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.

item 1.01 item 7.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

DESTINATION XL GROUP, INC. entered into Agreement and Plan of Merger with FBB Holdings I, Inc. (effective 2025-12-11).

Action: entry
Agreement: merger
Counterparty: FBB Holdings I, Inc.
Effective: 2025-12-11

Exact text from the filing

On December 11, 2025, Destination XL Group, Inc., a Delaware corporation (“DXL”), Divine Merger Sub I, Inc., a Delaware corporation and wholly owned direct subsidiary of DXL (“Merger Sub”), and FBB Holdings I, Inc., a Delaware corporation (“FBB”), entered into an Agreement and Plan of Merger (the “Merger Agreement”).

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DESTINATION XL GROUP, INC. filing history →

Source: SEC EDGAR

accession 0001193125-25-316233

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