Vista Outdoor Inc. (NYSE:VSTO) entered into a definitive agreement to acquire Foresight Sports Inc. from Scott Werbelow, Scott Wilson, Jon Watters, John W. Hoffee and Chris Kiraly for approximately $500 million on September 9, 2021. The Deal Value is subject to certain customary closing adjustments, indebtness and includes contingent incentives of up to $25 million, upon the achievement of certain net sales targets. The gross purchase price includes a net present value of roughly $60 million in future tax benefits. Vista Outdoor expects to use cash on hand available liquidity under its asset-based revolving credit facility, which is currently undrawn, to complete this transaction. Vista Outdoor expects the transaction to be immediately accretive to earnings, excluding transaction and transition costs. The completion of the transaction is subject to certain customary closing conditions, including, but not limited to: (i) the absence of any order or action by any court or governmental authority that prohibits or renders ilegal the consummation of the Transaction, and (ii) the receipt of all necessary governmental and/or regulatory permits and authorizations, including those required under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the ?HSR Act?), or other antitrust laws, and the expiration of any applicable waiting periods under the HSR Act or applicable antitrust laws. The transaction is expected to complete on third fiscal quarter of FY 2022. PricewaterhouseCoopers Corporate Finance LLC served as financial advisor and Jeffrey P. Higgins, Mark M. Foster, Gina M. Marek and Heather N. Aune of Gunderson Dettmer, LLP served as a legal advisor to Foresight Sports. Christopher M. Sheaffer, Anatoliy Rozental, and James R. Tandler of Reed Smith LLP served as legal advisors to Vista Outdoor in connection with the transaction.