Eddie Bauer left as pawn in Jos. A. Bank/Men's Wearhouse deal

Oh what a tangled web. Eddie Bauer exposed its books and got raked through the coals for its part in the Jos. A. Bank/Men's Wearhouse takeover battle.
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On Tuesday, men’s clothier brand Jos. A. Bank accepted a deal to be bought out by rival Men’s Wearhouse for $1.8 billon, effectively ending the former’s proposal to buy Eddie Bauer for $825 million.

The announcement wasn’t a surprise to many, including SNEWS, who hinted that Jos. A Bank’s offer to buy Eddie Bauer might have been just another salvo and stunt in a five-month war between it and Men’s Wearhouse to try and buy one another. Indeed, Eddie Bauer’s owner, Golden Gate Capital, was in the middle of it all, offering to help fund Jos. A. Bank’s initial offer to buy Men’s Wearhouse.

Some shareholders didn’t hold back their opinion when Eddie Bauer got thrown into the mix in February.

Eminence Capital, which owns a 4.9 percent stake in Jos. A. Bank, described the Eddie Bauer proposal as “desperate tactics” and one that “defies logic” in a letter to the board a month ago:

“We firmly believe that the acquisition of Eddie Bauer for nearly $900 million (inclusive of fees and expenses) is a poor strategic decision for Jos. A. Bank at a price that is in our view excessive and almost surely destroys shareholder value. This ‘bet the company’ strategy on Eddie Bauer — a company which we believe offers minimal product or customer overlap and effectively no credible synergies — defies industrial logic in our opinion. More than 40 percent of Eddie Bauer's sales are to women and virtually all of its products are outside of Jos. A. Bank's core men's tailored clothing segment. Additionally, through this acquisition the company will enter more discretionary and fashion oriented categories in retail apparel, thereby significantly increasing the company's risk profile.”

Ouch.

Eddie Bauer essentially exposed its books and got raked through the coals for its part in the fray, although it will get an estimated $48 million from Jos. A. Bank as part of a break-up and concession fee.

While Jos. A Bank officials rigorously defended their now defunct offer to buy Eddie Bauer — unsolicited calls even came into our Active Interest Media offices to try and pump up the outdoor brand’s credentials a month ago — it wouldn't shock many to learn that it and Golden Gate had ulterior motives.

In the end, Eddie Bauer, which has worked so hard to regain its outdoor moxy — and to an extent has succeeded under the past leadership of Neil Fiske and the current leadership of Michael Egeck (who, we gather, had little say in this latest affair) — is left licking its wounds.

Or, as our fellow media at SportsOneSource put it: “Eddie Bauer was left at the altar, albeit $48 million richer.”

--David Clucas

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