Komplett ASA: Competition clearance for combination between Komplett and NetOnNet

Publish date: 21 Mar 2022 15:12

Oslo, 21 March 2022: Reference is made the to the announcement made on 9 February 2022 regarding the contemplated combination between Komplett ASA (”Komplett” or the ”Company”) and NetOnNet AB by way of Komplett acquiring all shares in NetOnNet from its sole shareholder SIBA Invest Aktiebolag (the ”Transaction”).

Komplett is pleased to inform that it has received clearance to complete the Transaction from the competition authorities in Norway and Sweden, respectively, and that it expects completion of the Transaction to occur during the first half of April 2022.

For further queries, please contact:

Kristin Hovland, Head of Communication
+47 98 65 28 60

This information is considered to be inside information pursuant to the EU Market Abuse Regulation (MAR) Article 7 and is subject to the disclosure requirements pursuant to Section 5-12 of the Norwegian Securities Trading Act. This stock exchange announcement was published by Elise Heidenreich, Investor Relations adviser, at the date and time as set out above.

About Komplett ASA and NetOnNet AB

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.

Founded in 1999, NetOnNet is a leading online-first electronics platform offering both well known and own brands. Sales are made online as well as through complementary service centres in Sweden and Norway. NetOnNet is known for low prices and a passion for making electronics accessible in the most convenient way possible. The customer loyalty club, Kulbbhyllan, has over one million members which represent a majority of revenue. Head office and main fulfilment centre are located in Viared, outside Borås.

Important notice

This release is not for publication or distribution, in whole or in part, directly or indirectly, in or into Australia, Canada, Japan or the United States (including its territories and possessions, any state of the United States and the District of Columbia). This release is an announcement issued pursuant to legal information obligations for information purposes only and 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 have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the ”U.S. Securities Act”). The securities of the Company may not be offered or sold in the United States except pursuant to an exemption from the registration requirements of the US Securities Act. Any sale in the United States of the securities mentioned in this communication may solely be made to ”qualified institutional buyers” as defined in Rule 144A under the U.S. Securities Act. In any EEA member state, other than Norway, 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 lawfully can receive this information. 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. Any contemplated offering of securities in the Company referred to in this release will only be made by means or a prospectus, as per the EU Prospectus Regulation (as implemented under Norwegian law), or any applicable exemptions from prospectus or other registration requirements. 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). 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. Any advisors engaged in connection with the transactions described herein 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. No advisor mentioned herein, 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. No advisor mentioned herein, nor any of their respective affiliates, accepts any liability arising from the use of this announcement. Each of the Company, the advisors mentioned herein 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.