Proposed Company Voluntary Arrangements

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED IN IT IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, NEW ZEALAND, SWITZERLAND, SOUTH AFRICA AND THE UNITED ARAB EMIRATES AND SHOULD NOT BE DISTRIBUTED IN, FORWARDED TO OR TRANSMITTED INTO ANY JURISDICTION WHERE TO DO SO MIGHT CONSTITUTE A VIOLATION OF LOCAL APPLICABLE SECURITIES LAWS OR REGULATIONS.

THIS ANNOUNCEMENT IS AN ADVERTISEMENT. IT IS NOT A PROSPECTUS. INVESTORS SHOULD NOT SUBSCRIBE FOR OR PURCHASE ANY SHARES REFERRED TO IN THIS ANNOUNCEMENT EXCEPT SOLELY ON THE BASIS OF INFORMATION IN THE PROSPECTUS DATED 2 FEBRUARY 2011, AS SUPPLEMENTED FROM TIME TO TIME, PUBLISHED BY JJB SPORTS PLC IN CONNECTION WITH THE PROPOSED CAPITAL RAISING. COPIES OF THE PROSPECTUS ARE AVAILABLE FROM THE COMPANY'S REGISTERED OFFICE AND, OTHER THAN IN CERTAIN JURISDICTIONS, ON ITS CORPORATE WEBSITE AT WWW.JJBCORPORATE.CO.UK.

11 February 2011

JJB Sports plc

Proposed Company Voluntary Arrangements

Further to the publication by JJB Sports plc ("JJB" or the "Company") on 2 February 2011 of its prospectus (the "Prospectus") in connection with its proposed £31.5 million firm placing and placing and open offer of 630,000,000 New Ordinary Shares at an issue price of 5 pence per New Ordinary Share (the "Capital Raising"), in connection with the development of its revised business plan, the Company today announces key details of the proposed restructuring of its property portfolio through a company voluntary arrangement of each of JJB and its wholly owned subsidiary Blane Leisure Limited ("Blane").

As stated in the Prospectus, in connection with the development of a revised business plan, the Directors have conducted a review of the Group's portfolio of stores with a view to developing a business plan that is fundable. As part of the review, the Company has had an open and constructive dialogue with its major landlords, representing in total approximately 40% of the Group's annual rental payments, regarding the future shape of the Group's property portfolio.

The review has identified a group of up to 45 stores which are significantly under-performing and which the Board does not believe can form part of the Group's property portfolio going forwards. The review has also identified a group of approximately 150 stores which the Board sees as core to the Group's future, with a further group of up to 50 stores which are currently under-performing but which have the potential to form part of the core group of properties (in addition to the 150 stores currently identified in that group). The Company intends to keep the position of this group of up to 50 stores under review for a period of up to two years with a view to determining whether or not those stores can become viable and, if not, the Company intends to reserve the right to close those stores.

In light of the review and having considered a number of restructuring options available to the Group (including store closures, disposals and lease re-gearing), the Board has decided that the Group's future viability is dependent upon the successful implementation of a company voluntary arrangement ("CVA") involving the compromise and release of certain liabilities owed by the Group to its landlords.

Accordingly, the Board intends to propose a CVA to JJB's unsecured creditors and shareholders. At the same time, the directors of Blane intend to propose a CVA to Blane's unsecured creditors and shareholders. A CVA is a formal procedure under the Insolvency Act 1986 which enables a company to agree with its unsecured creditors a composition in satisfaction of its debts or a scheme of arrangement of its affairs which can determine how its debts are paid and in what proportions.

The key objectives of the CVA proposal will be to:

·; enable the closure over the next 12 months of up to 45 stores which are underperforming (the "Category 1 Stores");

·; enable a review to be carried out in relation to the remaining stores, with an option to close over the next 24 months up to a further 50 stores which are also underperforming (the "Category 2 Stores");

·; enable the Company to continue to pay rates on closed stores in the period up to the first break date under each lease;

·; vary the terms of the leases of the Category 1 Stores and Category 2 Stores such that rent will be payable on a monthly, rather than a quarterly, basis;

·; reduce the amount of rent payable in respect of stores which will be closed in due course for a period of up to 12 months for the Category 1 Stores and a period of up to 24 months for the Category 2 Stores (if the stores are closed after the end of the relevant period, no further rent will be payable);

·; enable landlords of the stores for closure to require the Company to vacate and determine or assign the lease of the relevant property upon at least 30 days notice; and

·; vary the terms of the continuing leases such that rent will be payable on a monthly, rather than a quarterly, basis for a period of 24 months.

Throughout the CVA process, the Company and Blane shall continue trading under the control of their respective directors, operating as going concerns. Neither the Company nor Blane is or will be in administration as a result of commencing the CVA process. The CVA proposals will provide for liabilities to unsecured creditors other than the landlords to continue to be paid in full.

To become effective, among others, the CVA proposals will require the approval of:

·; a majority in excess of 75% in value of the unsecured creditors of each of the Company and Blane present at a meeting on the resolution to approve the CVA proposals; and

·; more than 50% in value of each of the Company's and Blane's shareholders present at a meeting on a resolution to approve the CVA proposals (however, if the outcome of the meeting of shareholders differs from the outcome of the meeting of creditors, the decision of the creditors will prevail, subject to the right of any member to apply to the Court or the Scottish Court to challenge the approval of the CVA proposals).

