Komplett ASA

Earnings Release • Jul 2, 2021

Komplett enters the fast-growing IT service segment

Komplett enters the fast-growing IT service segment

Oslo, 2 July 2021: Komplett ASA ("Komplett") has entered into an agreement to

acquire 65 per cent of the shares in Ironstone Holding AS ("Ironstone"), a

leading supplier of cloud-based IT solutions and services.

This acquisition meets the growing demand from corporate customers for basic IT

services to complement traditional hardware purchases. The pure cloud technology

and IT service offered by Ironstone makes a strategically good fit with

Komplett's wide-ranging customer base.

Ironstone leverages the Microsoft Cloud technology platform to provide IT

services to both large corporations and small and medium-sized enterprises. The

core offering comprises cutting edge innovative managed services, built on top

of Microsoft technologies such as Microsoft Azure, Microsoft 365 and security,

as well as consulting and migration. Its experienced team of ~20 employees

generated revenues of NOK ~68 million in 2020 and a positive EBITDA

contribution. Since its foundation in 2016, they have grown its customer base to

count ~100 and receive excellent customer satisfaction scores.

The Komplett Group comprises brands with long heritage and high awareness among

consumers and corporate customers. Komplett B2B has a unique starting point as

the leading IT reseller for the small and medium-sized enterprises segment with

around 20 per cent market share in Norway and a growing position in Sweden. With

30.000 active customers in Norway and 10.000 in Sweden the Group's B2B segment

is uniquely positioned to enter the service market at scale. The two companies

complement each other well and this transaction will enable Ironstone to

continue their growth journey and scale up their operations.

"We see a growing demand from our customers to include basic IT set-up, cloud

-based applications and IT security to our hardware offering. The acquisition of

Ironstone represents a strategically attractive add-on for Komplett to enter the

rapidly growing IT service segment. By coupling Ironstone's leading cloud

technology and IT service offering with Komplett's wide-ranging customer base,

we will strengthen our market position and increase customer affiliation. We

believe the strong market position, brand and reach of Komplett B2B combined

with the future proof business model of Ironstone has significant potential,"

says Komplett CEO Lars Olav Olaussen.

Komplett will acquire 54.3 per cent of the shares from the current shareholders,

and as part of the transaction, Komplett will inject NOK 35 million in new

equity, giving Komplett a total ownership of 65.1 per cent. The capital

injection will be divided into two equally sized tranches, of which the first

will be paid immediately after closing and the second will be paid in 2022. The

parties have agreed on a total purchase price (shares and capital injection) of

NOK 97 million which is in line with what was indicated in the prospectus dated

8 June 2021.

The proceeds from the capital injection will be used to accelerate Ironstone's

existing business model and the development of a cloud-based IT service offering

for corporate customers. Ironstone is managed by Ellen Marie Nyhus, who will

continue to lead the company following the transaction.

"This is a milestone agreement for Ironstone. Getting Komplett onboard provides

us with a strong foundation for realizing the full potential of Ironstone's

growth journey. With the support from Komplett we will continue to invest to

accelerate the development of current Ironstone core offering and to develop new

disruptive IT services for corporate customers", says Ironstone CEO Ellen Marie

Nyhus.

Following completion of this transaction Ironstone will be included in the

financial reporting of Komplett's B2B segment, under the management of Stian

Gabrielsen.

"Komplett is a leading provider of computers and basic IT equipment to Nordic

small and medium-sized enterprises. With the cloud technology provided by

Ironstone we will be able to add cost-effective IT service bundles to our IT

equipment offering. Together, we aim to become the preferred IT equipment and

services partner for corporate customers in the Nordics," says Stian Gabrielsen,

Director B2B in Komplett.

The company is currently privately owned by the founding partners and key

employees. The majority of the current owners will continue as shareholders

following the transaction.

"We have come a long way since we decided to establish a 100 per cent cloud

company in 2016, and now we are entering a new era. As a leading Nordic e

-commerce player, Komplett makes a strategically attractive partner, and

provides us with a strong financial platform to scale growth. We are proud and

excited to continue this journey together with our new fellow shareholders,"

says Tormod Eek, founder and Business & Sales Evangelist at Ironstone.

The parties have agreed on a put/call option which regulates the opportunity for

Komplett to acquire the remaining shares in Ironstone over time.

The transaction is expected to be completed during the third quarter 2021.

This information is subject to the disclosure requirements in article 19 of the

Regulation EU 596/2014 (the EU Market Abuse Regulation) and section 5-12 of the

Norwegian Securities Trading Act.

For further inquiries, please contact:

Kristin Hovland, Head of Communication

+47 98 65 28 60

Kristin.Hovland@komplett.com

Krister Pedersen, CFO

+47 95 24 50 37

Krister.Pedersen@komplett.com

About Komplett ASA

Komplett Group is a leading online-first electronics and IT products retailer,

operating in Norway, Sweden and Denmark. Serving customers in the B2C, B2B and

distribution markets, the Group is deeply focused on delivering best in class

customer experience, built through decades of knowhow, expertise and deep

customer commitment. Komplett Group operates an efficiency and scalable business

model that supports costs leadership and enables a competitive product offering.