THE CORPORATE LIBRARY

Related Party Transactions and Outside Related Director Information

Men's Wearhouse, Inc. (The) (MW)

5/17/2006 Proxy Information

On August 20, 2004, we purchased a 1980 Gulfstream III aircraft from Regal Aviation L.L.C. (“Regal Aviation”) for $5.0 million. Regal Aviation operates a private air charter service and is a limited liability company of which George Zimmer owns 99%. In addition, on August 20, 2004, we entered into a leasing arrangement with Regal Aviation under which Regal Aviation operates, manages and markets the aircraft as well as provides the appropriate flight personnel and services. The aircraft is utilized to provide air transportation from time to time for Mr. Zimmer as well as leased to third parties for charter. Prior to the purchase of the aircraft from Regal Aviation, the Company utilized the services of Regal Aviation to provide air transportation from time to time for employees of the Company. During 2005, the Company paid approximately $400,000 to Regal Aviation for all such services.

Based on the results of recent appraisals and review of the terms of other Regal Aviation leasing arrangements with unrelated third parties, we believe that the terms of the aircraft purchase and leasing agreement are comparable to what would have been available to us from unaffiliated third parties at the time such agreements were entered into.

In April 2002, the Company advanced $220,750 to Mr. Davis to enable him to purchase a residence. At the beginning of fiscal 2005, Mr. Davis had a balance of $186,440. During 2005, Mr. Davis repaid $20,000 of this advance and paid the Company $3,703 in interest. The average interest rate on the loan during fiscal 2005 was 2.2% per annum. As of January 28, 2006, the outstanding loan balance was $166,440.

5/25/2005 Proxy Information

On August 16, 2004, we purchased a store (land and building, which we had been leasing) in Dallas, Texas for $1.0 million from 8239 Preston Road, Inc., a Texas corporation of which George Zimmer, Chairman of the Board and Chief Executive Officer of the Company, James E. Zimmer, Senior Vice President — Merchandising of the Company, and Richard Goldman, a former officer and director of the Company, each owned 20% of the outstanding common stock, and Laurie Zimmer, sister of George and James E. Zimmer, owned 40% of the outstanding common stock. During 2004, the Company paid aggregate rentals on such property of $36,900 to 8239 Preston Road, Inc.

On August 20, 2004, we purchased a 1980 Gulfstream III aircraft from Regal Aviation L.L.C. (“Regal Aviation”) for $5.0 million. Regal Aviation operates a private air charter service and is a limited liability company of which George Zimmer owns 99%. In addition, on August 20, 2004, we entered into a leasing arrangement with Regal Aviation under which Regal Aviation will operate, manage and market the aircraft as well as provide the appropriate flight personnel and services. The aircraft will be utilized to provide air transportation from time to time for employees of the Company as well as be leased to third parties for charter. Prior to the purchase of the aircraft from Regal Aviation, the Company utilized the services of Regal Aviation to provide air transportation from time to time for employees of the Company. During 2004, the Company paid approximately $1,177,000 to Regal Aviation for all such services.

On October 15, 2004, we purchased a warehouse facility located in Houston, Texas (the “Facility”) from Zig Zag for $0.7 million. Zig Zag is a Texas joint venture, in which George Zimmer, James E. Zimmer and Richard E. Goldman were the sole and equal joint venturers. Prior to the purchase of the Facility, we leased the Facility from Zig Zag. During 2004, the Company paid rentals of $65,000 to Zig Zag.

Based on the results of recent appraisals and review of the terms of other Regal Aviation leasing arrangements with unrelated third parties, we believe that the terms of the aircraft purchase and leasing agreements and the terms of the store purchase and the Facility purchase are comparable to what would have been available to us from unaffiliated third parties at the time such agreements were entered into.

In December 1996, the Company advanced $166,000 to Mr. Lane to enable him to purchase a residence. Prior to June 2002, Mr. Lane took further advances of $572,116 on this loan. At the beginning of fiscal 2004, Mr. Lane had a balance of $135,231. During 2004, Mr. Lane repaid $30,000 of these advances and paid the Company $4,243 in interest at an average rate of 3.5% per annum, resulting in an outstanding balance of $105,231 as of January 29, 2005.

