 3.39%           (17,972)         (41.97%)              (1.65)
                                                                                 ------                        ----      ------                  ----             -------           -------                -----


    Net earnings including non-controlling interest                              28,826                       2.01%     75,934                 6.01%           (47,108)         (62.04%)              (4.00)


    Net (earnings) loss attributable to non-controlling interest                   (84)                    (0.01%)        100                 0.01%              (184)               NM              (0.01)
                                                                                    ---                      ------         ---                  ----                ----               ---               -----


    Net earnings attributable to common shareholders                            $28,742                       2.00%    $76,034                 6.02%          $(47,292)         (62.20%)              (4.01)
                                                                                =======                        ====     =======                  ====            ========           =======                =====


    Net earnings per diluted common share attributable to common shareholders     $0.60                                  $1.50
                                                                                  =====                                  =====


    Weighted-average diluted common shares outstanding:                          48,059                                 50,460
                                                                                 ======                                 ======


     (a)  Gross margin percent of
         sales is calculated as a
     percentage of related sales.



    THE MEN'S WEARHOUSE, INC. AND SUBSIDIARIES

    CONDENSED CONSOLIDATED BALANCE SHEETS

    (In thousands)

    (Unaudited)


                                                                                                       August 2,              August 3,

                                                                                                                       2014                 2013
                                                                                                                       ----                 ----


                                                                                 ASSETS
                                                                                 ------


    Current assets:

               Cash and cash equivalents                                                                              $67,235              $32,488

               Accounts receivable, net                                                                                89,195               56,083

               Inventories                                                                                          1,044,520              599,811

               Other current assets                                                                                   105,475               71,835
                                                                                                                    -------


                  Total current assets                                                                              1,306,425              760,217

    Property and equipment, net                                                                                     573,911              397,129

    Tuxedo rental product, net                                                                                      146,464              144,171

    Goodwill                                                                                                        874,955               76,510

    Intangible assets, net                                                                                          676,861               30,022

    Other assets                                                                                                     45,983                6,485
                                                                                                                     ------                -----


                  Total assets                                                                                     $3,624,599           $1,414,534
                                                                                                                 ==========


                                                                  LIABILITIES AND SHAREHOLDERS' EQUITY
                                                                  ------------------------------------


    Current liabilities:

               Accounts payable                                                                                      $214,766             $136,629

               Accrued expenses and other current liabilities                                                         273,974              172,446

               Income taxes payable                                                                                     1,201                3,554

               Current maturities of long-term debt                                                                    11,000                    -
                                                                                                                     ------


                  Total current liabilities                                                                           500,941              312,629


    Long-term debt                                                                                                1,678,196                    -

    Deferred taxes and other liabilities                                                                            393,413               86,836
                                                                                                                    -------               ------


                  Total liabilities                                                                                 2,572,550              399,465
                                                                                                                  ---------


    Shareholders' equity:

               Preferred stock                                                                                              -                   -

               Common stock                                                                                               481                  708

               Capital in excess of par                                                                               423,169              382,519

               Retained earnings                                                                                      583,903            1,162,933

               Accumulated other comprehensive income                                                                  33,380               26,234

               Treasury stock, at cost                                                                                (3,303)           (569,860)
                                                                                                                    -------


                  Total equity attributable to common shareholders                                                  1,037,630            1,002,534


               Non-controlling interest                                                                                14,419               12,535
                                                                                                                     ------


                  Total equity                                                                                      1,052,049            1,015,069
                                                                                                                  ---------


                   Total liabilities and equity                                                                    $3,624,599           $1,414,534
                                                                                                                 ==========



    THE MEN'S WEARHOUSE, INC. AND SUBSIDIARIES

    CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

    (Unaudited)

    For the Six Months Ended August 2, 2014 and August 3, 2013

    (In thousands)


                                                                             Six Months Ended
                                                                             ----------------

                                                                                                    2014        2013
                                                                                                    ----        ----

    CASH FLOWS FROM OPERATING ACTIVITIES:


