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Oslo, March 2012   Technology, Media & Telecom




Version 3.3.0312
The Key to Success
                               Weibull – the only M&A Advisor represented in all major Norwegian cities
                               Weibull AS is a leader in the Norwegian SME market and has completed hundreds of
                               assignments and transactions in the Norwegian market since its inception in 2000. We work
                               systematically, creatively and efficiently to create new business opportunities for our clients.


                               Our Services:
                               Weibull provide professional services within mergers and acquisitions. We have solid
                               competence and experience within executing transactions including such as negotiations,
                               structuring deals and undertake business analysis, valuation, market search & due diligence.



                               Our Approach:
                               •    Focus on understanding the subject company and its business, analyze relevant value
                                    drivers and risks to establish a stand-alone enterprise value.
                               •    Understand the market in which the company operate. Extract relevant information to
                                    identify development trends and opportunities.
                               •    Identify the best target candidates (Norway/internationally), contact candidates and
                                    establish dialogue, clarify actual interest and synergies.
   Experienced, Independent,   •    Establish what players in the market are willing to provide through a controlled process
                                    of proposals, bidding and negotiations.
   Professional, Discrete &
                               •    Conclude transactions on the best possible terms and conditions for our clients.
   High Ethical Standards




Page 2
Valuation of companies in the TMT sector is trading at
 historic high
Prices in the technology sector is back at historic high’s:
- Pricing recovered very quickly and are currently trading above                                                   TMT Premium Index
    what’s been seen before (even including dot.com period).
                                                                                                             250
- Listed companies are focusing on top-line and growth.
- Expansion through organic growth & acquisitions.
- Significant demand for attractive acquisition candidates.                                                  200




                                                                       Pricing TMT Norwegian transactions
                                                                       Long term average "fair price"= 100
Private Equity follows technology sector closely:
                                                                                                             150
- International players increasingly focus on Nordic countries.
- Attractive market characteristics and margins means that
    international firms find Norwegian firms of particular interest.
                                                                                                             100
- Private Equity players also consider smaller companies with
    proven technology and concepts.
                                                                                                             50



Current pricing levels provide attractive growth and
                                                                                                              0
exit opportunities – and is not likely to last                                                                      Q4 07   Q4 08   Q4 09   Q4 10   Q4 11




Page 3
Leading M&A specialists in the area of TMT
    -    A majority of all our transactions are industrial, hence Weibull continuously conduct a systematic dialog
         with relevant industrial investors in our domain.
    -    Exploring synergies and strategic values in collaboration with the potentials buyers.
    -    Our process aim to mobilize competition among the investors to maximize stockholder value.
    -    Weibull deploy a team with extensive experience and specialized in the sector to ensure successful
         execution of the project.
    -    Proven track record and strong tactical and creative skills.




Page 5
Our role and focus on adding value
What we do:                                            How we add value:

Assess value and transaction structure                 Assess value to provide a benchmark for future negotiations
                                                       and identify the optimal transaction structure to maximise the
                                                       sales proceeds.

Identification and screening of potential buyers       Research the marked for likely buyers with the aim of creating
                                                       a competitive sales process to maximise value.

Ready business for disposal and prepare selling        Advise you on readying the business for sale and prepare a
package                                                tailored ”teaser” to solicit interest from potensial buyers, if
                                                       required.

Negotition of structure and terms with the preffered   Prove adaptable in working to get the best result for you, and
buyer                                                  assist in finalising the sale and purchase agreement and other
                                                       deal documents.

Advise on the taxation aspects of the transaction      Seek to ensure that the transaction is structured in a tax
with tax layers                                        effecient way for the Vendor and that the agreement does nor
                                                       contain onerous terms that may results in unexpected tax
                                                       liabillties.

Co-ordinate the many parties to the transaction        Take as much of the hassle and stress factor away from you as
(including due dilligence accountants and lawyers)     possible, to ensure that the process runs in accordance with
and manage the transaction to completion.              our agreed timetable.

Handle post completion matters such as completion
accounts process and negotiations.




