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The Sonae-led consortium is bidding with OPA for Musti Group Plc

The Sonae-led consortium is bidding with OPA for Musti Group Plc

The offering prospectus has been approved by the Finnish regulatory authority. The offer period officially begins on Monday, maintaining the terms of the initial announcement valuing the company at 868 million euros.

The Sonae-led consortium on Friday submitted a public takeover offer (OPA) for Musti Group, after the offer prospectus was approved by the Finnish Financial Supervision Authority. The offer period begins on Monday, December 18, for €26 per share, valuing the leading household products retailer at €868 million, in terms of Nordic pet equity, says National. The group said in a statement.

The Board of Directors of Musti, represented by a quorum composed of members of the Board of Directors who are not part of the consortium, also decided unanimously to recommend to Musti shareholders to accept the offer. Musti’s Board of Directors’ recommendation is supported by an evaluation of several factors, including two independent opinions from Advium Corporate Finance Ltd. and Carnegie Investment Bank AB – Finland Branch, which concluded that the offer price was fair from the financial point of view of the company’s shareholders, Mosti. In its recommendation, the Board of Directors of Mosti stated that it had previously sought and evaluated alternative strategic opportunities for the company, but without success, and therefore considered the possibility of a competing bid to emerge to be limited.

The Offer Period will extend between December 18, 2023 and February 5, 2024, unless extended by the Offeror in accordance with the Offer Terms and Conditions included in the Offer Document. The Offeror will be informed of any potential extension of the Offer Period through a statement to the market. The offering is expected to be completed during the first quarter of 2024.

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As announced, the offer price is €26 cash settled for each Musti share validly accepted during the offer, representing a premium of approximately: 27.1% compared to €20.46, i.e. the closing price of Musti shares on the Nasdaq Helsinki exchange. On November 28, 2023, the last trading day immediately preceding the announcement of the Offer; And 40.4% compared to 18.51 euros, i.e. the weighted average trading volume of Musti shares on the Nasdaq Helsinki stock exchange during the six-month period up to the last trading day immediately preceding the announcement of the offer.

Completion of the Offer is subject to the fulfillment of certain customary conditions until the announcement of the final result of the Offer, including, among other things, obtaining the necessary approvals from regulatory and competition authorities, and the Offeror obtaining control over more than 90 companies. % of the shares and voting rights in Musti, or varied or waived this condition, between the day of the announcement of the Offer and the present date, the Offeror acquired a total of 861,806 shares in Musti. The highest price paid in these acquisitions was €26.00 per share.

Sonae is leading the alliance, in partnership with Jeffrey David, Chairman of the Board of Directors of Musti, Johan Dietel, Member of the Board of Directors of Musti, and David Ronberg, CEO of Musti, who have long experience and a proven track record. Success in the pet products retail sector.

Musti is the market leader in the pet products retailer in the Nordic countries, with a successful multi-channel strategy that leverages a range of its own and exclusive products, as well as a unique presence in the physical and digital world.

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Pet retail is a rapidly growing sector, benefiting from strong adoption trends, premium care, high spending per pet, and the flexibility inherent in the non-discretionary pet food consumption pattern.

Musti, listed on the Helsinki Stock Exchange, Nasdaq Helsinki Limited, is a leading retailer of pet products and services in the Nordics, with a strong multi-channel value proposition, leveraging a network of over 340 stores, complemented by e-commerce. Business operations specializing in pet care and nutritional products, offering its customers a strong portfolio of its own and exclusive brands. In the last financial year, Musti had a turnover of €426 million, with EBITDA of €74 million.

The markets of Finland, Sweden and Norway, in which Musti operates, represent a solid macroeconomic context, characterized by high household disposable income, compared to the European average, and positive growth prospects in the household products retail sector. Consumers are showing an increasing preference for specialized retail and online channels to purchase products for their animals.

The consortium intends to initiate the next phase of Musti’s development, contributing to enhancing the value proposition and responding to the needs of a growing number of pet owners. To this end, the consortium will benefit from the combination of (1) Sonae’s expertise in omni-channel retail, as well as its resources and geographic reach, which has enabled the successful development of leading retail brands in different markets, and (2) the experience and know-how of the consortium’s partners in omni-channel retail. retail pet products, combined with Musti’s strong management team, ensuring continuity of its values ​​and culture, and (3) Musti’s unique value proposition, supported by its exclusive brands and complementary services, combined with extensive consumer knowledge that is leveraged in the Its exclusive loyalty of over 1.5 million active and repeat customers.

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