Vista Receives Another Unsolicited Buy-Out Offer

An investment firm made an unsolicited bid for that values the maker of sporting goods and ammunition at $2.9 billion including debt.

MNC Capital Partners proposed buying Vista for $35 a share in cash, according to a letter to the company’s board dated Feb. 19.

Vista’s board has been reviewing the offer but has yet to agree to anything with Colleyville, Texas-based MNC. The investment firm made its proposal public Friday in a move that could put pressure on Vista’s board. Vista shares jumped more than 6% on the news.

At the time of the proposal, Vista’s share price was trading below $30 per share. It closed Thursday at $31.20, giving the company a market capitalization of $1.8 billion.

MNC said its offer would be superior to the company’s previously announced plans to sell its sporting-goods business, which includes ammunition brands such as Remington, to Czech defense company Czechoslovak Group for $1.91 billion.

The investment firm, whose Mark Gottfredson sat on Vista’s board until he resigned in January, said its offer would allow the sporting-products business and the national-security assets to remain under U.S. ownership, removing the need for a so-called Cfius review.

Anoka, Minn.-based Vista said last year that once its deal with the Czech defense company closed, it would rebrand its outdoor-products brands, which include CamelBak and Bushnell Golf, as Revelyst.

In November, firearms manufacturer Colt CZ Group sought to disrupt the deal with Czechoslovak Group, making its own unsolicited offer to buy all of Vista for $30 a share. Vista rejected the offer, saying it undervalued the company and wasn’t as favorable as the deal with Czechoslovak Group.

In 2022, Vista said it planned to spin off the outdoor-products business, before receiving the Czech offer. In a press release, Vista stated…

Vista Outdoor’s Board of Directors has not made any determination with respect to the MNC Indication within the framework contemplated by the existing merger agreement with CSG, which remains in effect, nor has it changed its recommendation in support of the acquisition of its Sporting Products business by CSG.

Vista Outdoor’s Board of Directors is carefully reviewing the MNC Indication, in accordance with its fiduciary duties and its obligations under the existing merger agreement with CSG, in consultation with its financial and legal advisors. Vista Outdoor’s Board of Directors remains committed to acting in the best interests of Vista Outdoor stockholders.

Vista Outdoor stockholders do not need to take any action at this time.

Morgan Stanley & Co. LLC is acting as sole financial adviser to Vista Outdoor and Cravath, Swaine & Moore LLP is acting as legal adviser to Vista Outdoor. Moelis & Company LLC is acting as sole financial adviser to the independent directors of Vista Outdoor and Gibson, Dunn & Crutcher LLP is acting as legal adviser to the independent directors of Vista Outdoor.