 Page 4
The TMT sector team
         Dave Sandberg - Partner
         MBA in Finance from London Business School a part-time program that will be completed in June 2012.
         Graduated with MSc from the Norwegian School of Management (Bi). Specialization in International Politics &
         Culture from OMH Business School. 17 years of extensive experience from mergers and acquisitions in the SME
         domain. Focus on sectors as technology, media and telecom and retail. Specialized in managing complex M&A
         projects requiring strong tactical and creative skills. Dave manage TMT sector in Weibull.
         Cell: +47 92 84 92 84
         Email: dave@weibull.no


         Hans Henrik Westberg – M&A advisor
         IT / Telecom professional graduated Bac(Hons) Engineering at University of Bristol, Finance & Investment at
         Norwegian School of Management and MBA at NHH. 15 years of industrial experience related to innovation,
         product management, business development and sales from companies as Telenor, Hewlett-Pacard, TDC and
         Amdocs. Lead responsible to communication sector in Weibull.
         Cell: +47 47 90 10 20
         Email: hh@weibull.no



         Lars Stenvold Wik – TMT Analyst
         Masters degree in Investment Management (MSc) from Cass Business School in London, specializing in
         investment, valuation and M & A. Bachelor from TØH specializing Economic Management (BSc). Worked
         experience as auditor and advisor at PwC. Previous background from Kaupthing as intern within analysis of the
         global oil and gas trends. Performed more than 20 specialized TMT valuations and over 50 valuations of other
         companies the last year. Lead responsible of analysis of TMT area.
         Cell: +47 936 93 867
         Email: lsw@weibull.no



Page 6
Recent transactions in the TMT sector.

               Your                                               Intutor sold
            Your
          company                 Arcit Videomøte sold to
                                                               Teoritentamen.no to     Vitec AB aquire        GET aquire 51% of
                                                                                                                                    Aschehough aquire
                                                                                                                                      60% of shares
                                                               Lime Green Digital      IT Makeriet AS          shares in Tel-Ag
          Company
            2012
                                  Datarekvistia Norge AS                                                                             Snøball Film AS




         Altibox aquire Tafjord   T&B Hansen Kabelnett          Homebase aquire                                                   EM Systems AS sold to
                                   sold to Canal Digital       Nittedalsnettet from    Fast sold to Phonera                       Hoist Hospitality Group
            DSL broadband
                                          Norway              Pronea - Troms Kraft




                                   Business Logic AS        Addcom Innovation AS      Sarepta Software sold     ePartner aquire   Zissor sold sourcecode
         Kongsberg System sold
                                   sold to Component        merger Abeo Gruppen          to Daldata AS            Idedata as         to BurrellesLuce
         to Ementor Norge AS
                                  Software Group ASA




          Weibull TMT team, have sold companies to:




Page 7
CONTACT:
Dave Sandberg – Partner     Hans Henrik Westberg – M&A Advisor   Lars Stenvold Wik - Analyst
Mobile: (+47) 92 84 92 84   Mobile: (+47) 47 90 10 20            Mobile: (+47) 93 69 38 67
Email: dave@weibull.no      Email: hh@weibull.no                 Email: lsw@weibull.no

