NOT FOR DISTRIBUTION OR RELEASE, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN
OR INTO THE UNITED STATES OF AMERICA, AUSTRALIA, CANADA, HONG KONG OR JAPAN, OR
ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL.
THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER OF ANY OF THE SECURITIES
DESCRIBED HEREIN.

Oslo, 6 September 2023: Reference is made to the stock exchange announcement
published by XXL ASA (the "Company") on 5 September 2023 regarding the
preliminary results of the fully underwritten rights issue of 1,250,001,065 new
shares (the "Offer Shares") in the Company, each with a nominal value of NOK
0.40, at a subscription price of NOK 0.40 per Offer Share (the "Rights Issue").

The subscription period for the Rights Issue expired at 16:30 hours (CEST) on 5
September 2023.

At the expiry of the subscription period in the Rights Issue, the Company had
received subscriptions for a total of 1,751,372,317 new shares. As 1,250,001,065
Offer Shares were offered under the Rights Issue, the Rights Issue was
accordingly oversubscribed by approximately 40.1%.

The final allocation of the Offer Shares in the Rights Issue has now been
completed based on the allocation criteria set out in the Company's prospectus
dated 21 August 2023 (the "Prospectus").

A total of 1,250,001,065 Offer Shares were allocated, of which 1,051,902,056
shall be ordinary shares (class A shares) and 198,099,009 Offer Shares shall be
non-voting shares (class B shares). A total of 1,188,087,531 Offer Shares were
allocated based on valid subscriptions from investors with granted and acquired
subscription rights, and 61,913,534 Offer Shares were allocated on a pro rata
basis based on the number of subscription rights exercised by each
over-subscriber to subscribers who have exercised their subscription rights and
over-subscribed. No allocation has been made to subscribers without subscription
rights and no additional shares have been allocated to the underwriters in the
Rights Issue based on their underwriting. Approximately 95% of the subscription
rights granted in the Rights Issue were exercised.

Further, a total of 34,098,659 shares, divided into 8,470,000 existing ordinary
shares (class A shares) held in treasury by the Company, 4,574,639 new ordinary
shares (class A shares) and 21,054,020 new non-voting shares (class B shares),
each at a price of NOK 0.72, (the "Underwriting Commission Shares") will be
delivered to underwriters pursuant to the subscription and underwriting
agreement entered dated 14 July 2023 as settlement of their entitlement to
commission under that agreement. The 4,574,639 new ordinary shares (class A
shares) and 21,054,020 new non-voting shares (class B shares) will be issued
pursuant to the authorization granted to the board of directors on the
extraordinary general meeting on 17 August 2023. The price of NOK 0.72 is equal
to the volume weighted average price for trades in the Company's shares on the
Oslo Stock Exchange during the subscription period for the Rights Issue (source
Bloomberg). 

Altor Invest 5 AS was allocated 308,544,022 Offer Shares of which 209,494,517
shall be ordinary shares (class A shares) and 99,049,505 Offer Shares shall be
non-voting shares (class B shares). Altor Invest 6 AS was allocated 308,544,032
Offer Shares of which 209,494,528 shall be ordinary shares (class A shares) and
99,049,504 Offer Shares shall be non-voting shares (class B shares). In
addition, Altor Invest 5 AS and Altor Invest 6 AS will receive 14,797,009 and
14,797,011 new Underwriting Commission Shares, respectively, of which 1,982,680
and 1,982,681 Underwriting Commission Shares will be existing ordinary shares
(class A shares), 2,287,319 and 2,287,320 Underwriting Commission Shares,
respectively, will be new ordinary shares (class A shares) and 10,527,010 and
10,527,010 Underwriting Commission Shares, respectively, will be new non-voting
shares (class B shares). 

Notifications of allocated Offer Shares and the corresponding subscription
amount to be paid by each subscriber are expected to be distributed today, on 6
September 2023. Payment for the allocated Offer Shares falls due on 8 September
2023 in accordance with the payment procedures described in the Prospectus. 

The Offer Shares may not be transferred or traded before they have been fully
paid and the share capital increase pertaining to the Rights Issue has been
registered with the Norwegian Register of Business Enterprises (Nw.
Foretaksregisteret). It is expected that the share capital increase will be
registered in the Norwegian Register of Business Enterprises on or about 11
September 2023 and that the Offer Shares will be delivered to the VPS accounts
of the subscribers to whom they are allocated on or about the next day.

