Leading Independent Proxy Advisory Firms ISS and Glass Lewis Recommend Vista Outdoor Stockholders Vote ‘FOR’ the CSG Transaction

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Board of Directors Urges Stockholders to Vote "FOR" the CSG Transaction at Special Meeting of Stockholders on November 25, 2024

ANOKA, Minn., November 14, 2024--(BUSINESS WIRE)--Vista Outdoor Inc. ("Vista Outdoor" or the "Company") (NYSE: VSTO) announced that both leading independent proxy advisory firms Institutional Shareholder Services ("ISS") and Glass Lewis & Co. ("Glass Lewis") have updated their reports to recommend Vista Outdoor stockholders vote "FOR" the transaction with Czechoslovak Group a.s. ("CSG") to acquire The Kinetic Group for $2.225 billion (the "CSG Transaction").

The CSG Transaction will deliver to Vista Outdoor stockholders $25.75 in cash and one share of Revelyst common stock for each share of Vista Outdoor common stock they hold. Following the closing of the CSG Transaction, Revelyst will begin trading on the New York Stock Exchange under the ticker "GEAR". Subject to the receipt of necessary regulatory approvals and satisfaction of other customary closing conditions, funds managed by Strategic Value Partners, LLC ("SVP") will subsequently acquire Revelyst in an all-cash transaction based on an enterprise value of $1.125 billion (the "SVP Transaction"). The SVP Transaction is expected to close by January 2025. Together, the CSG Transaction and the SVP Transaction represent an enterprise value of $3.35 billion for Vista Outdoor and will deliver an estimated $45 per share in cash to Vista Outdoor stockholders.1

Vista Outdoor issued the following statement:

We are pleased that ISS and Glass Lewis recognize the tremendous value we have unlocked for our stockholders through our Board’s robust process. The CSG Transaction delivers significant cash consideration to stockholders, while providing an ideal home for our leading ammunition brands. We are confident the CSG Transaction and SVP Transaction together maximize stockholder value, and we look forward to completing the CSG Transaction in the coming weeks.

ISS stated in its updated report dated November 4, 20242:

  • "…the company now has an agreement in place to sell Revelyst to SVP in an all-cash transaction, in which shareholders are expected receive an estimated $19.25 per share. Although the deal with SVP is subject to the completion of the CSG transaction and the receipt of regulatory approvals, this agreement provides better value certainty relative to the potential range of trading values if Revelyst trades without a deal in place."

  • "This option is now available with an estimated combined $45.00 per share in cash, subject to completion of the agreed deals with CSG and SVP. As such, shareholders are now recommended to vote for the proposed transaction."

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