Torp Computing Group ASA

49
INFORMATION MEMORANDUM
Merger of Komplett ASA and Torp Computing Group ASA
financial statements for the three and six moths ended 30 June 2007. Komplett’s annual reports for
the years 2004, 2005 and 2006, including the auditor’s reports, are included in the appendices to
the Merger Plan, which is attached hereto as Appendix 1. The unaudited financial statements for
the three and six months ended 30 June 2007 is attached hereto as Appendix 5.
Komplett’s financial statements for the financial years 2005 and 2006 have been prepared in
accordance with IFRS. The financial statements for the financial year 2004 have been restated in
accordance with IFRS.
The selected consolidated financial data set forth below may not contain all of the information that
is important to a potential purchaser of shares in the Merged Company, Komplett or TCG, and the
data should be read in conjunction with the relevant consolidated financial statements and the
notes to those statements.
6.19.1 Operating and financial review
Six months ended 30 June 2007
Sales and performance
Komplett's sales totalled MNOK 633 (+45 per cent) in 2Q 2007, compared with MNOK 437 in 2Q
2006. Direct sales to end-users aggregated MNOK 487 (+54 per cent), while sales to dealers added
up to MNOK 146 (+20 per cent). About 42 per cent of the company's sales took place outside
Norway in 2Q 2007, as against 29 per cent in 2Q 2006.
The company earned an operating profit of MNOK 13.0 (-18 per cent) during the quarter,
compared with MNOK 15.9 in 2Q 2006. This includes a negative effect of MNOK 6.6 related to
inWarehouse, which was acquired as from May 2007. Disregarding this transaction, the operating
profit would have been MNOK 19.6 (+23 per cent).
Earnings before tax (EBT) showed a surplus of MNOK 14.4 (-18 per cent), as against MNOK 17.5 in
the same quarter of 2006.
Komplett owns 98 per cent of the shares in inWarehouse AB of Sweden, and inWarehouse has been
included in the consolidated accounts as from May 2007. Excluding inWarehouse sales, which
totalled MNOK 97 in May and June 2007, Komplett would have had a turnover of MNOK 536 (+ 23
per cent). Komplett’s operating profit includes MNOK -6.6 related to inWarehouse. The figure
consists of a negative result of MNOK 2.9 in May-June 2007, MNOK 1.2 in depreciation on excess
value and MNOK 2.6 in expenses related to reorganisation/integration.
Even after the acquisition of inWarehouse, Komplett’s financial position remains strong, with liquid
assets aggregating MNOK 54 at end quarter. During the quarter, Komplett spent MNOK 154 on the
acquisition of inWarehouse shares. To further strengthen the company's liquidity, Komplett
conducted a share issue on 9 May 2007, raising MNOK 125 in fresh capital. The cash flow from
operations was positive (MNOK 2) in 2Q.
The lending portfolio for consumer financing expanded from MNOK 76.7 to MNOK 81.0 during the
quarter.
Monthly sales in 2Q 2007 were MNOK 167 (+23 per cent) in April, MNOK 236 (+64 per cent) in
May and MNOK 231 (+45 per cent) in June, compared with the corresponding months of 2006.
inWarehouse sales are included as from May.
Segmental information
Scandinavian operations saw sales increasing by MNOK 181.4 to MNOK 568.6 (+47 per cent)
during 2Q, resulting in an operating profit of MNOK 12.4. In Western Europe (outside Scandinavia),
sales climbed to MNOK 60.0 (+20 per cent), and the EBIT came to MNOK -2.1.