Komplett ASA

Prospectus • Jun 9, 2021

Komplett ASA – Launch of the Offering, commencement of bookbuilding period and application periods

Komplett ASA – Launch of the Offering, commencement of bookbuilding period and application periods

Komplett ASA – Launch of the Offering, commencement of bookbuilding period and application periods

NOT FOR DISTRIBUTION OR RELEASE, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, THE HONG KONG SPECIAL ADMINISTRATIVE REGION OF THE PEOPLE'S REPUBLIC OF CHINA OR JAPAN, OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL.

Oslo, 9 June 2021. Reference is made to the announcements on 8 June 2021, whereby Komplett ASA ("Komplett" or the "Company", OSE ticker code "KOMPL") announced the terms of the initial public offering of its shares (the "Offering") and the approval of the prospectus (the "Prospectus") prepared in connection with the Offering and the subsequent listing on the Oslo Stock Exchange.

The Prospectus was published on 8 June 2021 and is, subject to regulatory restrictions in certain jurisdictions, available at the websites www.komplettgroup.com, www.abgsc.no, www.seb.no, www.dnb.no/emisjoner, www.paretosec.com/transactions and www.nordnet.no / www.nordnet.se. A hard copy of the Prospectus may be obtained free of charge at the offices of Komplett at Østre Kullerød 4, 3241 Sandefjord, Norway, or by contacting one of the Managers (as defined below).

The Offering comprises an institutional offering, a retail offering in Norway and Sweden and an employee offering to eligible employees in Norway and Sweden. Applications in the retail offering can be made through the websites listed above from commencement of the application period for the retail offering, or by using the application form appended to the Prospectus. Applications in the employee offering must be made through the websites of Nordnet in Norway or Sweden. Subscriptions in the institutional offering can be made by contacting one of the Managers during the bookbuilding period.

The bookbuilding period for the institutional offering will commence today, on 9 June 2021, at 09:00 hours (CEST) and run until 14:00 hours (CEST) on 17 June 2021. The application period for the retail offering will commence at 09:00 hours (CEST) today and expire at 12:00 hours (CEST) on 17 June 2021. The application period for the employee offering will commence at 09:00 hours (CEST) today and expire at 23:59 hours (CEST) on 16 June 2021. The bookbuilding period and the application period in the retail offering and the employee offering may be shortened or extended any time, however such that they cannot be shortened to expire prior to 16:30 hours (CEST) on 16 June 2021 or be extended beyond 14:00 hours (CEST) on 25 June 2021. In the event of a shortening or an extension of the bookbuilding period, the application periods, the allocation date, the payment due date and the date of delivery of the Offer Shares will be changed accordingly, but the date of the listing and commencement of trading of the Shares on the Oslo Stock Exchange may not necessarily be changed.

Subject to completion of the Offering, it is expected that the Company's shares will be listed and traded on the Oslo Stock Exchange on 21 June 2021.

ABG Sundal Collier ASA and Skandinaviska Enskilda Banken AB (publ), Oslo branch (collectively, the "Joint Global Coordinators"), are acting jointly as joint global coordinators and joint bookrunners in the Offering. DNB Markets, part of DNB Bank ASA, and Pareto Securities AS are acting as joint bookrunners in the Offering together with the Joint Global Coordinators (collectively, the "Managers").

Advokatfirmaet Thommessen AS is acting as legal advisor to the Company and the Selling Shareholder. Advokatfirmaet Schjødt AS is acting as legal advisor to the Managers.

For further queries, 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.

IMPORTANT INFORMATION

This information does not constitute or form a part of any offer of securities for sale or a solicitation of an offer to purchase securities of the Company in the United States or any other jurisdiction. The securities of the Company may not be offered or sold in the United States absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act"). The securities of the Company have not been, and will not be, registered under the U.S. Securities Act. Any sale in the United States of the securities mentioned in this communication will be made solely to "qualified institutional buyers" as defined in Rule 144A under the U.S. Securities Act. No public offering of the securities will be made in the United States.

In any EEA member state, other than Norway and Sweden, this communication is only addressed to and is only directed at qualified investors in that Member State within the meaning of the EU Prospectus Regulation, i.e., only to investors who can receive the offer without an approved prospectus in such EEA member state. The expression "EU Prospectus Regulation" means Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 (together with any applicable implementing measures in any EEA member state).

In the United Kingdom, this communication is only addressed to and is only directed at Qualified Investors who (i) are 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) are persons falling within Article 49(2)(a) to (d) of the Order (high net worth companies, unincorporated associations, etc.) (all such persons together being referred to as "Relevant Persons"). These materials are directed only at Relevant Persons and must not be acted on or relied on by persons who are not Relevant Persons. Any investment or investment activity to which this announcement relates is available only to 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 "anticipate", "believe", "continue", "estimate", "expect", "intends", "may", "should", "will" 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 the Company 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. Such risks, uncertainties, contingencies and other important factors could cause actual events to differ materially from the expectations expressed or implied in this release by such forward-looking statements. The information, opinions and forward-looking statements contained in this announcement speak only as at its date, and are subject to change without notice.

This announcement is made by, and is the responsibility of, the Company. The Managers are acting exclusively for the Company and no one else and will not be responsible to anyone other than the Company for providing the protections afforded to their respective clients, or for advice in relation to the contents of this announcement or any of the matters referred to herein.

Neither the Managers 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.

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 of the Company. Neither the Managers nor any of their respective affiliates accepts any liability arising from the use of this announcement.

Each of the Company, the Managers and their respective affiliates expressly disclaims any obligation or undertaking to update, review or revise any statement contained in this announcement whether as a result of new information, future developments or otherwise.

The distribution of this announcement and other information may be restricted by law in certain jurisdictions. Persons into whose possession this announcement or such other information should come are required to inform themselves about and to observe any such restrictions.