Kinetic Group

Vista Outdoor Receives $2+ Billion Offer from an Alternative Party for The Kinetic Group

Retrieved on: 
月曜日, 6月 10, 2024
Retail, Sports, Other Retail, Other Sports, Manufacturing, Outdoors, Other Manufacturing, Acquisition, Foreign investment, Central Time, Committee, LLP, Cravath, Swaine & Moore, Gibson Dunn, CSG, Kinetic Group, Morgan Stanley, Vista Outdoor, MNC, Security (finance)

The $47.75 million break fee payable to Czechoslovak Group a.s. (“CSG”) in the event that Vista Outdoor determined to terminate the merger agreement with CSG and enter into a transaction with the alternative party would be payable by Vista Outdoor.

Key Points: 
  • The $47.75 million break fee payable to Czechoslovak Group a.s. (“CSG”) in the event that Vista Outdoor determined to terminate the merger agreement with CSG and enter into a transaction with the alternative party would be payable by Vista Outdoor.
  • The Company remains bound by the terms of the merger agreement with CSG, and the Vista Outdoor Board continues to recommend the acquisition of The Kinetic Group by CSG.
  • 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.

Vista Outdoor Rejects Unsolicited Indication of Interest from MNC Capital

Retrieved on: 
月曜日, 6月 10, 2024
Other Manufacturing, Sports, Marketing, Golf, Communications, Specialty, Manufacturing, Retail, Outdoors, Acquisition, Multimedia, LLP, Letter, Cravath, Swaine & Moore, Gibson Dunn, CSG, Kinetic Group, Morgan Stanley, Vista Outdoor, MNC

Vista Outdoor Inc. (“Vista Outdoor” or the “Company”) (NYSE: VSTO) today announced that its Board of Directors (the “Board”), following consultation with its financial and legal advisors, has rejected the unsolicited indication of interest received from MNC Capital (“MNC”) on June 6, 2024 pursuant to which MNC expressed interest in acquiring Vista Outdoor in an all-cash transaction for $39.50 per Vista Outdoor share.

Key Points: 
  • Vista Outdoor Inc. (“Vista Outdoor” or the “Company”) (NYSE: VSTO) today announced that its Board of Directors (the “Board”), following consultation with its financial and legal advisors, has rejected the unsolicited indication of interest received from MNC Capital (“MNC”) on June 6, 2024 pursuant to which MNC expressed interest in acquiring Vista Outdoor in an all-cash transaction for $39.50 per Vista Outdoor share.
  • The Vista Outdoor Board has therefore rejected MNC’s latest indication of interest.
  • The full text of the letter to MNC follows:
    I am writing on behalf of Vista Outdoor Inc. (“Vista”) in response to MNC Capital’s (“MNC”) letter dated June 6, 2024, expressing MNC’s interest in pursuing a transaction pursuant to which MNC would acquire Vista in an all-cash transaction for $39.50 per Vista share (the “MNC Third Indication”).
  • Chairman of the Board of Directors of Vista Outdoor Inc.
    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.

MNC Capital Increases All-Cash Offer to Acquire Vista Outdoor to $39.50 Per Share

Retrieved on: 
木曜日, 6月 6, 2024
Finance, Outdoors, Sports, Professional Services, General Sports, Acquisition, Vista Outdoor, VWAP, Lawyer, Safety, Vista, Sale, Transaction, Kinetic Group, MNC

MNC Capital Partners, L.P. today announced that it has submitted an increased all-cash proposal to acquire all of the outstanding shares of Vista Outdoor, Inc. (NYSE: VSTO) for $39.50 per share, or over $3.0 billion.

Key Points: 
  • MNC Capital Partners, L.P. today announced that it has submitted an increased all-cash proposal to acquire all of the outstanding shares of Vista Outdoor, Inc. (NYSE: VSTO) for $39.50 per share, or over $3.0 billion.
  • The revised offer is also an over 30% premium to the last closing price prior to MNC’s initial offer.
  • MNC believes that absent its interest in an acquisition, Vista’s share price would trade back to where it was prior to MNC’s initial offer, which was below $30.00 per share.
  • This is evidenced by Vista’s share price decline of 3% or $1.00 per share following Vista Board’s rejection on May 28, 2024 of MNC’s prior proposal.