In April 2002, the Company advanced $220,750 to Mr. Davis to enable him to purchase a residence. At the beginning of fiscal 2004, Mr. Davis had a balance of $206,440. During 2004, Mr. Davis repaid $20,000 of this advance and paid the Company $3,190 in interest. The average interest rate on the loan during fiscal 2004 was 1.5% per annum. As of January 29, 2005, the outstanding loan balance was $186,440.

5/20/2004 Proxy Information

Rinaldo S. Brutoco is the President and CEO of ShangriLa Consulting, Inc., which provided our Company consulting services in 2002 for a fee of $20,000 per month plus expenses. Mr. Brutoco and his wife own 100 percent of ShangriLa Consulting, Inc.

The Company leases a warehouse facility in Houston, Texas from Zig Zag, a Texas joint venture, in which Richard E. Goldman, who chose not to stand for re-election at the 2002 annual meeting of shareholders, George Zimmer and James E. Zimmer are the sole and equal joint venturers. During 2003, the Company paid rentals of $78,000 to Zig Zag. The lease expires on August 31, 2005.

The Company also leases the land underlying a store in Dallas, Texas (which building is owned by the Company) from 8239 Preston Road, Inc., a Texas corporation of which George Zimmer, James E. Zimmer and Richard E. Goldman each own 20% of the outstanding common stock, and Laurie Zimmer, sister of George and James E. Zimmer, owns 40% of the outstanding common stock. The Company paid aggregate rentals on such property to such corporation of $49,200 in 2003. The lease term expired on April 30, 2004 and is currently on a month-to-month basis.

Management believes that the terms of the foregoing leasing arrangements are comparable to what would have been available to the Company from unaffiliated third parties at the time such leases were entered into.

The Company utilizes the services of Regal Aviation L.L.C. ("Regal Aviation"), which operates a private air charter service, to provide air transportation from time to time for employees of the Company. During 2003, the Company paid approximately $729,000 to Regal Aviation for such services. Regal Aviation is a limited liability company of which George Zimmer owns 99%. The charter rates charged by Regal Aviation are at least as favorable as can be obtained from independent air charter services.

Bear Stearns acted as joint book-running manager of the Company's private placement of $130,000,000 principal amount of 3.125% Convertible Senior Notes Due 2023 in October 2003. Mr. Stein, a director of the Company, is a Senior Managing Director of Bear Stearns and runs its Southwest Investment Banking Group. In 2002, our Company entered into and settled an option contract that resulted in the repurchase of 500,000 shares of Company stock from Bear, Stearns & Co., Inc.

In December 1996, the Company advanced $166,000 to Mr. Lane to enable him to purchase a residence. Prior to June 2002, Mr. Lane took further advances of $572,116 on this loan. At the beginning of fiscal 2003, Mr. Lane had a balance of $165,231. During 2003, Mr. Lane repaid $30,000 of these advances and paid the Company $4,702 in interest at an average rate of 3.1% per annum, resulting in an outstanding balance of $135,231 as of January 31, 2004.

In April 2002, the Company advanced $220,750 to Mr. Davis to enable him to purchase a residence. At the beginning of fiscal 2003, Mr. Davis had a balance of $226,269, which included accrued interest of $5,519. During 2003, Mr. Davis repaid $14,310 of this advance and paid the Company $6,223 in interest. The average interest rate on the loan during fiscal 2003 was 1.5% per annum. As of January 31, 2004, the outstanding loan balance was $206,440.

5/28/2003 Proxy Information

The Company leases a warehouse facility in Houston, Texas from Zig Zag, a Texas joint venture, in which Richard E. Goldman, who chose not to stand for re-election at last year's annual meeting of shareholders, George Zimmer and James E. Zimmer are the sole and equal joint venturers. During 2002, the Company paid rentals of $78,000 to Zig Zag. The lease expires on August 31, 2005.