                 Net earnings including non-controlling interest                                   $28,826     $75,934

                 Non-cash adjustments to net earnings:

                    Depreciation and amortization                                                   49,778      43,450

                    Tuxedo rental product amortization                                              19,961      19,004

                 Deferred financing costs amortization                                               1,121         243

                 Discount on long-term debt amortization                                               196           -

                 Loss on extinguishment of debt                                                      2,158           -

                 Goodwill impairment charge                                                              -      9,501

                    Other                                                                          (1,654)      5,624

                 Changes in operating assets and liabilities                                      (86,507)   (52,514)
                                                                                                --------


                         Net cash provided by operating activities                                  13,879     101,242
                                                                                                  ------


    CASH FLOWS FROM INVESTING ACTIVITIES:

                 Capital expenditures                                                             (40,837)   (52,261)

                 Acquisition of business, net of cash                                          (1,491,393)          -

                 Proceeds from sales of property and equipment                                           -        191


                         Net cash used in investing activities                                 (1,532,230)   (52,070)
                                                                                             -----------


    CASH FLOWS FROM FINANCING ACTIVITIES:

                 Proceeds from new term loan                                                     1,089,000           -

                 Payments on previous term loan                                                   (97,500)          -

                 Proceeds from asset-based revolving credit facility                               340,000           -

                 Payments on asset-based revolving credit facility                               (340,000)          -

                 Proceeds from bond issuance                                                       600,000           -

                 Deferred financing costs                                                         (50,938)    (1,776)

                 Proceeds from issuance of common stock                                              6,167       5,409

                 Cash dividends paid                                                              (17,460)   (18,350)

                 Tax payments related to vested deferred stock units                               (6,869)    (3,865)

                 Excess tax benefits from share-based plans                                          3,687       1,114

                 Repurchases of common stock                                                         (251)  (152,129)
                                                                                                   -----


                         Net cash provided by (used in) financing activities                     1,525,836   (169,597)
                                                                                               ---------


                 Effect of exchange rate changes                                                       498     (3,150)
                                                                                                     ---


    INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS                                               7,983   (123,575)


                 Balance at beginning of period                                                     59,252     156,063

                 Balance at end of period                                                          $67,235     $32,488
                                                                                                 =======



    THE MEN'S WEARHOUSE, INC. AND
     SUBSIDIARIES

    UNAUDITED CONDENSED CONSOLIDATED
     STATEMENTS OF EARNINGS - NON-GAAP

    (In thousands, except per share amounts)


    Use of Non-GAAP Financial Measures

    We have provided adjusted earnings per
     share information in addition to
     providing financial results in
     accordance with GAAP.  This non-GAAP
     financial information is provided to
     enhance the user's overall understanding
     of the Company's current financial
     performance.  Specifically, we believe
     the adjusted results provide useful
     information by excluding items we
     believe are not indicative of our core
     operating results as well as certain
     items related to the acquisition of Jos.
     A. Bank.  The non-GAAP financial
     information should be considered in
     addition to, not as a substitute for or
     as being superior to, operating income,
     cash flows, or other measures of
     financial performance prepared in
     accordance with GAAP.  A reconciliation
     of this non-GAAP information to our
     actual results is as follows and may not
     sum due to rounded numbers:


    Three Months Ended August 2, 2014
    ---------------------------------

                                                         GAAP                                        Acquisition                  Purchase                     Other (1)           Adjusted

                                                        Results                                     & Integration             Acctg Allocation                                      Results


    Net sales                                                    $803,078                               $                   -     $                         -       $          -             $803,078


    Retail gross margin                                           338,518                                                   -                           6,771                   -              345,289

    Corporate apparel
     product margin                                                20,024                                                   -                               -                  -               20,024
                                                                   ------                                                 ---                             ---                ---               ------

    Total gross margin                                            358,542                                                   -                           6,771                   -              365,313


    Selling, general and
     administrative
     expenses                                                     315,838                                            (41,812)                           (906)            (1,111)              272,009

