DXL board rejects Zodiac's $0.84 per share unsolicited tender offer

Destination XL Group, Inc. (NASDAQ: DXLG) said its Board of Directors unanimously recommends that stockholders reject a revised unsolicited tender offer from Zodiac Partners II, LLC to acquire all outstanding shares of DXL for $0.84 per share in cash.

Zodiac announced the revised offer on June 23, 2026. DXL's board, following a review with external legal and financial advisors, concluded the offer undervalues the company.

"After careful review of Zodiac's revised proposal, the Board unanimously concluded that the modest increase in consideration still undervalues DXL and is not in the best interests of our stockholders," said Lionel Conacher, Chairman of the Board of DXL. "The Board reiterated its belief that Zodiac's repeated offers are highly conditional, opportunistic and seemingly timed to deliberately exploit a period of market dislocation."

Stockholders who have already tendered their shares may withdraw them prior to the offer's expiration at 5:00 PM ET on July 24, 2026.

DXL filed a formal Solicitation/Recommendation Statement on Schedule 14D-9 with the U.S. Securities and Exchange Commission. Guggenheim Securities, LLC is acting as financial advisor to DXL, Greenberg Traurig, LLP is serving as legal advisor, and Joele Frank, Wilkinson Brimmer Katcher is acting as strategic communications advisor.

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