The Company also leases the land underlying a store in Dallas, Texas (which building is owned by the Company) from 8239 Preston Road, Inc., a Texas corporation of which George Zimmer, James E. Zimmer and Richard E. Goldman each own 20% of the outstanding common stock, and Laurie Zimmer, sister of George and James E. Zimmer, owns 40% of the outstanding common stock. The Company paid aggregate rentals on such property to such corporation of $49,200 in 2002. The lease expires April 30, 2004.

K&G leases its Irving, Texas store from three individuals, including Stephen Greenspan, who chose not to stand for re-election at last year's annual meeting of shareholders. Pursuant to this arrangement, K&G made lease payments of $78,000 in fiscal 2002. The current lease term expires September 30, 2003.

Ellsworth Realty, L.L.C., a limited liability company of which Mr. Greenspan beneficially owns 50%, leases office space, retail space and a warehouse in Atlanta, Georgia to K&G. The lease provides for K&G to pay Ellsworth Realty a specified amount for the warehouse and office space and a specified amount for the retail space plus 1% of the net sales of the store in excess of a certain threshold amount. Pursuant to this arrangement, K&G paid or accrued to Ellsworth Realty approximately $358,400 in fiscal 2002. The lease expires December 31, 2005.

G&R Realty, Inc., of which Mr. Greenspan beneficially owns 50%, leases one store location in Atlanta, Georgia to K&G. The lease provides for K&G to pay G&R Realty a specified amount for the retail space plus 1% of the net sales of the store in excess of a certain threshold amount. Pursuant to this arrangement, K&G paid or accrued to G&R Realty approximately $98,800 in fiscal 2002. The lease expires April 30, 2004.

Management believes that the terms of the foregoing leasing arrangements are comparable to what would have been available to the Company from unaffiliated third parties at the time such leases were entered into.

The Company engaged ShangriLa Consulting, Inc. to provide consulting services, on a non-exclusive basis, to the Company with respect to general business matters, including internet commerce, for a fee of $20,000 per month plus reimbursement of certain expenses. Such fees and expenses approximated $73,000 during 2002. In October 2001, the Company and Mr. Brutoco mutually decided to wind down the work being done for the Company by ShangriLa Consulting, Inc. and such engagement terminated in April 2002. Mr. Brutoco is the President and Chief Executive Officer, and, together with his wife, owns 100% of ShangriLa Consulting, Inc.

The Company utilized the services of Regal Aviation L.L.C. ("Regal Aviation"), which operates a private air charter service, to provide air transportation from time to time for employees of the Company. During 2002, the Company paid approximately $645,000 to Regal Aviation for such services. Regal Aviation is a limited liability company of which George Zimmer, James Zimmer and David Edwab owned an aggregate of approximately 30% of the membership interest during fiscal 2002. The charter rates charged by Regal Aviation are at least as favorable as can be obtained from independent air charter services.

During 2002, in connection with our share repurchase program, we entered into and subsequently settled an option contract with Bear, Stearns & Co. Inc. ("Bear Stearns"), of which Sheldon Stein is a Senior Managing Director. The completion of this contract resulted in the repurchase of 500,000 shares of our company stock from Bear Stearns.

In December 1996, the Company advanced $166,000 to Mr. Lane to enable him to purchase a residence. At the beginning of fiscal 2002 Mr. Lane had a balance of $119,654 and, prior to June 2002, took further advances of $572,116 on this loan. During 2002, Mr. Lane repaid $526,539 of these advances and paid the Company $14,089 in interest at an average rate of 4.9% per annum, resulting in an outstanding balance of $165,231 as of February 1, 2003.

In April 2002, the Company advanced $220,750 to Mr. Davis to enable him to purchase a residence. During 2002, this advance accrued $5,519 in interest at an average rate of 3.0% per annum, resulting in an outstanding balance of $226,269 on this advance as of February 1, 2003.