Leading Independent Proxy Advisory Firm ISS Recommends Vista Outdoor Stockholders Vote “FOR” the Sale of The Kinetic Group to CSG

Retrieved on: 
月曜日, 6月 3, 2024
Retail, Sports, Other Retail, Manufacturing, Outdoors, General Sports, Other Manufacturing, Morgan Stanley, LLP, Kinetic Group, Vista Outdoor, CSG, Sale, Institutional Shareholder Services, Cravath, Swaine & Moore, ISS, Acquisition, Gibson Dunn, Holding company

Vista Outdoor Inc. (“Vista Outdoor” or the “Company”) (NYSE: VSTO) announced today that leading independent proxy advisory firm Institutional Shareholder Services (“ISS”) recommends stockholders vote “FOR” the proposed sale of Vista Outdoor’s The Kinetic Group business to Czechoslovak Group a.s. (“CSG”).

Key Points: 
  • Vista Outdoor Inc. (“Vista Outdoor” or the “Company”) (NYSE: VSTO) announced today that leading independent proxy advisory firm Institutional Shareholder Services (“ISS”) recommends stockholders vote “FOR” the proposed sale of Vista Outdoor’s The Kinetic Group business to Czechoslovak Group a.s. (“CSG”).
  • Based on the amended merger agreement with CSG, Vista Outdoor stockholders will receive at the closing of the Transaction (a) one share of common stock of Revelyst and (b) $16.00 in cash, in each case, per share of Vista Outdoor common stock.
  • 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.

Vista Outdoor Rejects Unsolicited Indication of Interest from MNC Capital

Retrieved on: 
火曜日, 5月 28, 2024
Other Manufacturing, Sports, Marketing, Golf, Communications, Specialty, Manufacturing, Retail, Outdoors, Carolina Christian College, Vista Outdoor, Letter, MNC, Growth, Acquisition, LLP, Gibson Dunn, Kinetic Group, CSG, Cravath, Swaine & Moore, Morgan Stanley

Vista Outdoor Inc. (“Vista Outdoor” or the “Company”) (NYSE: VSTO) today announced that its Board of Directors (the “Board”), following consultation with its financial and legal advisors, has rejected the unsolicited indication of interest received from MNC Capital (“MNC”) on March 25, 2024 pursuant to which MNC expressed interest in acquiring Vista Outdoor in an all-cash transaction for $37.50 per Vista Outdoor share.

Key Points: 
  • Vista Outdoor Inc. (“Vista Outdoor” or the “Company”) (NYSE: VSTO) today announced that its Board of Directors (the “Board”), following consultation with its financial and legal advisors, has rejected the unsolicited indication of interest received from MNC Capital (“MNC”) on March 25, 2024 pursuant to which MNC expressed interest in acquiring Vista Outdoor in an all-cash transaction for $37.50 per Vista Outdoor share.
  • The full text of the letter to MNC follows:
    I am writing on behalf of Vista Outdoor Inc. (“Vista”) in response to MNC Capital’s (“MNC”) letters dated March 25, 2024, March 29, 2024, April 7, 2024 and May 17, 2024, expressing MNC’s interest in pursuing a transaction pursuant to which MNC would acquire Vista in an all-cash transaction for $37.50 per Vista share (the “MNC Revised Indication”).
  • Chairman of the Board of Directors of Vista Outdoor Inc.
    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.

