Express, Inc. Announces At-The-Market Equity Offering Program

Fashion apparel retailer Express, Inc. (the “Company”) (NYSE:EXPR), today announced that it has filed a prospectus supplement with the Securities and Exchange Commission (the “SEC”), under which it may offer and sell up to 15 million shares of its common stock from time to time through an “at-the-market” or ATM equity offering program (the “ATM Offering”).

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Express storefront at Easton Town Center in Columbus, Ohio (Photo: Business Wire)

The Company intends to use the net proceeds from any sales of its common stock under the ATM offering for general corporate purposes, which may include, (i) investments in working capital, or capital expenditures, including the acceleration of investments to grow and enhance its eCommerce channel and omni-channel assets; (ii) the repayment of indebtedness; and (iii) other investments.

Common stock will be offered through BofA Securities, Inc. (“BofA Securities”), which is serving as the sales agent. BofA Securities may sell common stock by any lawful method deemed to be an “at-the-market offering” defined by Rule 415(a)(4) of the Securities Act of 1933, as amended, including without limitation, sales on any existing trading market. The timing and amount of any sales will be determined by a variety of factors considered by the Company. Sales may be made at market prices prevailing at the time of a sale or at prices related to prevailing market prices. As a result, sales prices may vary.

The Company’s prospectus supplement filed today supplements information contained in the accompanying prospectus contained in the shelf registration statement on Form S-3 (File No. 333-253368), as amended, for the offering of common stock. Potential investors should review the prospectus, the prospectus supplement and all other related documents that the Company has filed with the SEC for complete corporate information, including information pertaining to the ATM Offering and the risks associated with investing in the Company. Investors can obtain copies of the prospectus supplement and the accompanying prospectus by visiting the SEC’s website at www.sec.gov or by contacting BofA Securities, NC1-004-03-43, 200 North College Street, 3^rd Floor, Charlotte NC 28255-0001, Attention: Prospectus Department, Email: dg.prospectus_requests@bofa.com.

This press release is for informational purposes only and it does not represent an offer to sell or the solicitation of an offer to buy any of the Company’s common stock. There will be no sale of common stock in any jurisdiction in which one would be unlawful.

About Express, Inc.:

Express is a modern, versatile, dual gender apparel and accessories brand that helps people get dressed for every day and any occasion. Launched in 1980 with the idea that style, quality and value should all be found in one place, Express has always been a brand of the now, offering some of the most important and enduring fashion trends. Express aims to Create Confidence & Inspire Self-Expression through a design & merchandising view that brings forward The Best of Now for Real Life Versatility.

The company operates over 500 retail and factory outlet stores in the United States and Puerto Rico, as well as an online store. Express, Inc. is traded on the NYSE under the symbol EXPR.

Forward Looking Statements:

Certain statements in this press release constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Statements preceded by, followed by or that otherwise include the words “believes,” “expects,” “anticipates,” “intends,” “projects,” “estimates,” “plans,” “may increase,” “may fluctuate,” “will,” “should,” “would,” “may” and “could” or similar words or expressions are generally forward-looking in nature and not historical facts. Any statements that refer to potential sales of common stock pursuant to the Company’s ATM Offering, intended use of net proceeds from sales of the common stock in the ATM Offering, timing of sales, and all other statements that are not historical facts are also forward-looking statements. Important risks, assumptions and other important factors that could cause future results to differ materially from those expressed in the forward-looking statements are specified in Express’s Annual Report on Form 10-K for the year ended January 30, 2021 and its Quarterly Report on Form 10-Q for the period ended May 1, 2021 under headings such as “Forward-Looking Statements”, “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and in other filings and furnishings made by the Company with the Securities and Exchange Commission from time to time. The Company undertakes no obligation to release publicly any revisions to any forward-looking statements, to report events or to report the occurrence of unanticipated events.

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