Destination XL Group merges with FullBeauty Brands in all-stock deal; combined revenue ~$1.2B

DESTINATION XL GROUP, INC.

DXL shareholders to own 45%, FullBeauty shareholders 55% of combined company; stock-for-stock exchange.
Combined LTM net sales ~$1.2B, Adj EBITDA ~$45M; expects $25M in annual run-rate cost synergies by 2027.
Jim Fogarty (FullBeauty CEO) to become CEO of combined company; board split 4 DXL, 4 FullBeauty, 1 mutual.
Transaction expected to close in 2026 subject to DXL stockholder approval, Nasdaq listing, and other conditions; FullBeauty to raise ~$92M pre-closing.
Combined entity will operate 296 stores and serve ~34M households in customer database.

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