As stated in the Prospectus, the proposed restructuring will be inter-conditional on both a further equity capital raising (to be launched after completion of the current Capital Raising) and the continued provision of banking facilities. The Board continues to evaluate the future financing requirements of the Group following the proposed restructuring, but as stated in the Prospectus it is the Directors' current belief that the quantum of additional funding required to be raised under a further equity capital raising will exceed the amount being raised under the current Capital Raising.

As further stated in the Prospectus, to the extent that the Company is unable to secure further support from any relevant key stakeholders or other sources of finance in the context of a further equity capital raising and/or proposed restructuring of the Group's property portfolio, the Company will no longer be able to trade as a going concern which would result in the appointment of receivers, liquidators or administrators.

The directors of each of JJB and Blane believe that the CVA proposals and the CVA process will facilitate a better outcome for creditors than would occur if JJB and/or Blane were placed into administration or liquidation and therefore that the CVA proposals and the CVA process are in the best interests of the Company and its shareholders.

Full details of the CVA proposals (including details of the creditor and shareholder meetings) will be set out in the CVA proposal document that the Company currently intends to despatch to unsecured creditors and shareholders in late February 2011.

In connection with the Prospectus and as a result of this announcement, the Company currently intends to publish a supplementary prospectus (the "Supplementary Prospectus") on or around Monday 14 February 2011. Once published, the Supplementary Prospectus will be submitted to and will be available on the National Storage Mechanism and available to view on the Company's corporate website (www.jjbcorporate.co.uk). The publication of the Supplementary Prospectus is not expected to impact the timetable for completion of the Capital Raising as set out on page 29 of the Prospectus.

Save as otherwise indicated, defined terms used in this announcement shall have the same meaning as set out in the Prospectus.

Commenting on the CVA proposals, Mike McTighe, JJB Chairman, said: "We have today announced key details of the proposed restructuring of our store portfolio, one of the crucial steps in restructuring JJB. The Board and management team are working urgently on a fundamental restructuring plan which will significantly strengthen JJB's finances and build on the Group's strengths. We are confident that, with the support of our key stakeholders, we can complete this restructuring in the coming weeks."

Enquiries:

Important Notice

This Announcement is not a prospectus but an advertisement and Qualifying Shareholders should not acquire any New Ordinary Shares referred to in this Announcement except on the basis of the information contained in the Prospectus and the Supplementary Prospectus.

Neither the content of JJB's website nor any website accessible by hyperlinks to JJB's website is incorporated in, or forms part of, this Announcement. The distribution of this Announcement, the Prospectus, the Supplementary Prospectus and any other documentation associated with the Capital Raising into jurisdictions other than the United Kingdom may be restricted by law. Persons into whose possession these documents come should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction. In particular, such documents should not be distributed, forwarded to or transmitted, directly or indirectly, in whole or in part, in or into the United States, Australia, Canada, Japan, New Zealand, Switzerland, South Africa and the United Arab Emirates.

No action has been taken by JJB or any other person that would permit an offer of the New Ordinary Shares or possession or distribution of this Announcement, the Prospectus, the Supplementary Prospectus or any other documentation or publicity material or the Application Forms in any jurisdiction where action for that purpose is required, other than in the United Kingdom.

The New Ordinary Shares have not been and will not be registered under the US Securities Act or with any securities regulatory authority of any state or other jurisdiction of the United States and, accordingly, may not be offered, sold, resold, taken up, transferred, delivered or distributed, directly or indirectly, within the United States except in reliance on an exemption from the registration requirements of the US Securities Act and in compliance with any applicable securities laws of any state or other jurisdiction of the United States.

There will be no public offer of the New Ordinary Shares in the United States. The New Ordinary Shares are being offered and sold outside the US in reliance on Regulation S under the US Securities Act. The New Ordinary Shares have not been approved or disapproved by the US Securities and Exchange Commission, any state securities commission in the US or any other US regulatory authority, nor have any of the foregoing authorities passed upon or endorsed the merits of the offering of the New Ordinary Shares or the accuracy or adequacy of the Application Form or this document. Any representation to the contrary is a criminal offence in the US.

The New Ordinary Shares have not been and will not be registered under the relevant laws of any state, province or territory of any of the Excluded Territories and may not be offered, sold, resold, taken up, transferred, delivered or distributed, directly or indirectly, within any Excluded Territory except pursuant to an applicable exemption from registration requirements. There will be no public offer of New Ordinary Shares in Australia, Canada, Japan, New Zealand, Switzerland, South Africa and the United Arab Emirates.

This Announcement is for information purposes only and does not constitute or form part of any offer to issue or sell, or the solicitation of an offer to acquire, purchase or subscribe for, any securities in any jurisdiction and should not be relied upon in connection with any decision to subscribe for or acquire any of New Ordinary Shares. In particular, this Announcement does not constitute or form part of any offer to issue or sell, or the solicitation of an offer to acquire, purchase or subscribe for, any securities in the United States.