    Goodwill impairment
     charge                                                             -                                                  -                               -                  -                    -
                                                                      ---                                                ---                             ---                ---                  ---


    Operating income                                               42,704                                              41,812                            7,677               1,111                93,304


    Net interest                                                 (13,074)                                                  -                               -                  -             (13,074)

    Loss on extinguishment
     of debt                                                      (2,158)                                              2,158                                -                  -                    -
                                                                   ------                                               -----                              ---                ---                  ---


    Earnings before income
     taxes                                                         27,472                                              43,970                            7,677               1,111                80,230


    Provision for income
     taxes                                                         15,104                                               9,106                            2,601                 377                27,188
                                                                   ------                                               -----                            -----                 ---                ------


    Net earnings including
     non-controlling
     interest                                                      12,368                                              34,864                            5,075                 735                53,042


    Net earnings
     attributable to non-
     controlling interest                                           (112)                                                  -                               -                  -                (112)
                                                                     ----                                                 ---                             ---                ---                 ----


    Net earnings
     attributable to
     common shareholders                                          $12,256                                             $34,864                           $5,075                $735               $52,930
                                                                  =======                                             =======                           ======                ====               =======


    Net earnings per
     diluted common share
     attributable to
     common shareholders                                            $0.25                                               $0.72                            $0.11               $0.02                 $1.10
                                                                    =====                                               =====                            =====               =====                 =====


    (1) Other relates to K&G strategic alternative
     review.


    Three Months Ended August 3, 2013
    ---------------------------------

                                                         GAAP                                        Acquisition                  Purchase                     Other (1)           Adjusted

                                                        Results                                     & Integration             Acctg Allocation                                      Results


    Net sales                                                    $647,255                               $                   -     $                         -       $          -             $647,255


    Retail gross margin                                           291,567                                                   -                               -                  -              291,567

    Corporate apparel
     product margin                                                17,227                                                   -                               -                  -               17,227
                                                                   ------                                                 ---                             ---                ---               ------

    Total gross margin                                            308,794                                                   -                               -                  -              308,794


    Selling, general and
     administrative
     expenses                                                     232,505                                               (645)                               -            (2,246)              229,615

    Goodwill impairment
     charge                                                         9,501                                                   -                               -            (9,501)                    -
                                                                    -----                                                 ---                             ---             ------                   ---


    Operating income                                               66,788                                                 645                                -             11,747                79,179


    Net interest                                                    (359)                                                  -                               -                  -                (359)

    Loss on extinguishment
     of debt                                                            -                                                  -                               -                  -                    -
                                                                      ---                                                ---                             ---                ---                  ---


    Earnings before income
     taxes                                                         66,429                                                 645                                -             11,747                78,820


    Provision for income
     taxes                                                         23,451                                                 227                                -              4,147                27,825
                                                                   ------                                                 ---                              ---              -----                ------


    Net earnings including
     non-controlling
     interest                                                      42,978                                                 418                                -              7,600                50,995


    Net earnings
     attributable to non-
     controlling interest                                            (35)                                                  -                               -                  -                 (35)
                                                                      ---                                                 ---                             ---                ---                  ---


    Net earnings
     attributable to
     common shareholders                                          $42,943                                                $418      $                         -             $7,600               $50,960
                                                                  =======                                                ====      ===========================             ======               =======


    Net earnings per
     diluted common share
     attributable to
     common shareholders                                            $0.85                                               $0.01        $                       -              $0.15                 $1.01
                                                                    =====                                               =====        =========================              =====                 =====


    (1) Other includes the non-cash write-off of K&G goodwill and separation costs associated with former executives.

