Oslo, March 25, 2021: Xplora Technologies AS ("Xplora") has entered into an
agreement to acquire its Nordic distributor and MVNO, Xplora Mobile AS ("XM"),
in order to set the stage for accelerated revenue growth within kids smart
watches, mobile subscriptions and premium services.

Xplora Technologies, the leading provider of smartwatches for kids, today
announced the acquisition of XM. XM, previously known as Pepcall Mobile AS, is a
highly successful mobile virtual network operator (MVNO) and an exclusive
distributor of XploraŽs products and services in the Nordics, with 78k
subscribers in Norway, Sweden, Finland and Denmark as of February 2021, up from
42k subscribers at y/e 2019.

Xplora posted record high 2020-sales of NOK 200 million and has strong growth
ambitions both through further growth in smartwatch sales, in addition to
launching connectivity, premium subscription services and licensing models. In
preparation for launching premium services and the introduction of mobile
subscriptions in the second half of 2021, the acquisition of XM gives access to
a platform of 78k monthly subscribers to accelerate these plans.

«With this acquisition we can quickly establish new recurring revenue streams
(ARR) from a large and profitable customer base in the Nordics. The two
companies have a long history of close collaboration and there are strong
synergies between us. We can leverage on this by launching new premium services
to the mobile subscriber base and seek to extend our offering and value
proposition to XMŽs partners. The acquisition will provide us with important
learnings and insight to build internal competence for the upcoming launch of
mobile subscriptions and premium services on the global market», says Sten
Kirkbak, CEO of Xplora Technologies.

Xplora is acquiring 100 % of the shares in Xplora Mobile Holding AS, being the
sole owner of XM, for a consideration reflecting an enterprise value (EV) of NOK
226,802,000 on a cash and debt-free basis, in addition to a performance-based
element of up to NOK 20,000,000 dependent on certain EBITDA and cash flow
targets for 2021. The initial consideration will be settled in a combination of
cash (37 %) and Xplora shares (63 %), with the performance-based element in
cash. On closing of the transaction, Xplora shall pay an amount of NOK
80,304,940 in cash and NOK 138,796,739 in Xplora shares at a subscription price
of NOK 45.87. Certain of the sellers have accepted lock-up obligations on the
consideration shares until finalization of the full year management accounts for
2021. The transaction is contemplated to close during Q2 2021 and is subject to
customary conditions and an authorization from Xplora's general meeting for
issuance of the consideration shares.

2020 XM group sales (unaudited) were NOK 160m (+168%) with reported EBITDA NOK
4.8m. XM group recurring subscription revenues were NOK 60m in 2020 (+119%). The
company has ambitious targets of more than NOK 100m in recurring subscription
revenues in 2021. YTD 2021 XM group sales (as of February) reached 24.5m, +80%
y/y with reported EBITDA of NOK 4.9m (20% margin).

«The acquisition will add significantly to our 2021 earnings. XM will be an
accretive addition to XploraŽs business model with a rapidly growing subscriber
base with strong and improving underlying profitability. Further, we expect XM
to accelerate the adoption of our new premium service offerings such as Xplora
Pay and Xplora Arcade in 2021, key earnings and margin drivers for Xplora going
forward. This complements our strategy of generating a significant share of
sales and earnings from services and subscriptions, says Mikael Clement, CFO of
Xplora Technologies.

«We are thrilled to be part of the Xplora Technologies team, to leverage on the
strength of the joint offerings and eager to roll out new exciting premium
services to our large and growing subscriber base. We know each other well from
years of collaboration, and are confident that the combination of our
innovative, opportunistic and ambitious teams will create magic together, says
Kjetil Fennefoss, CEO of Xplora Mobile». 


Disclaimer
The information included in this announcement is defined as inside information
pursuant to Regulation EU 596/2014 (MAR) article 7 and is publicly disclosed in
accordance with MAR article 17. The announcement is made by the contact persons.

For further information please contact: 
Sten Kirkbak, CEO +47 922 03 710 
Mikael Clement, CFO +47 990 08 000 

About Xplora Technologies AS: 
Xplora is a platform and services company and an industry leader in the market
for children's smartwatches. Xplora was founded to give children a safe
onboarding to the digital life and a better balance between screen time and
physical activity. Xplora's vision is to enable children around the world to
experience how their everyday activities can create value and make a positive
change to the world. The company is headquartered in Norway with operations in
leading European markets. Xplora is listed on Euronext Growth under the ticker
symbol XPLRA.

About Xplora Mobile AS: 
Previously known as Pepcall AS, founded in 2014 as a mobile virtual network
operator (MVNO) initially launching traditional mobile connectivity on the
Telenor Network. Xplora Mobile became an exclusive distributor of Xplora
products and services in 2016 and changed name to Xplora Mobile under agreement
with Xplora Technologies AS in 2018 to focus solely on selling Xplora products
and services in the Nordic markets.