Vista Outdoor Inc. - VSTO STOCK NEWS

Vista Outdoor (NYSE: VSTO) reported Q2 FY2025 results with sales of $666 million and operating income of $66 million. The company's Revelyst segment posted sales of $315 million with operating income of $21 million, while The Kinetic Group achieved sales of $351 million with operating income of $87 million. The Board has scheduled a Special Meeting for November 25, 2024, for stockholders to vote on the sale of The Kinetic Group to CSG. The combined transactions with CSG and SVP are expected to deliver approximately $45.001 per share to stockholders. Total debt decreased by $45 million to $590 million, with net debt of $553 million.

Vista Outdoor (NYSE: VSTO) has scheduled a special stockholders meeting for November 25, 2024, at 9 a.m. Central Time to vote on the merger with Czechoslovak Group (CSG). The company has received all necessary regulatory approvals for the CSG Transaction, pending stockholder approval and other closing conditions. The Board unanimously recommends voting 'FOR' the merger. Additionally, the previously announced Strategic Value Partners (SVP) acquisition of Revelyst is contingent upon the CSG Transaction's completion and requires no separate stockholder approval.

Vista Outdoor Inc. (NYSE: VSTO) has announced it will release its second-quarter Fiscal 2025 financial results on Wednesday, Nov. 6, after the market closes. The company has decided not to hold a conference call to discuss these results due to two pending merger agreements:

1. A merger agreement with Czechoslovak Group a.s. to acquire The Kinetic Group

2. A merger agreement with Strategic Value Partners to acquire Revelyst

Both of these merger agreements were previously announced on Oct. 4. This decision to forgo the usual conference call is likely due to the ongoing nature of these merger processes and potential limitations on discussing details during this period.

Revelyst, a segment of Vista Outdoor Inc. (NYSE: VSTO), has entered into an agreement with Strategic Value Partners, (SVP) for SVP-managed funds to acquire Revelyst in an all-cash transaction valued at $1.125 billion. The deal is expected to close by January 2025, subject to the completion of the $2.225 billion CSG Transaction and regulatory approvals.

Revelyst, a collective of world-class maker brands in outdoor gear and precision technologies, includes brands such as Foresight Sports, Bushnell Golf, Fox, Bell, Giro, CamelBak, Bushnell, and Simms Fishing. The company operates three platforms: Revelyst Adventure Sports, Revelyst Outdoor Performance, and Revelyst Precision Sports Technology.

The acquisition aims to capitalize on increasing demand for outdoor activities and gear, leveraging Revelyst's market presence to drive long-term growth and profitability. SVP plans to support Revelyst with its full operating resources and network to accelerate the company's success.

Vista Outdoor has entered into a definitive agreement with Strategic Value Partners (SVP) to sell Revelyst for $1.125 billion. This transaction is contingent upon the completion of the CSG Transaction, where Czechoslovak Group (CSG) will acquire The Kinetic Group for an increased price of $2.225 billion. Together, these transactions represent an enterprise value of $3.35 billion for Vista Outdoor and will deliver an estimated $45 per share in cash to stockholders.

The SVP Transaction is expected to close by January 2025, while the CSG Transaction is prepared to close prior to the end of 2024. Vista Outdoor stockholders will receive $25.75 in cash per share and one share of Revelyst common stock for each Vista Outdoor share. SVP will then pay Revelyst stockholders an estimated $19.25 in cash per share of Revelyst common stock.

Foresight Sports, a Revelyst brand specializing in golf enhancement technologies, and Uneekor, a manufacturer of golf simulator technologies, have reached a licensing agreement for Foresight Sports' patents related to portable golf launch monitor screen technology. This agreement allows Uneekor to use Foresight Sports' patented technologies in their products.

Foresight Sports, known for its innovation in portable golf launch monitors since 2010, has been a significant contributor to the industry. Uneekor, primarily focused on stationary overhead-mounted launch monitors, has recently expanded into portable launch monitor technology.

The agreement acknowledges the value of Foresight Sports' patented technologies and enables both companies to continue developing their respective products without changing their methodologies for tracking and ball flight algorithms. This collaboration demonstrates the industry's respect for intellectual property and commitment to technological advancement in golf simulation and analysis.

Czechoslovak Group (CSG) reaffirms its commitment to acquire Vista Outdoor's The Kinetic Group for $2.15 billion and invest $150 million in Revelyst. CSG urges Vista Outdoor stockholders to vote in favor of the transaction at the October 9th special meeting, emphasizing it's the last opportunity before the October 15th termination date. CSG won't agree to further adjournments.

CSG is in dialogue with Vista Outdoor and a private equity firm regarding a potential sale of Revelyst, separate from MNC Capital. However, CSG notes challenges with the private equity firm's latest proposal, which would require unfavorable amendments to CSG's agreement with Vista Outdoor. While discussions continue, CSG cautions that significant obstacles remain.

Vista Outdoor Inc. (NYSE: VSTO) has announced the adjournment of its special meeting of stockholders to October 9, 2024, at 9:00 am (Central Time). The meeting aims to vote on and approve the merger with Czechoslovak Group a.s. (CSG). The company is actively discussing with CSG and a private equity firm partnered with MNC Capital regarding a potential sale of Revelyst.

The Board of Directors unanimously recommends stockholders vote 'FOR' the CSG Transaction. October 9th is the last possible date for the special meeting before the merger agreement's termination date of October 15th. The Board remains committed to maximizing value for stockholders.

Stockholders needing assistance can contact Innisfree M&A Incorporated. Morgan Stanley & Co. and Cravath, Swaine & Moore LLP are advising Vista Outdoor, while Moelis & Company and Gibson, Dunn & Crutcher LLP are advising the independent directors.

Gates Capital Management, owning 9.6% of Vista Outdoor Inc. (NYSE: VSTO), has announced its intention to vote AGAINST the proposed sale of The Kinetic Group to Czechoslovak Group a.s. (CSG). This decision aligns with the recommendation of Institutional Shareholder Services (ISS), which suggests that selling both The Kinetic Group and Revelyst in an all-cash transaction would be the best outcome for shareholders.

Gates Capital highlights that a private equity firm has recently offered $1.1 billion in cash for Revelyst, but this offer would not be available after the CSG transaction closes. The current CSG proposal is viewed as unfavorable as it would prevent the potential sale of Revelyst and expose shareholders to execution risks associated with a standalone Revelyst. Gates Capital encourages Vista to negotiate an all-cash offer for the entire company to benefit all shareholders.