    Use of Non-GAAP Financial
     Measures (cont'd)


    Six Months Ended August 2, 2014
    -------------------------------

                                                           GAAP                                         Acquisition                Purchase                     Other (1)           Adjusted

                                                          Results                                      & Integration           Acctg Allocation                                      Results


    Net sales                                                      $1,433,552                               $                -     $                         -       $          -            $1,433,552


    Retail gross margin                                               604,804                                                -                           6,771                   -               611,575

    Corporate apparel
     product margin                                                    37,102                                                -                               -                  -                37,102
                                                                       ------                                              ---                             ---                ---                ------

    Total gross margin                                                641,906                                                -                           6,771                   -               648,677


    Selling, general and
     administrative
     expenses                                                         571,921                                         (62,597)                           (906)            (6,779)               501,639

    Goodwill impairment
     charge                                                                 -                                               -                               -                  -                     -
                                                                          ---                                             ---                             ---                ---                   ---


    Operating income                                                   69,985                                           62,597                            7,677               6,779                147,038


    Net interest                                                     (14,148)                                               -                               -                  -              (14,148)

    Loss on extinguishment
     of debt                                                          (2,158)                                           2,158                                -                  -                     -
                                                                       ------                                            -----                              ---                ---                   ---


    Earnings before income
     taxes                                                             53,679                                           64,755                            7,677               6,779                132,890


    Provision for income
     taxes                                                             24,853                                           16,836                            2,702               2,386                 46,777
                                                                       ------                                           ------                            -----               -----                 ------


    Net earnings including
     non-controlling
     interest                                                          28,826                                           47,920                            4,974               4,393                 86,113


    Net earnings
     attributable to non-
     controlling interest                                                (84)                                               -                               -                  -                  (84)
                                                                          ---                                              ---                             ---                ---                   ---


    Net earnings
     attributable to
     common shareholders                                              $28,742                                          $47,920                           $4,974              $4,393                $86,029
                                                                      =======                                          =======                           ======              ======                =======


    Net earnings per
     diluted common share
     attributable to
     common shareholders                                                $0.60                                            $1.00                            $0.10               $0.09                  $1.78
                                                                        =====                                            =====                            =====               =====                  =====


    (1) Other relates to K&G strategic alternative review and costs associated with cost reduction initiative.


    Six Months Ended August 3, 2013
    -------------------------------

                                                           GAAP                                         Acquisition                Purchase                     Other (1)           Adjusted

                                                          Results                                      & Integration           Acctg Allocation                                      Results


    Net sales                                                      $1,263,791                               $                -     $                         -       $          -            $1,263,791


    Retail gross margin                                               552,075                                                -                               -                  -               552,075

    Corporate apparel
     product margin                                                    34,639                                                -                               -                  -                34,639
                                                                       ------                                              ---                             ---                ---                ------

    Total gross margin                                                586,714                                                -                               -                  -               586,714


    Selling, general and
     administrative
     expenses                                                         457,872                                            (645)                               -            (2,246)               454,982

    Goodwill impairment
     charge                                                             9,501                                                -                               -            (9,501)                     -
                                                                        -----                                              ---                             ---             ------                    ---


    Operating income                                                  119,341                                              645                                -             11,747                131,732


    Net interest                                                        (582)                                               -                               -                  -                 (582)

    Loss on extinguishment
     of debt                                                                -                                               -                               -                  -                     -
                                                                          ---                                             ---                             ---                ---                   ---


    Earnings before income
     taxes                                                            118,759                                              645                                -             11,747                131,150


    Provision for income
     taxes                                                             42,825                                              147                                -              4,228                 47,200
                                                                       ------                                              ---                              ---              -----                 ------


    Net earnings including
     non-controlling
     interest                                                          75,934                                              497                                -              7,519                 83,950


    Net loss attributable
     to non-controlling
     interest                                                             100                                                -                               -                  -                   100
                                                                          ---                                              ---                             ---                ---                   ---


    Net earnings
     attributable to
     common shareholders                                              $76,034                                             $497      $                         -             $7,519                $84,050
                                                                      =======                                             ====      ===========================             ======                =======


    Net earnings per
     diluted common share
     attributable to
     common shareholders                                                $1.50                                            $0.01        $                       -              $0.15                  $1.66
                                                                        =====                                            =====        =========================              =====                  =====


    (1) Other includes the non-cash write-off of K&G goodwill and separation costs associated with former executives.

SOURCE Men's Wearhouse