The Offer Shares are expected to be tradable on Oslo Børs from and including 12
September 2023.

DNB Markets, a part of DNB Bank ASA and Nordea Bank Abp, filial i Norge are
acting as global coordinators in the Rights Issue (jointly the "Global
Coordinators").

This information is considered to be inside information pursuant to the EU
Market Abuse Regulation and is subject to the disclosure requirements pursuant
to section 5-12 of the Norwegian Securities Trading Act. This stock exchange
announcement was published by Tolle O. R. Grøterud, Investor Relations Officer
at XXL ASA, on 6 September 2023 at 11:10 hours (CEST).

For further queries, please contact: 
Investor Relations
Tolle. O. R. Grøterud
Tel: +47 90 27 29 59
E-mail: ir@xxlasa.com

Press contact
Jan Christian Thommesen 
Phone: + 47 918 21 387 
E-mail: presse@xxl.no 

ABOUT XXL ASA 
XXL is a leading sports retailer with stores and e-commerce in Norway, Sweden,
Finland, Denmark and Austria. It is the largest among the major sports retailers
in the Nordics. XXL pursues a broad customer appeal, offering a one stop shop
experience with a wide range of products for sports, hunting, skiing, biking and
other outdoor activities. XXL's concept is to have the largest stores with the
best prices and the widest assortment of products, focusing on branded goods.

This information is subject to the disclosure requirements pursuant to section
5-12 of the Norwegian Securities Trading Act.

Important information 
The release is not for publication or distribution, in whole or in part directly
or indirectly, in or into Australia, Canada, Japan or the United States
(including its territories and possessions, any state of the United States and
the District of Columbia). This release is an announcement issued pursuant to
legal information obligations. It is issued for information purposes only, and
does not constitute or form part of any offer or solicitation to purchase or
subscribe for securities, in the United States or in any other jurisdiction. The
securities mentioned herein have not been, and will not be, registered under the
United States Securities Act of 1933, as amended (the "US Securities Act"). The
securities may not be offered or sold in the United States except pursuant to an
exemption from the registration requirements of the US Securities Act. 

The Company does not intend to register any portion of the offering of the
securities in the United States or to conduct a public offering of the
securities in the United States. Copies of this announcement are not being made
and may not be distributed or sent into Australia, Canada, Japan or the United
States.

Any offering of the securities referred to in this announcement will be made by
means of a prospectus. This announcement is an advertisement and is not a
prospectus for the purposes of Regulation (EU) 2017/1129 of the European
Parliament and of the Council of 14 June 2017 on prospectuses to be published
when securities are offered to the public or admitted to trading on a regulated
market, and repealing Directive 2003/71/EC (as amended) as implemented in any
Member State. Investors should not subscribe for any securities referred to in
this announcement except on the basis of information contained in the
aforementioned prospectus, if a prospectus is published. Copies of any such
prospectus will, following publication, be available from the Company's
registered office and, subject to certain exceptions, on the websites of DNB
Markets, a part of DNB Bank ASA (www.dnb.no/emisjoner) and Nordea Bank Abp,
filial i Norge (www.nordea.com/en/xxl).

The issue, subscription or purchase of shares in the Company is subject to
specific legal or regulatory restrictions in certain jurisdictions. Neither the
Company nor the Global Coordinators assume any responsibility in the event there
is a violation by any person of such restrictions. The distribution of this
release may in certain jurisdictions be restricted by law. Persons into whose
possession this release comes should inform themselves about and observe any
such restrictions. Any failure to comply with these restrictions may constitute
a violation of the securities laws of any such jurisdiction.

The Global Coordinators are acting for the Company and no one else in connection
with the offering and will not be responsible to anyone other than the Company
providing the protections afforded to their respective clients or for providing
advice in relation to the offering and/or any other matter referred to in this
release. 

Forward-looking statements: This release and any materials distributed in
connection with this release may contain certain forward-looking statements. By
their nature, forward-looking statements involve risk and uncertainty because
they reflect the Company's current expectations and assumptions as to future
events and circumstances that may not prove accurate. A number of material
factors could cause actual results and developments to differ materially from
those expressed or implied by these forward-looking statements.