23 May 2025                                                                                                       For immediate release

XLMedia PLC

("XLMedia", the "Group", or the "Company")

Proposed Cancellation Update - Publication of Circular

&

Notice of General Meeting

The Company announces that it is today posting a circular to Shareholders (the "Circular") regarding the proposed cancellation of the Company's Ordinary Shares from admission to trading on AIM (the "Cancellation"), details of which were announced by the Company on 19 May 2025, together with an accompanying notice of general meeting. A copy of the Circular and the notice of general meeting will shortly be uploaded to the Company's website at https://www.xlmedia.com/investors/reports-and-documents/.

In accordance with the expected timetable previously announced and set out below, the Company has convened a general meeting to seek Shareholder approval for the Cancellation (the "General Meeting").  The General Meeting will be held at the offices of Apex Group Limited at IFC 5, St. Helier, Jersey, JE1 1ST at 10.00 a.m. on 10 June 2025. The Cancellation Resolution to be proposed at the General Meeting is a special resolution to approve the Cancellation.

In accordance with the AIM Rules, the Cancellation must be approved by not less than 75 per cent. of votes cast (in person or by proxy) by Shareholders at the General Meeting.  Cancellation is proposed to take effect on 18 June 2025 conditional on Shareholder approval.

Board composition

As announced in the board update released on 23 December 2024, it is intended that each of Marcus Rich, Julie Markey, Ory Weihs, and David King will leave the Board on 30 June 2025. From 30 June 2025, Cédric Boireau and Peter McCall are expected to be the sole directors of the Company.

Provision of information and services

The Company currently intends to continue to provide certain information and services to Shareholders following the Cancellation. The Company will:

• continue to communicate information about the Company (including annual accounts) to its Shareholders, as required by the Law; and

• continue to maintain its website, www.xlmedia.com, and to post updates on the website from time to time, although Shareholders should be aware that there will be no obligation on the Company to include all of the information required under the DTRs, AIM Rule 26 or to update the website as currently required by the AIM Rules.

Recommendation

The Board considers the Cancellation Resolution to be in the best interests of the Company and its Shareholders as a whole. Accordingly, the Board recommends that Shareholders vote in favour of the Cancellation Resolution to be proposed at the General Meeting, as the Directors who hold Ordinary Shares intend to do for their respective individual beneficial holdings of, in aggregate, 13,553 Ordinary Shares, representing approximately 0.03 per cent. of the Company's issued share capital as at 22 May 2025 (being the latest practicable date before the release of this announcement).

Unless otherwise defined, capitalised terms within this announcement have the same meaning as set out in the Definitions section within the Circular.

Expected timetable of principal events

Notes:

1                 Each of the times and dates referred to in the expected timetable above and elsewhere in this announcement may be extended or brought forward at the discretion of the Company. If any of the above times and/or dates change, the revised time(s) and/or date(s) will be notified to shareholders by an announcement through a Regulatory Information Service.

2                 All times referred to in this announcement are, unless otherwise stated, references to London time.

For further information, please contact:

About XLMedia

XLMedia (AIM: XLM) has recently disposed of its sports and gaming digital media operations.

Forward Looking Statements

This announcement contains forward-looking statements. Forward-looking statements are neither historical facts nor assurances of future performance. They are based only on our current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of our control. Our actual results and financial condition may differ materially from those indicated in the forward-looking statements. Therefore, you should not rely on any of these forward-looking statements.