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Tmt Pres Uk 03 2012

  • 1. Oslo, March 2012 Technology, Media & Telecom Version 3.3.0312
  • 2. The Key to Success Weibull – the only M&A Advisor represented in all major Norwegian cities Weibull AS is a leader in the Norwegian SME market and has completed hundreds of assignments and transactions in the Norwegian market since its inception in 2000. We work systematically, creatively and efficiently to create new business opportunities for our clients. Our Services: Weibull provide professional services within mergers and acquisitions. We have solid competence and experience within executing transactions including such as negotiations, structuring deals and undertake business analysis, valuation, market search & due diligence. Our Approach: • Focus on understanding the subject company and its business, analyze relevant value drivers and risks to establish a stand-alone enterprise value. • Understand the market in which the company operate. Extract relevant information to identify development trends and opportunities. • Identify the best target candidates (Norway/internationally), contact candidates and establish dialogue, clarify actual interest and synergies. Experienced, Independent, • Establish what players in the market are willing to provide through a controlled process of proposals, bidding and negotiations. Professional, Discrete & • Conclude transactions on the best possible terms and conditions for our clients. High Ethical Standards Page 2
  • 3. Valuation of companies in the TMT sector is trading at historic high Prices in the technology sector is back at historic high’s: - Pricing recovered very quickly and are currently trading above TMT Premium Index what’s been seen before (even including dot.com period). 250 - Listed companies are focusing on top-line and growth. - Expansion through organic growth & acquisitions. - Significant demand for attractive acquisition candidates. 200 Pricing TMT Norwegian transactions Long term average "fair price"= 100 Private Equity follows technology sector closely: 150 - International players increasingly focus on Nordic countries. - Attractive market characteristics and margins means that international firms find Norwegian firms of particular interest. 100 - Private Equity players also consider smaller companies with proven technology and concepts. 50 Current pricing levels provide attractive growth and 0 exit opportunities – and is not likely to last Q4 07 Q4 08 Q4 09 Q4 10 Q4 11 Page 3
  • 4. Leading M&A specialists in the area of TMT - A majority of all our transactions are industrial, hence Weibull continuously conduct a systematic dialog with relevant industrial investors in our domain. - Exploring synergies and strategic values in collaboration with the potentials buyers. - Our process aim to mobilize competition among the investors to maximize stockholder value. - Weibull deploy a team with extensive experience and specialized in the sector to ensure successful execution of the project. - Proven track record and strong tactical and creative skills. Page 5
  • 5. Our role and focus on adding value What we do: How we add value: Assess value and transaction structure Assess value to provide a benchmark for future negotiations and identify the optimal transaction structure to maximise the sales proceeds. Identification and screening of potential buyers Research the marked for likely buyers with the aim of creating a competitive sales process to maximise value. Ready business for disposal and prepare selling Advise you on readying the business for sale and prepare a package tailored ”teaser” to solicit interest from potensial buyers, if required. Negotition of structure and terms with the preffered Prove adaptable in working to get the best result for you, and buyer assist in finalising the sale and purchase agreement and other deal documents. Advise on the taxation aspects of the transaction Seek to ensure that the transaction is structured in a tax with tax layers effecient way for the Vendor and that the agreement does nor contain onerous terms that may results in unexpected tax liabillties. Co-ordinate the many parties to the transaction Take as much of the hassle and stress factor away from you as (including due dilligence accountants and lawyers) possible, to ensure that the process runs in accordance with and manage the transaction to completion. our agreed timetable. Handle post completion matters such as completion accounts process and negotiations. Page 4
  • 6. The TMT sector team Dave Sandberg - Partner MBA in Finance from London Business School a part-time program that will be completed in June 2012. Graduated with MSc from the Norwegian School of Management (Bi). Specialization in International Politics & Culture from OMH Business School. 17 years of extensive experience from mergers and acquisitions in the SME domain. Focus on sectors as technology, media and telecom and retail. Specialized in managing complex M&A projects requiring strong tactical and creative skills. Dave manage TMT sector in Weibull. Cell: +47 92 84 92 84 Email: dave@weibull.no Hans Henrik Westberg – M&A advisor IT / Telecom professional graduated Bac(Hons) Engineering at University of Bristol, Finance & Investment at Norwegian School of Management and MBA at NHH. 15 years of industrial experience related to innovation, product management, business development and sales from companies as Telenor, Hewlett-Pacard, TDC and Amdocs. Lead responsible to communication sector in Weibull. Cell: +47 47 90 10 20 Email: hh@weibull.no Lars Stenvold Wik – TMT Analyst Masters degree in Investment Management (MSc) from Cass Business School in London, specializing in investment, valuation and M & A. Bachelor from TØH specializing Economic Management (BSc). Worked experience as auditor and advisor at PwC. Previous background from Kaupthing as intern within analysis of the global oil and gas trends. Performed more than 20 specialized TMT valuations and over 50 valuations of other companies the last year. Lead responsible of analysis of TMT area. Cell: +47 936 93 867 Email: lsw@weibull.no Page 6
  • 7. Recent transactions in the TMT sector. Your Intutor sold Your company Arcit Videomøte sold to Teoritentamen.no to Vitec AB aquire GET aquire 51% of Aschehough aquire 60% of shares Lime Green Digital IT Makeriet AS shares in Tel-Ag Company 2012 Datarekvistia Norge AS Snøball Film AS Altibox aquire Tafjord T&B Hansen Kabelnett Homebase aquire EM Systems AS sold to sold to Canal Digital Nittedalsnettet from Fast sold to Phonera Hoist Hospitality Group DSL broadband Norway Pronea - Troms Kraft Business Logic AS Addcom Innovation AS Sarepta Software sold ePartner aquire Zissor sold sourcecode Kongsberg System sold sold to Component merger Abeo Gruppen to Daldata AS Idedata as to BurrellesLuce to Ementor Norge AS Software Group ASA Weibull TMT team, have sold companies to: Page 7
  • 8. CONTACT: Dave Sandberg – Partner Hans Henrik Westberg – M&A Advisor Lars Stenvold Wik - Analyst Mobile: (+47) 92 84 92 84 Mobile: (+47) 47 90 10 20 Mobile: (+47) 93 69 38 67 Email: dave@weibull.no Email: hh@weibull.no Email: lsw@weibull.no