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Torp Computing Group ASA

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The Board of Directors of <strong>Torp</strong> <strong>Computing</strong> <strong>Group</strong> <strong>ASA</strong><br />

Østre Kullerød 5<br />

3241 Sandefjord<br />

28 August 2007<br />

Summary of Fairness Opinion issued in relation to the recommended merger<br />

between <strong>Torp</strong> <strong>Computing</strong> <strong>Group</strong> <strong>ASA</strong> and Komplett <strong>ASA</strong><br />

Introduction<br />

This summary has been prepared by Norden Fondsmeglerforretning <strong>ASA</strong> (Norden) and<br />

summarizes Norden’s opinion of the exchange ratio in the proposed merger between <strong>Torp</strong><br />

<strong>Computing</strong> <strong>Group</strong> <strong>ASA</strong> (TCG) and Komplett <strong>ASA</strong> (Komplett) announced 18 June 2007.<br />

The Boards of Directors of TCG and Komplett have agreed upon a proposed exchange ratio<br />

whereby each TCG shareholder will receive 0.336134 Komplett shares for every 1 TCG<br />

share, representing a total shareholding to the TCG shareholders of 20.89% of the combined<br />

company on a fully diluted basis. The Komplett shares to be issued to existing TCG<br />

shareholders will in all aspects be equal to the current shares in Komplett.<br />

This is a summary of the more detailed Fairness Opinion provided to the Board of TCG.<br />

Reservations<br />

Norden has been asked by the Board of Directors in TCG to prepare an opinion on the<br />

fairness of the exchange ratio in the proposed merger between TCG and Komplett.<br />

We have endeavored to get a correct impression of TCG and Komplett’s operations and<br />

financial position, but have not performed any independent review or due diligence<br />

investigation of the companies or their operations.<br />

Our opinion has been based on publicly available information prior to the date of this letter.<br />

We have assumed and relied upon, without independent verification, the accuracy and<br />

completeness of such information for the purposes of this opinion. We have relied upon and<br />

assumed the accuracy, completeness and fairness of all the financial and other information<br />

that has been provided to the public by TCG and Komplett.<br />

Our opinion is based on customary and generally approved valuation methodologies.<br />

Our opinion is necessarily based on market, economic, financial and other conditions as in<br />

effect on the date hereof. Norden has no expressed opinion of the possible future trading<br />

prices of the Komplett shares when, and if, they are issued.<br />

Norden is an independent investment firm licensed and regulated by the Financial<br />

Supervisory Authority of Norway (“Kredittilsynet”) providing investment banking and<br />

financial advisory services. In connection with providing the Board of Directors in TCG with<br />

an opinion, Norden will receive a fixed fee for its services whether or not the merger is<br />

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