DXL's Board advises shareholders to reject Zodiac's $0.82 tender offer, citing it undervalues the company. Earnings release postponed.
Quiver AI Summary
Destination XL Group, Inc. (DXL) has announced that its Board of Directors recommends shareholders reject the tender offer from Zodiac Partners II, LLC, which proposes $0.82 per share. The Board, upon reviewing the offer with external advisors, believes it does not reflect DXL's true value and is seen as opportunistic during a period of market instability. As a result, DXL encourages shareholders not to tender their shares. The Board's recommendation has been formally filed with the SEC. In light of the review process, DXL has also postponed the release of its fiscal first quarter earnings, now scheduled for June 3, 2026, and will hold a conference call to discuss the results.
Potential Positives
- The DXL Board of Directors has taken a proactive stance by unanimously recommending that shareholders reject the tender offer from Zodiac Partners, indicating a commitment to maximizing shareholder value.
- The Board's assessment of the tender offer as not reflecting the company’s underlying value suggests confidence in DXL's long-term potential and stability.
- The decision to issue a detailed Solicitation/Recommendation Statement and conduct a thorough review underscores DXL's transparency and diligence in financial matters.
- The rescheduling of earnings to allow for a comprehensive review reflects DXL's commitment to providing accurate and timely financial information to investors.
Potential Negatives
- The Board's recommendation to reject the tender offer may indicate a lack of confidence in the company's current market valuation, suggesting potential underlying issues with stock performance.
- The rescheduling of the first quarter earnings results due to the review of the tender offer could signal operational instability and distract from the company's core business activities.
- The need for external legal and financial advisors to assess the tender offer may imply that the company's internal decision-making processes are not sufficiently robust or independent.
FAQ
What is the recent announcement made by Destination XL Group?
Destination XL Group announced that its Board recommends shareholders reject Zodiac Partners' tender offer for $0.82 per share.
Why did the DXL Board of Directors reject the tender offer?
The Board determined that the offer does not reflect the company's underlying value and is opportunistic.
When will DXL release its first quarter earnings results?
DXL will release its fiscal first quarter earnings results on June 3, 2026, before market opening.
How can investors participate in the upcoming DXL conference call?
Investors can pre-register for the conference call on DXL's registration page to receive dial-in information.
Where can I find more information about DXL's tender offer and related documents?
Investors can find relevant documents on the SEC's website and DXL's investor relations website.
Disclaimer: This is an AI-generated summary of a press release distributed by GlobeNewswire. The model used to summarize this release may make mistakes. See the full release here.
$DXLG Revenue
$DXLG had revenues of $112.1M in Q4 2025. This is a decrease of -5.96% from the same period in the prior year.
You can track DXLG financials on Quiver Quantitative's DXLG stock page.
You can access data on DXLG stock through the Quiver Quantitative API.
$DXLG Hedge Fund Activity
We have seen 19 institutional investors add shares of $DXLG stock to their portfolio, and 33 decrease their positions in their most recent quarter.
Here are some of the largest recent moves:
- PACIFIC RIDGE CAPITAL PARTNERS, LLC removed 1,173,808 shares (-100.0%) from their portfolio in Q4 2025, for an estimated $1,079,316
- NANTAHALA CAPITAL MANAGEMENT, LLC removed 363,260 shares (-8.1%) from their portfolio in Q1 2026, for an estimated $185,262
- CIBC WORLD MARKETS CORP added 340,000 shares (+inf%) to their portfolio in Q4 2025, for an estimated $312,630
- CITADEL ADVISORS LLC removed 275,285 shares (-100.0%) from their portfolio in Q4 2025, for an estimated $253,124
- STRATEGIC BLUEPRINT, LLC added 239,990 shares (+inf%) to their portfolio in Q1 2026, for an estimated $122,394
- CONCURRENT INVESTMENT ADVISORS, LLC added 221,025 shares (+396.4%) to their portfolio in Q1 2026, for an estimated $112,722
- BRIDGEWAY CAPITAL MANAGEMENT, LLC removed 217,037 shares (-66.7%) from their portfolio in Q1 2026, for an estimated $110,688
To track hedge funds' stock portfolios, check out Quiver Quantitative's institutional holdings dashboard. You can access data on hedge funds moves and 13F filings through the Quiver Quantitative API 13F endpoint.
Full Release
CANTON, Mass., May 26, 2026 (GLOBE NEWSWIRE) -- Destination XL Group, Inc. (“DXL”) (NASDAQ: DXLG), the leading integrated commerce retailer of Big + Tall men’s clothing and shoes, today announced that its Board of Directors, following a review with external legal and financial advisors, unanimously recommends that shareholders reject the tender offer (the “Offer”) launched by Zodiac Partners II, LLC (“Zodiac”) on May 12, 2026 for $0.82 per share and not tender any shares.
