2024-04-12 13:00:00 CEST

2024-04-12 13:00:11 CEST


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Musti Group Oyj - Changes board/management/auditors

Decisions of the organizing meeting of Musti Group Plc's Board of Directors


Musti Group Plc                   Stock Exchange Release
 Changes board/management/auditors 12 April 2024 at 2:00 p.m.

In its organizing meeting held today following the Extraordinary General
Meeting, the Board of Directors of Musti Group Plc elected Cláudia Azevedo as
the Chair of the Board of Directors and Jeffrey David as the Vice-Chair of the
Board of Directors. Moreover, the Board of Directors appointed members to its
Audit Committee and Remuneration Committee.

João Dolores was elected as the Chair of the Audit Committee and Johan Dettel as
a member of the Audit Committee.

Cláudia Azevedo was elected as the Chair of the Remuneration Committee and
Jeffrey David and João Günther Amaral as other members of the Remuneration
Committee.

"Following the completion of the tender offer, Musti gained a new principal
shareholder, with whom we are excited to work with to continue Musti's
development as the leading pet care company in the Nordics. We are thrilled to
begin the next chapter in Musti's story together with our incredible team,
partners and other stakeholders as we continue to make life easier, more fun and
safer for pets and their owners", says Jeffrey David, the Vice-Chair of the
company's Board of Directors.

The Board of Directors has evaluated the independence of its members and
concluded that all members of the Board of Directors are independent of the
company, but not of its significant shareholder. The company complies with the
Corporate Governance Code in evaluating the independence of the members of the
Board of Directors.

As previously announced, the current composition of the Board of Directors
departs from Recommendation 10 of the Corporate Governance Code, which states
that at least two directors who are independent of the company shall also be
independent of the significant shareholders of the company.

Moreover, the composition of the Audit Committee departs from Recommendation 16
of the Corporate Governance Code, which states that the majority of the members
of the Audit Committee must be independent of the company and at least one
member shall be independent of the company's significant shareholders.

As previously announced, the company's significant shareholder, Flybird Holding
Oy, has assessed that following the completion of the tender offer for the
company, it needs additional time to find appropriate candidates with the
required expertise and experience who are also independent of the significant
shareholders of the company. To that end, Flybird Holding Oy is actively seeking
for at least two additional candidates, who are independent of both the company
and its significant shareholders, to supplement the composition of the company's
Board of Directors and its Committees as soon as possible.

The Board of Directors also resolved on the payment in cash of the already
allocated share plan incentive based on the 2023 performance. The payment in
cash was resolved in order to facilitate the establishment of a new long-term
incentive plan during 2024. Such cash incentives to be paid amount to
approximately EUR 2.4 million.

Musti Group Plc

Board of Directors

Additional information:

Martin Svedholm, Director, Treasury and Investor Relations, tel. +358 50 579
0324

Distribution:
Nasdaq Helsinki
Pricipal media
www.mustigroup.com

Musti Group in brief

Musti makes the life of pets and their owners easier, safer and more fun. We are
the leading Nordic pet care company, and we operate an omnichannel business
model to cater for the needs of pets and their owners across Finland, Sweden and
Norway. We offer a wide, curated assortment of pet products. We also provide pet
care services such as grooming, training and veterinary services in selected
locations.

Musti Group's net sales were EUR 426 million in the financial year 2023. At the
end of the financial year 2023, the company had 1,643 employees, 1.5 million
loyal customers and 342 stores.