Less than a month before a proposed deal to sell Vista Outdoor’s ammunition group expires, the Anoka-based company’s board officially rejected the latest offer from a competing firm.
As time starts to run out, Vista Outdoor continues to back ammunition group deal with Czech company
The board on Wednesday officially rejected the latest offer from MNC Capital and recommends shareholders approve the CSG deal before an expiration date.
The Minnesota Star Tribune
September 18, 2024 at 10:29PM
MNC Capital, a group of U.S. investors based in Texas, had upped its offer for all of Vista to $43 a share, which would total about $3.2 billion.
The board also stamped its approval on the latest offer from Prague-based Czechoslovak Group (CSG) for the ammunition group, which includes the more than 100-year-old local Federal brand.
The company in a news release said the CSG deal “is the optimal path to deliver the highest value to Vista Outdoor stockholders.”
Last week CSG raised its bid again and said it would acquire a 7.5% interest in the Revelyst — a $150 million investment — in addition to the $2.15 billion it now says it will pay for the Kinetic Group.
A rescheduled special shareholder meeting is set for Sept. 27, but the deal now faces a termination date based on provisions of the original deal with CSG.
The Czech industrial and technology holding company first announced its deal to buy Kinetic on Oct. 16, 2023. That agreement included a termination date of Oct. 15, 2024.
Termination dates are standard in merger and acquisition agreements; deals rarely reach that point.
But the vote on the CSG deal has been adjourned six times as Vista Outdoor has struggled to get shareholder support. Now the deal likely needs to be approved at the Sept. 27 meeting in order to complete the final closing conditions before the Oct. 15 termination date. After the October date, either side can terminate the deal or the deadline could be extended.
The original agreement also included a provision that, if the deal with CSG is not completed, Vista Outdoor could owe CSG a $47.75 million termination fee.
CSG has sweetened its offer multiple times since last year as MNC Capital has made multiple unsolicited bids to acquire all of Vista Outdoor, including Revelyst.
There could still be more twists in a process that Vista Outdoor started in May 2022. The Vista board had urged MNC Capital to make its best and final proposal and said in the release that it is in active discussions with a private equity firm partnered with MNC Capital to separately acquire Revelyst.
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