Komplett ASA: Notice of extraordinary general meeting

23 Feb 2022 15:24 CET

Oslo, 23 February 2022: Komplett ASA (the "Company" or "Komplett") hereby calls
for an extraordinary general meeting to be held on 16 March 2022 at 11:00 CET at
the offices of Advokatfirmaet Thommessen AS (Ruseløkkveien 38, 13[th] floor,
0251 Oslo, Norway).

Reference is made to the announcement on 9 February 2022, where Komplett
announced that it had entered into an agreement with SIBA Invest Aktiebolag
("SIBA Invest") for the acquisition of 100% of the shares in NetOnNet AB
("NetOnNet") (the "Transaction"). As part of the consideration payable for the
shares in NetOnNet, Komplett shall, subject to the general meeting's resolution,
issue 35,242,424 new shares (the "Consideration Shares") to SIBA Invest. The
remaining portion of the purchase price shall be paid in cash. For more
information about the financing of the cash consideration and the Transaction in
general, please see the announcement of 9 February 2022.

In connection with the Transaction, the Company hereby calls for an
extraordinary general meeting where the shareholders are asked to (i) issue the
Consideration Shares to SIBA Invest at closing of the Transaction, (ii) grant
the board of directors an authorization to issue new shares in connection with a
contemplated equity capital transaction to finance the cash consideration of the
acquisition, and (iii) make certain changes to the composition of the board of
directors and nomination committee, effective from and subject to completion of
the Transaction, for the purposes of providing SIBA Invest with representation
in light of its post-Transaction ownership interest in Komplett of approximately
32.8%. Reference is made to the attached notice for information about the
proposed resolutions, the independent statement issued by KWC Revisjon AS for
the NetOnNet shares to be acquired by Komplett, in addition to information about
participation and voting instructions for the extraordinary general meeting.

Completion of the Transaction is subject to customary closing conditions,
including without limitations approvals from the general meeting and required
clearances from competition authorities in Norway and Sweden.

All documents relevant for the extraordinary general meeting are made available
on the Company's website: https://www.komplettgroup.com/ and attached to this
announcement.

Due to the continued spread of the Covid-19 (especially the Omicron variant),
the Company's shareholders are encouraged to not participate physically at the
extraordinary general meeting, but instead participate by casting their votes in
advance or grant the chair of the board of directors (or another person
appointed by him) an authorization to vote on its behalf, with or without voting
instructions. The Company will arrange for shareholders to follow the
extraordinary meeting electronically.

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.

More information:
Access the news on Oslo Bors NewsWeb site

554695_Komplett_ASA_Innkalling_til_ekstraordinar_generalforsamling_16_mars_2022.pdf
554695_Komplett_ASA_Notice_of_extraordinary_general_meeting_16_March_2022.pdf