XXL

Major Shareholding Notification • Apr 19, 2024

XXL ASA – Disclosure of shareholding

XXL ASA – Disclosure of shareholding

Reference is made to the stock exchange announcement published by XXL ASA (the "Company") on 18 April 2024 regarding the registration in the Norwegian Register of Business Enterprises of the share capital following the resolution by the extraordinary general meeting to increase the share capital in connection with the settlement of the successful placement of new shares in the Company (the "Private Placement") on 12 April 2024.

Reference is further made to the stock exchange announcement published by the Company on 13 April 2024 regarding a share lending agreement pursuant to which Altor Invest 5 AS and Altor Invest 6 AS (together "Altor") granted Carnegie AS an option to borrow up to 98,986,412 ordinary shares (class A-shares) in the Company, equally shared between Altor Invest 5 AS and Altor Invest 6 AS (50/50) to facilitate delivery-versus-payment settlement of shares allocated in the Private Placement.

Following the registration of the share capital increase and the issuance of new shares, Carnegie AS has re-delivered the 98,986,412 borrowed A-shares to Altor.

In connection with Altor's receipt of the shares allocated to them in the Private Placement following the registration of the share capital increase, and the re-delivery of the shares from Carnegie AS to Altor, Altor Invest 5 AS' holding of ordinary A-shares has increased to 311,761,064 A-shares, representing 16.67% of the votes in the Company based on a total of 1,870,566,386 outstanding A-shares. Altor Invest 6 AS' holding of ordinary A-shares has increased to 311,761,064 A-shares, representing 16.67% of the votes in the Company based on a total of 1,870,566,386 outstanding A-shares.

Following Altor's receipt of the shares allocated to them in the Private Placement, and the re-delivery of the shares from Carnegie AS to Altor, Altor Invest 5 AS holds a total of 565,407,935 shares, of which 311,761,064 are ordinary A-shares and 253,646,871 are unlisted non-voting B-shares, representing 16.67% of the votes and 23.78% of the capital in the Company. Altor Invest 6 AS holds 565,407,951 shares, of which 311,761,064 are ordinary A-shares and 253,646,887 are unlisted non-voting B-shares, representing 16.67% of the votes and 23.78% of the capital in the Company. On a consolidated basis, Altor Invest 5 AS and Altor Invest 6 AS holds 1,130,815,886 shares, of which 623,522,128 are ordinary A-shares and 507,293,758 unlisted non-voting B-shares, representing 33.33% of the votes and 47.56% of the capital in the Company.

This information is subject to the disclosure requirements pursuant to Section 5-12, cf. Section 4-2 of the Norwegian Securities Trading Act.