This Announcement has been issued by, and is the sole responsibility of, the Company. No person has been authorised to give any information or to make any representations other than those contained in this Announcement and, if given or made, such information or representations must not be relied on as having been authorised by JJB or Lazard. Subject to the Listing Rules, the Prospectus Rules and the Disclosure and Transparency Rules, the issue of this Announcement shall not, in any circumstances, create any implication that there has been no change in the affairs of the Group since the date of this Announcement or that the information contained in it is correct at any subsequent date.

Lazard, who is authorised and regulated in the UK by the Financial Services Authority, is acting for JJB and no one else in connection with the Capital Raising and the CVA and will not regard any other person (whether or not a recipient of this Announcement) as a client in relation to the Capital Raising or the CVA and will not be responsible to anyone other than JJB for providing the protections afforded to their respective clients or for providing advice in relation to the Capital Raising, the CVA or any matters referred to in this Announcement.

Apart from the responsibilities and liabilities, if any, which may be imposed on Lazard by the Financial Services and Markets Act 2000, Lazard does not accept any responsibility whatsoever for the contents of this Announcement, and makes no representation or warranty, express or implied, for the contents of this Announcement, including its accuracy, completeness or verification, or for any other statement made or purported to be made by it, or on its behalf, in connection with JJB or the New Ordinary Shares or the Capital Raising or the CVA, and nothing in this Announcement is or shall be relied upon as, a promise or representation in this respect whether as to the past or future. Lazard accordingly disclaims to the fullest extent permitted by law all and any liability whether arising in tort, contract or otherwise (save as referred to above) which it might otherwise have in respect of this Announcement or any such statement.

No statement in this Announcement is intended to be a profit forecast and no statement in this Announcement should be interpreted to mean that earnings per share of JJB for the current or future financial years would necessarily match or exceed the historical published earnings per share of JJB.

This Announcement includes statements that are, or may be deemed to be, "forward looking statements". These forward looking statements can be identified by the use of forward looking terminology, including the terms "believes", "projects", "estimates", "anticipates", "expects", "intends", "plans", "goal", "target", "aim", "may", "will", "would", "could", "should" or "continue" or, in each case, their negative or other variations or comparable terminology. These forward looking statements include all matters that are not historical facts. They appear in a number of places throughout this Announcement and include statements regarding the intentions, beliefs or current expectations of the Directors, the Company or the Group concerning, among other things, the Company's financial position and projections, business plan, financial model and future covenant ratios and compliance, the results of operations, prospects, growth, strategies and dividend policy of the Group and the industry in which it operates.

By their nature, forward looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future and may be beyond the Company's ability to control or predict. Forward looking statements are not guarantees of future performance. The Company's or the Group's actual financial performance, results of operations, dividend policy and the development of the industry in which it operates may differ materially from the impression created by the forward looking statements contained in this Announcement. In addition, even if the financial performance, results of operations and dividend policy of the Company or the Group (as the case may be), and the development of the industry in which it operates, are consistent with the forward looking statements contained in this Announcement, those results or developments may not be indicative of results or developments in subsequent periods. Important factors that could cause these differences include, but are not limited to: the effect of the Capital Raising and/or the CVA on the Group; the Group's ability to generate growth or profitable growth; the Group's ability to generate sufficient cash over the longer term to service its debt; the Group's ability to control its capital expenditure and other costs; changes in the competitive framework in which the Group operates and its ability to retain market share; industry trends; general local and global economic, political, business and market conditions; significant changes in exchange rates, interest rates and tax rates; significant technological and market changes; future business combinations or dispositions; changes in government and other regulation, including in relation to the environment, health and safety and taxation; labour relations and work stoppages; and changes in business strategy or development plans. More detailed information on the potential factors which could affect the financial results of the Group is contained in the Group's public filing and reports.

The forward looking statements contained in this document speak only as of the date of this Announcement. Other than in accordance with their legal or regulatory obligations (including under the Listing Rules and/or the Prospectus Rules and/or the Disclosure and Transparency Rules) and as required by the FSA, the London Stock Exchange or the City Code, neither of the Company nor Lazard undertakes any obligation to update or revise publicly any forward looking statement, whether as a result of new information, future events or otherwise. All subsequent written and oral forward looking statements attributable to the Group or individuals acting on behalf of the Group are expressly qualified in their entirety by this paragraph. Prospective investors should specifically consider the factors identified in this document which could cause actual results to differ before making an investment decision.

This Announcement should not be considered a recommendation by the Company, Lazard or any of their respective directors, officers, employees, advisers or any of their respective affiliates, parent undertakings, subsidiary undertakings or subsidiaries of their parent undertakings in relation to any purchase of or subscription for the New Ordinary Shares. Price and volumes of, and income from, securities may go down as well as up and an investor may not get back the amount invested. It should be noted that past performance is no guide to future performance. You are advised to read this announcement and, once available, the Prospectus, the Supplementary Prospectus and the information incorporated by reference therein, in their entirety for a further discussion of the factors that could affect the Group's future performance and the industry in which it operates. Persons needing advice should consult an independent financial adviser.