Vista Outdoor Inc. completed the Spin-Off of Outdoor products of Vista Outdoor Inc.
November 26, 2024
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The Board of Vista Outdoor Inc. (NYSE:VSTO) intent to spin-off Outdoor products of Vista on May 5, 2022. On October 15, 2023, Vista Outdoor Inc. entered into an Agreement and Plan of Merger with Revelyst, Inc. The board of Vista have decided to to separate its Outdoor Products and Sporting Products segments into two independent, publicly-traded companies. Vista Outdoor anticipates that the transaction will be in the form of a distribution to its shareholders of 100% of the stock of Outdoor Products, which will become a new, independent publicly traded company. The distribution ratio is 1:1. Following a thorough assessment of Vista Outdoor?s businesses, operations and value creation opportunities, the Board determined that a spin-off of its Outdoor Products business would unlock significant value. Following the separation, Outdoor Products (to be renamed at a later date) segment will be an industry-leading platform of outdoor brands including CamelBak, Bell, Giro, Camp Chef, Bushnell, Bushnell Golf, Foresight Sports, Stone Glacier and QuietKat. As an independent company, Sporting Products will continue to focus on ammunition categories through its renowned brands including Federal, Remington, CCI, Speer, Estate Cartridge and HEVI-Shot.
For Fiscal year March 31, 2022, Outdoor product segment had sale of $1.3 billion, EBIT of $164 million & EBIDTA of $206 million. Outdoor Products will be led by Chris Metz as Chief Executive Officer and Sudhanshu Priyadarshi as Chief Financial Officer following completion of the separation. Eric Nyman has been hired as CEO of Outdoor Products. Outdoor Products will be headquartered in Bozeman, Montana. As a result of the separation, Outdoor Products and Sporting Products businesses will have resources, management teams and capital allocation priorities tailored to their respective strategic goals. Board of Directors unanimously approved a plan to separate its Outdoor Products and Sporting Products segments into two independent, publicly traded companies. As of October 5, 2023, Outdoor Products will be named Revelyst, Inc. As of October 23, 2023, Jung Choi will serve as General Counsel and Corporate Secretary for Revelyst.
Transaction is subject to final approval by the Company?s Board of Directors, a Form 10 registration statement being declared effective by the U.S. Securities and Exchange Commission, regulatory approvals and satisfaction of other conditions. There can be no assurance regarding the ultimate timing of the proposed transaction or that the transaction will be completed. As of March 25, 2024, the registration statement on Form S-4 has been declared effective. Vista Outdoor currently expects the transaction will be completed in calendar year 2023. As of July 26, 2023, the transaction is expected to complete in Q4 of calendar year 2023. As of October 21, 2024, shareholders meeting is scheduled to be held on November 25, 2024.
Morgan Stanley & Co. LLC is acting as sole financial advisor and Cravath, Swaine & Moore LLP is acting as legal advisor to Vista Outdoor. Computershare Trust Company, National Association acted as a transfer agent in the transaction. Moelis & Company LLC and Morgan Stanley & Co. LLC provided the fairness opinion on the transaction.
Vista Outdoor Inc. completed the Spin-Off of Outdoor products of Vista Outdoor Inc. on November 27, 2024.
Revelyst, Inc. is engaged in designing and manufacturing of performance gear and precision technologies. Its category-defining brands leverage meticulous craftsmanship and cross-collaboration to pursue new innovations that redefine what is humanly possible in the outdoors. It operates through three operating and reportable segments: Revelyst Adventure Sports, Revelyst Outdoor Performance and Revelyst Precision Sports Technology. Its Revelyst Adventure Sports segment consists of protective gear and apparel, footwear, hydration and e-mobility brands. Its Revelyst Outdoor Performance segment consists of fishing, lifestyle and technical apparel, outdoor accessories, outdoor cooking and performance gear brands. Its Revelyst Precision Sports Technology segment consists of golf technology brands. It has manufacturing and distribution facilities in the United States, Canada, Mexico and Puerto Rico along with international customer service, sales and sourcing operations in Asia and Europe.