XXL

Share Issue/Capital Change • Sep 6, 2023

XXL ASA – Disclosure of large shareholding

XXL ASA – Disclosure of large shareholding

Reference is made to the stock exchange announcement made by XXL ASA (the "Company") on 6 September 2023 regarding the allocation of shares in 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, Dolphin Management AS was allocated a total of 10,615,022 ordinary shares. Subject to the completion of the Rights Issue, Dolphin Management AS will own 58,628,536 ordinary shares, representing 4.40% of the votes and 3.58% of the capital in the Company and consequently cross the disclosure threshold of 10% and 5% of the votes and capital of the Company.

Further, and as referred to in the stock announcement on 6 September 2023, 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), (the "Underwriting Commission Shares") is expected to be delivered to underwriters pursuant to a subscription and underwriting agreement dated 14 July 2023 as settlement of their entitlement to commission under that agreement.

Subject to the completion of both the Rights Issue and delivery of the Underwriting Commission Shares, increasing the number of votes and capital in the Company to 1,333,866,762 and 1,663,574,430, respectively, Dolphin Management AS will own ordinary shares representing 4.40% of the votes and 3.52% of the capital in the Company.

This disclosure is made pursuant to section 4-2 of the Norwegian Securities Trading Act.