HOUSTON (AP) The Men's Wearhouse Inc. has added Vitamin Shoppe director B. Michael Becker to its board, as the clothing retailer prepares to fight a takeover bid from smaller rival Jos. A. Bank Clothiers Inc.

The Houston company said Thursday its board now has 10 directors, with the addition of Becker, a certified public accountant. Eight of those directors are independent meaning they are not also employees of Men's Wearhouse.

Jos. A. Bank said Wednesday that it had made an unsolicited proposal in September to buy Men's Wearhouse for $48 per share in cash, a 42 percent premium at the time. The $2.3 billion deal would create a men's wear retailer with close to 2,000 stores.

Men's Wearhouse rejected the bid, which its leaders called "opportunistic" and "inadequate." It later announced it would adopt a shareholder rights plan, also known as a poison pill, designed to thwart anyone who buys a big chunk of its stock without board approval: 10 percent for a person or group, or 15 percent for a passive institutional investor.

Jos. A. Bank, based in Hampstead, Md., said late Wednesday that it would continue to push for a deal and called the rejection "inexplicable."

Men's Wearhouse sells men's sportswear and suits through its namesake chain of stores, as well as the Moores and K&G retail chains. It runs more than 1,200 stores and is also in the tuxedo-rental business.


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The company also said Thursday that its board declared a quarterly cash dividend of 18 cents per share, which is payable on Dec. 27 to shareholders of record on the close of business Dec. 17. The amount of the dividend matches the quarterly dividend declared in June.

Men's Wearhouse shares fell 23 cents to $44.80 in morning trading Thursday after climbing nearly 28 percent on the previous day.

The stock rose as high as $45.56 on Wednesday, its highest price in nearly 6 years, according to FactSet.