12 June 2024

XP Factory plc

("XP Factory" or the "Company")

Issue of Shares

and

Total Voting Rights

XP Factory (AIM: XPF), a global leader in the experiential leisure sector, announces that it has allotted 600,000 new ordinary shares of 1.25p each in the Company ("Ordinary Shares") to the trustee of its HMRC tax-advantaged share scheme, namely the XP Factory plc Share incentive plan, formerly the Escape Hunt plc Share Incentive Plan (the "SIP").

As previously announced on 5 February 2021, the SIP is an ell-employee share plan under which eligible participating employees of the Company can elect to purchase Ordinary Shares via the SIP trustee using monthly salary deductions. Ordinary Shares acquired in this manner are referred to as "Partnership Shares" and, for each Partnership Share purchased, participants are awarded one further Ordinary Share, known as a "Matching Share", at nil cost.

It is currently expected that, as has previously been the case:

·      all Partnership Shares acquired on behalf of participants in the SIP will be existing Ordinary Shares purchased in the market; and

·      all Matching Shares awarded to the participants of the SIP will be new Ordinary Shares allotted to the SIP trustee.

Under the rules of the SIP, the Company is able to grant up to a maximum of £3,600 in free shares to a qualifying employee in any tax year, inclusive of Matching Shares awarded monthly.  As an incentive for long service, the Company has implemented a policy to grant an award of up to £1,800 of additional Matching Shares to qualifying employees on the fifth anniversary of their employment as a long service award ("Long Service Shares").

Given the above, and in order to provide for the anticipated demand for Matching Shares and Long Service Shares over the next 18 months, the Company announces that it has allotted 600,000 new Ordinary Shares (the "New Ordinary Shares") to the trustee of the SIP, such shares representing 0.34 per cent. of the Company's current issued share capital.

Application has been made to the London Stock Exchange for the New Ordinary Shares to be admitted to trading on AIM. It is anticipated that the New Ordinary Shares which will rank pari passu in all respects with the existing Ordinary Shares will be admitted to trading on AIM on 17 June 2024 ("Admission"). Following Admission, the Company's issued share capital will comprise 175,157,600 Ordinary Shares with voting rights and that figure may be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the share capital of the Company under the Financial Conduct Authority's Disclosure Guidance and Transparency Rules. The Company does not hold any shares in treasury.

Enquiries:

Notes to Editors:

About XP Factory plc

The XP Factory Group is one of the UK's pre-eminent experiential leisure businesses which currently operates two fast growing leisure brands.  Escape Hunt is a global leader in providing escape-the-room experiences delivered through a network of owner-operated sites in the UK, an international network of franchised outlets in five continents, and through digitally delivered games which can be played remotely. 

Boom Battle Bar is a fast-growing network of owner-operated and franchise sites in the UK that combine competitive socialising activities with themed cocktails, drinks and street food in a high energy, fun setting.  Activities include a range of games such as augmented reality darts, Bavarian axe throwing, 'crazier golf', shuffleboard and others.  The Group's products enjoy premium customer ratings and cater for leisure or teambuilding, in small groups or large, and are suitable for consumers, businesses and other organisations. The Company has a strategy to expand the network in the UK and internationally, creating high quality games and experiences delivered through multiple formats and which can incorporate branded IP content. (https://xpfactory.com/)

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