“The DXL Board of Directors is committed to maximizing shareholder value and taking actions that are in the best interest of the Company and its shareholders,” said Lionel Conacher, Chairman of the Board of DXL. “In that light, the Board conducted a thorough review of Zodiac's tender offer and determined that it does not reflect the Company’s underlying value. The Offer is also highly conditional and opportunistic, seemingly timed to deliberately exploit a period of market dislocation. We therefore recommend shareholders reject the Offer and not tender their shares.”
The DXL Board issued its formal recommendation with respect to Zodiac’s Offer in a Solicitation/Recommendation Statement on Schedule 14D-9 filed today with the U.S. Securities and Exchange Commission (“SEC”).
Rescheduling Earnings for June 3 rd
In light of the time and resources required for management and the Board to review the tender offer, the Company needs more time to complete its fiscal first quarter earnings results. As a result, the Company is rescheduling its previously announced first quarter of fiscal 2026 financial results and will now release results before the market opens on Wednesday, June 3, 2026.
President and Chief Executive Officer Harvey Kanter and Executive Vice President, Chief Financial Officer and Treasurer Peter Stratton will host a conference call the same morning at 9:00 a.m. ET to discuss the results. Participants can join by conference call or webcast.
Conference Call
To participate in the conference call, please pre-register at: https://register-conf.media-server.com/register/BI5ae665897d864e8da0f0d4edcae59a76 .
Upon registering, you will receive a dial-in number and unique PIN.
Webcast
To listen to the webcast, please join and register at: https://edge.media-server.com/mmc/p/m5iyuyet .
A replay of the event will be available at the above webcast link or in the “Events” section of the Company's website at https://investor.dxl.com .
Advisors
Guggenheim Securities, LLC is acting as financial advisor to DXL, Greenberg Traurig, LLP is acting as its legal advisor and Joele Frank, Wilkinson Brimmer Katcher is serving as its strategic communications advisor.
About Destination XL Group, Inc.
Destination XL Group, Inc. is the leading retailer of Men’s Big + Tall apparel that provides the Big + Tall man the freedom to choose his own style. Subsidiaries of Destination XL Group, Inc. operate DXL Big + Tall retail and outlet stores and Casual Male XL retail and outlet stores throughout the United States, and an e-commerce website, DXL.COM, and mobile app, which offer a multi-channel solution similar to the DXL store experience with the most extensive selection of online products available anywhere for Big + Tall men. The Company is headquartered in Canton, Massachusetts, and its common stock is listed on the Nasdaq Global Market under the symbol “DXLG.” For more information, please visit the Company's investor relations website: https://investor.dxl.com .
Investor Contact:
[email protected]
603-933-0541
Important Information about the Zodiac Tender Offer and Where to Find It
DXL intends to file a solicitation/recommendation statement on Schedule 14D-9 with respect to the tender offer with the Securities and Exchange Commission (the “SEC”) within 10 business days of the commencement of the Zodiac tender offer. INVESTORS AND SECURITY HOLDERS ARE ADVISED TO READ ALL RELEVANT DOCUMENTS FILED WITH THE SEC, INCLUDING THE SOLICITATION/RECOMMENDATION STATEMENT AND ANY OTHER RELEVANT DOCUMENTS WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE TENDER OFFER. Investors and security holders may obtain free copies of the solicitation/recommendation statement (when available) as well as other filings by DXL, without charge, at the SEC’s website, http://www.sec.gov , or by accessing DXL’s website at investor.dxl.com. In addition, documents filed with the SEC by DXL will be available free of charge by writing to DXL at 555 Turnpike Street, Canton, Massachusetts 02021, Attention: Corporate Secretary.
Forward-Looking Statements
In addition to historical information, this document contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements, including statements regarding the DXL Board of Director’s commitment to maximizing shareholder value and taking actions that are in the best interest of the Company and its shareholders, are based on current expectations, estimates and beliefs of DXL management. Words such as “anticipates,” “believes,” “estimates,” “expects,” “intends,” “plans,” “seeks” and variations of such words and similar expressions are intended to identify such forward-looking statements, which generally are not historical in nature. With respect to any such forward-looking statements, DXL claims the protection provided for in the Private Securities Litigation Reform Act of 1995. Although we believe the expectations reflected in any forward-looking statements are based on reasonable assumptions, we can give no assurance that our expectations will be attained and therefore, actual outcomes and results may differ materially from what is expressed or forecasted in such forward-looking statements. These forward-looking statements could be affected by factors including, without limitation, the risks and factors detailed in reports filed with the SEC by DXL from time to time, including those discussed under the heading “Risk Factors” in DXL’s most recently filed Annual Report on Form 10-K. These documents are available through our website or through the SEC’s Electronic Data Gathering and Analysis Retrieval (EDGAR) system at http://www.sec.gov. Neither DXL undertakes any duty to update any forward-looking statements contained herein, whether as a result of new information or developments, future events or otherwise, except as required by law. Readers are cautioned not to place undue reliance on any of these forward-looking statements.