NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR
INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, HONG KONG, JAPAN OR
ANY JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE
UNLAWFUL. THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER OF ANY OF THE
SECURITIES DESCRIBED HEREIN.

PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THIS ANNOUNCEMENT.

Reference is made to the announcement made on 15 February 2024 whereby funds
associated with Thomas H. Lee Partners LP ("THL") announced a potential block
sale of approximately 177 million ordinary shares in AutoStore Holdings Ltd.
("AutoStore" or the "Company") through an accelerated bookbuilding process to
eligible institutional and other professional investors. THL announces that the
offering (the "Offering") of 5.2% of the existing shares in AutoStore has been
successfully completed at NOK 17.848 per share, totaling approximately USD 300
million of proceeds. A total of 177,119,135 ordinary shares in AutoStore were
sold. As a result, the free float in the Company will increase from
approximately 26.4% to approximately 31.5% of AutoStore's issued and outstanding
shares. The settlement in the Offering will be conducted on a normal
delivery-versus-payment basis (DVP T+2). 

In connection with the Offering, THL has entered into a lock-up commitment with
the Joint Bookrunners on the remaining shares in the Company held by THL after
the Offering for the period ending 90 calendar days after 20 February 2024.

Following completion of the Offering, funds managed by THL decreases their
aggregated holding of shares in AutoStore from 1,133,350,367 shares to
956,231,232 shares, representing a decrease from approximately 33.06% to
approximately 27.8% of the issued and outstanding shares and votes in the
Company. Neither THL nor any of the funds have any other rights to shares issued
by the Company.

THL is represented at the board of directors of the Company by and considered
closely associated with James C. Carlisle (chair of the AutoStore board of
directors) and Michael M. Kaczmarek (AutoStore board member). Notifications for
transactions by close associates are enclosed to this announcement.

Citigroup Global Markets Limited ("Citigroup") is acting as Sole Global
Coordinator in the Offering, while Carnegie is acting as Joint Bookrunner
(together with Citigroup Global Markets Limited, the "Joint Bookrunners").
Moelis & Company UK LLP is acting as financial advisor in relation to the
Offering (the "Financial Advisor"). Advokatfirmaet Thommessen AS is acting as
the Norwegian legal counsel to THL. Kirkland & Ellis International LLP is acting
as international legal counsel to THL. Milbank LLP is acting as international
legal counsel to the Joint Bookrunners.

This announcement is made in accordance in article 19 of the EU Market Abuse
Regulation and sections 4-2 and 5-12 of the Norwegian Securities Trading Act.

Important Notices

This announcement is not and does not form a part of any offer to sell, or a
solicitation of an offer to purchase or subscribe for, any securities of the
Company. This announcement is not for distribution in Australia, Canada, the
Hong Kong special administrative region of the People's Republic of China,
Japan, the United States of America (including its territories and possessions,
any state of the United States of America and the District of Columbia) or any
other jurisdiction where such distribution would be unlawful. The information in
this announcement does not constitute an offer of securities for sale in such
jurisdictions. Copies of this announcement are not being made and may not be
distributed or sent into any jurisdiction in which such distribution would be
unlawful or would require registration or other measures. Persons into whose
possession this announcement or such other information should come are required
to inform themselves about and to observe any such restrictions. 

The securities referred to in this announcement have not been and will not be
registered under the U.S. Securities Act of 1933, as amended (the "Securities
Act"), and accordingly may not be offered or sold in the United States absent
registration or an applicable exemption from the registration requirements of
the Securities Act and in accordance with applicable U.S. state securities laws.
The Company does not intend to register any part of the offering or its
securities in the United States or to conduct a public offering of securities in
the United States.

In any EEA Member State, this communication is only addressed to and is only
directed at qualified investors in that Member State within the meaning of the
Prospectus Regulation, i.e., only to investors who can receive the offer without
an approved prospectus in such EEA Member State. The expression "Prospectus
Regulation" means Regulation (EU) 2017/1129 as amended together with any
applicable implementing measures in any Member State. 

This communication is only being distributed to and is only directed at persons
in the United  Kingdom that are "qualified investors" within the meaning of the
Prospectus Regulation as it forms part of English law by virtue of the European
Union (Withdrawal) Act 2018 and that are (i) investment professionals falling
within Article 19(5) of the Financial Services  and Markets Act 2000 (Financial
Promotion) Order 2005, as amended (the "Order") or (ii) high net worth entities,
and other persons to whom this announcement may lawfully be communicated,
falling within Article 49(2)(a) to (d) of the Order (all such persons together
being referred to as "relevant persons"). This communication must not be acted
on or relied on by persons who are not relevant persons. Any investment or
investment activity to which this communication relates is available only for
relevant persons and will be engaged in only with relevant persons. Persons
distributing this communication must satisfy themselves that it is lawful to do
so. 

Matters discussed in this announcement may constitute forward-looking
statements. Forward-looking statements are statements that are not historical
facts and may be identified by words such as "believe", "expect", "anticipate",
"strategy", "intends", "estimate", "will", "may", "continue", "should" and
similar expressions. The forward-looking statements in this release are based
upon various assumptions, many of which are based, in turn, upon further
assumptions. Although THL believes that these assumptions were reasonable when
made, these assumptions are inherently subject to significant known and unknown
risks, uncertainties, contingencies and other important factors which are
difficult or impossible to predict and are beyond its control. 

By their nature, forward-looking statements are subject to numerous factors,
risks and uncertainties that could cause actual outcomes and results to be
materially different from those projected. Readers are cautioned not to place
undue reliance on these forward-looking statements. Except for any ongoing
obligation to disclose material information as required by the applicable law,
THL does not have any intention or obligation to publicly update or revise any
forward-looking statements after it distributes this announcement, whether to
reflect any future events or circumstances or otherwise.

Neither of the Joint Bookrunners, the Financial Advisor nor any of their
respective affiliates makes any representation as to the accuracy or
completeness of this announcement and none of them accepts any responsibility
for the contents of this announcement or any matters referred to herein. Each of
the Joint Bookrunners and the Financial Advisor are acting exclusively for THL
and no-one else in connection with the Offering and will not regard any other
person as their respective client in relation to the Offering and will not be
responsible to anyone other than THL for providing the protections afforded to
their respective clients.

The Joint Bookrunners and their respective affiliates may enter into financing
arrangements (including swaps or contracts for differences) with investors in
connection with which the Joint Bookrunners and their respective affiliates may
from time to time acquire, hold or dispose of shares of the Company. The Joint
Bookrunners do not intend to disclose the extent of any such investment or
transactions, other than in accordance with any legal or regulatory obligations
to do so.

This announcement is for information purposes only and is not to be relied upon
in substitution for the exercise of independent judgment. It is not intended as
investment advice and under no circumstances is it to be used or considered as
an offer to sell, or a solicitation of an offer to buy any securities or a
recommendation to buy or sell any securities in the Company. The price and value
of securities and any income from them can go down as well as up and you could
lose your entire investment. Past performance is not a guide to future
performance. Information in this announcement cannot be relied upon as a guide
to future performance. None of the Joint Bookrunners, the Financial Advisor nor
any of their respective affiliates accepts any liability arising from the use of
this announcement.

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