XXL

M&A Activity • May 5, 2025

XXL ASA - Board statement on the mandatory offer made by Frasers Group plc

XXL ASA - Board statement on the mandatory offer made by Frasers Group plc

Reference is made to the stock exchange announcement made by Frasers Group plc ("Frasers") on 14 April 2025 regarding launch of a mandatory offer for all shares in XXL ASA ("XXL" or the "Company") not already owned by Frasers for a consideration of NOK 10 per share in cash (the "Offer").

Enclosed is the statement made by the board of directors (the "Board") of XXL in accordance with Section 6-16 of the Norwegian Securities Trading Act in relation to the Offer, and the accompanying fairness opinion prepared by ABG Sundal Collier ASA. The Board strongly advises shareholders to carefully review their options in the light of the factors set out in the statement and any other available information, and to make an independent evaluation of whether or not to accept the Offer.

For further queries, please contact:

Investor Relations:

Tolle O. R. Grøterud

Phone: +47 902 72 959

E-mail: ir@xxlasa.com

Press:

Jan Christian Thommesen

Phone: + 47 918 21 387

Email: presse@xxl.no

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

About XXL ASA

XXL is a leading sports retailer with stores and e-commerce in Norway, Sweden and Finland. 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.