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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): March 21, 2006
The Men’s Wearhouse, Inc.
(Exact name of registrant as specified in its charter)
         
Texas   1-16097   74-1790172
(State or other jurisdiction   (Commission File Number)   (IRS Employer Identification No.)
of incorporation)        
         
5803 Glenmont Drive       77081
Houston, Texas       (Zip Code)
(Address of principal executive offices)        
713-592-7200
(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))
 
 

 


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Item 8.01 Other Events
SIGNATURES


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Item 8.01 Other Events
     On January 25, 2006, a Special Committee of the Board of Directors of The Men’s Wearhouse, Inc. (the “Company”), pursuant to specifically delegated authority, declared a quarterly cash dividend of $0.05 per share of the Issuer’s common stock to be paid on March 31, 2006 (the “Payment Date”), to shareholders of record of said stock at the close of business on March 21, 2006 (the “Record Date”).
     As a result of the above-described cash dividend, effective immediately after the close of business on the Payment Date, the conversion rate of the Company’s 3.125% Convertible Senior Notes due 2023 (the “Notes”) shall change from the current conversion rate of 34.9780 shares of common stock per $1,000 principal amount of notes, which is equivalent to a conversion price of $28.59 per share of common stock, to 35.0271 shares of common stock per $1,000 principal amount of notes, which is equivalent to a conversion price of $28.55 per share of common stock. The Company intends to notify holders of the Notes by mail on or about March 22, 2006.

 


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SIGNATURES
     Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: March 21, 2006
             
    THE MEN’S WEARHOUSE, INC.    
 
           
 
  By:   /s/ Neill P. Davis    
 
     
 
Neill P. Davis
   
 
      Executive Vice President, Chief Financial Officer    
 
      and Principal Financial Officer