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

In connection with the Rights Issue a total of 34,098,659 shares, divided into
8,470,000 existing ordinary shares (class A shares) held in treasury by the
Company and  25,628,659 new non-voting shares (class B shares), each at a price
of NOK 0.72, (the "Underwriting Commission Shares") shall 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. 

In accordance with the authorisation granted by the extraordinary general
meeting 17 August 2023, the board of directors has today resolved to increase
the share capital with NOK 10,251,463,60 by the issuance of 25,628,659 new class
B-shares, each with a nominal value of NOK 0.40 and a subscription price of NOK
0.72. The subscription price 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 and Altor Invest 6 AS will receive 14,797,009 and 14,797,011
Underwriting Commission Shares, respectively, of which 1,982,680 and 1,982,681
Underwriting Commission Shares will be existing ordinary shares (class A shares)
and 12,814,329 and 12,814,330 Underwriting Commission Shares will be new
non-voting shares (class B shares).

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 DNB Markets, a part of DNB Bank ASA and Nordea Bank Abp, filial i
Norge (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.