XXL

Share Issue/Capital Change • Sep 24, 2014

XXL IPO: Update on status of the bookbuilding

XXL IPO: Update on status of the bookbuilding

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INDIRECTLY, TO U.S. NEWS WIRE SERVICES OR FOR

DISSEMINATION IN OR INTO THE UNITED STATES OF AMERICA

(INCLUDING ITS TERRITORIES AND POSSESSIONS, ANY STATE

OF THE UNITED STATES OF AMERICA AND THE DISTRICT OF

COLUMBIA) (THE UNITED STATES), AUSTRALIA, CANADA OR

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DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL.

XXL IPO: Update on status of the bookbuilding

24 September 2014 XXL ASA (XXL, ticker XXL) Reference

is made to the initial public offering of ordinary

shares (the Offering) of XXL ASA (XXL, the Company,

OSE ticker: XXL).

The Joint Bookrunners in the Offering have received

orders such that the offering is oversubscribed

throughout the indicative price range on the maximum

potential deal size including the greenshoe.

For further queries, please contact:

Mr. Tolle Grøterud, Investor Relations, XXL

+47 902 72 959

tolle.g@xxl.no

About XXL ASA

XXL is a leading sports retailer with stores and e-

commerce in Norway, Sweden and Finland. It is the

fastest growing among the major sports retailers in

the Nordic. 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 lowest prices and

the widest assortment of products, focusing on

branded goods.

Important Notice

This announcement is not and does not form a part of

any offer to sell, or a solicitation of an offer to

purchase, any securities of the Company.

Copies of this announcement are not being made and

may not be distributed or sent into the United

States, Australia, Canada, Japan or any other

jurisdiction in which such distribution would be

unlawful or would require registration or other

measures.

The securities referred to in this announcement have

not been and will not be registered under the U.S.

Securities Act of 1933, as amended (the Securities

Act), and accordingly may not be offered or sold in

the United States absent registration or an

applicable exemption from the registration

requirements of the Securities Act and in accordance

with applicable U.S. state securities laws. The

Company does not intend to register any part of the

offering in the United States or to conduct a public

offering of securities in the United States. Any sale

in the United States of the securities mentioned in

this announcement will be made solely to qualified

institutional buyers as defined in Rule 144A under

the Securities Act.

Any offering of the securities referred to in this

announcement will be made by means of a prospectus.

This announcement is not a prospectus for the

purposes of Directive 2003/71/EC (as amended,

together with any applicable implementing measures in

any Member State, the Prospectus Directive).

Investors should not subscribe for any securities

referred to in this announcement except on the basis

of information contained in a prospectus.

In any EEA Member State that has implemented the

Prospectus Directive, this communication is only

addressed to and is only directed at qualified

investors in that Member State within the meaning of

the Prospectus Directive.

This communication is only being distributed to and

is only directed at persons in the United Kingdom

that are (i) investment professionals falling within

Article 19(5) of the Financial Services and Markets

Act 2000 (Financial Promotion) Order 2005, as amended

(the Order) or (ii) high net worth entities, and

other persons to whom this announcement may lawfully

be communicated, falling within Article 49(2)(a) to

(d) of the Order (all such persons together being

referred to as relevant persons). This

communication must not be acted on or relied on by

persons who are not relevant persons. Any investment

or investment activity to which this communication

relates is available only to relevant persons and

will be engaged in only with relevant persons.

Persons distributing this communication must satisfy

themselves that it is lawful to do so.

Matters discussed in this announcement may constitute

forward-looking statements. Forward looking

statements are statements that are not historical

facts and may be identified by words such

as believe, expect, anticipate, strategy, intends,

estimate, will, may, continue, should and similar

expressions. The forward looking

statements in this release are based upon various

assumptions, many of which are based, in turn, upon

further assumptions. Although the Company believes

that these assumptions were reasonable when made,

these assumptions are inherently subject to

significant known and unknown risks, uncertainties,

contingencies and other important factors which are

difficult or impossible to predict and are beyond its

control. Actual events may differ significantly from

any anticipated development due to a number of

factors, including without limitation, changes

affecting the Company's opening of new stores and net

sales, changes affecting the Company's gross margin,

changes in competition levels, changes in the

Company's ability to manage inventory levels, changes

affecting net sales, such as variations caused by

weather and seasonality, changes affecting personnel

expenses and other operating expenses, such as

premises costs and marketing costs, changes in laws

and regulation and the potential impact of legal

proceedings and actions. Such risks, uncertainties,

contingencies and other important factors could cause

actual events to differ materially from the

expectations expressed or implied in this release by

such forward-looking statements. The Company does not

guarantee that the assumptions underlying the forward

looking statements in this presentation are free

from errors nor does it accept any responsibility for

the future accuracy of the opinions expressed in this

presentation or any obligation to update or revise

the statements in this presentation to reflect

subsequent events. You should not place undue

reliance on the forward looking statements in this

document.

The information, opinions and forward looking

statements contained in this announcement speak only

as at its date, and are subject to change without

notice. The Company does not undertake any

obligation to review, update, confirm, or to release

publicly any revisions to any forward looking

statements to reflect events that occur or

circumstances that arise in relation to the content

of this announcement.

The Managers are acting exclusively for the Company

and the Selling Shareholders and no one else in

connection with the Offering and assume no

responsibility for this announcement.

None of the Managers or any of their respective

directors, officers, employees, advisers or agents

accepts any responsibility or liability whatsoever

for/or makes any representation or warranty, express

or implied, as to the truth, accuracy or completeness

of the information in this announcement (or whether

any information has been omitted from the

announcement) or any other information relating to

the Selling Shareholders or the Company, its

subsidiaries or associated companies, whether

written, oral or in a visual or electronic form, and

howsoever transmitted or made available or for any

loss howsoever arising from any use of announcement

or its contents or otherwise arising in connection

therewith.