Vista Outdoor Confirms CSG Increases Purchase Price for The Kinetic Group Business by $50 Million to $1.96 Billion

Retrieved on: 
火曜日, 5月 28, 2024
General Sports, Sports, Other Manufacturing, Specialty, Other Sports, Online Retail, Manufacturing, Retail, Vista Outdoor, CFIUS, Calendar, Transaction, Acquisition, LLP, Gibson Dunn, Kinetic Group, Share repurchase, Foreign investment, Committee, CSG, Hand, Cravath, Swaine & Moore, Morgan Stanley

Vista Outdoor Inc. (“Vista Outdoor” or the “Company”) (NYSE: VSTO) today announced that, on May 27, 2024, it entered into an amendment to the merger agreement with Czechoslovak Group a.s. (“CSG”).

Key Points: 
  • Vista Outdoor Inc. (“Vista Outdoor” or the “Company”) (NYSE: VSTO) today announced that, on May 27, 2024, it entered into an amendment to the merger agreement with Czechoslovak Group a.s. (“CSG”).
  • The amended agreement, among other things, increases the base purchase price payable by CSG for the acquisition of The Kinetic Group business (the “Transaction”) by $50 million from $1.91 billion to $1.96 billion and increases the cash consideration payable to Vista Outdoor stockholders by $3.10 per share of Vista Outdoor Common Stock from $12.90 to $16.00 in cash, a 24% increase.
  • In light of the excess cash generated by Vista Outdoor in its fourth quarter, Vista Outdoor has determined that Vista Outdoor will return approximately $130 million of excess cash to its stockholders as a part of the cash consideration in the Transaction, in addition to the $50 million increase in the base purchase price by CSG that will also be delivered to Vista Outdoor stockholders.
  • 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.

CSG Appoints Paul Lemke as CEO of CSG USA

Retrieved on: 
月曜日, 5月 6, 2024
Kinetic Group, Vista Outdoor, Straight Flush, CSG, Law enforcement, Federal Bureau of Investigation, Fiocchi Munizioni, Knowledge, Government, Firearm, Acquisition, Czechoslovak Group, Growth, Drug

PRAGUE, May 6, 2024 /PRNewswire/ -- Czechoslovak Group ("CSG"), a leading global industrial holding company, has appointed Paul Lemke to serve as Chief Executive Officer of CSG USA, the company's Virginia-based U.S. division. As part of his new role, Mr. Lemke will be responsible for identifying opportunities for growth and innovation and for developing strategic trade relationships with key business segments, including the U.S. Armed Forces, law enforcement and other government agencies. Mr. Lemke has nearly three decades of military and business experience in the firearms and ammunition industries. He served for 20 years in the U.S. Army, working in military diplomacy and security assistance, retiring with the rank of lieutenant colonel.

Key Points: 
  • CSG USA plays a key role in serving the U.S. market and growing global trade opportunities on behalf of CSG.
  • "Paul brings significant experience and knowledge of the U.S. market and our industry and we are pleased to welcome him as CEO of CSG USA," said David Štěpán, Member of the Board of Directors of CSG and CEO of the CSG Ammo+ division.
  • Paul Lemke served for 20 years in the U.S. Army, where he rose to the rank of lieutenant colonel.
  • In March 2024, he joined CSG USA as CEO.

CSG Sends Letter to Senator J.D. Vance Addressing His Concerns Regarding Planned Acquisition of Vista Outdoor’s Sporting Products Business, The Kinetic Group

Retrieved on: 
火曜日, 4月 16, 2024
Contracts, Defense, Military, Kinetic Group, Vista Outdoor, General Dynamics Land Systems, Sale, Army, CSG, Treasury, Raytheon Technologies, Nonsense, History, Vladimir Putin, General Dynamics, Acquisition, Afghan Army, Mining, Government, Czechoslovak Group, Letter, FMG, CFIUS, Arms industry

Vance (R-OH) addressing concerns he raised in a letter to U.S. Treasury Secretary Janet Yellen in connection to CSG’s proposed acquisition of Vista Outdoor Inc.’s (NYSE: VSTO) (“Vista Outdoor”) Sporting Products business – recently renamed The Kinetic Group.

Key Points: 
  • Vance (R-OH) addressing concerns he raised in a letter to U.S. Treasury Secretary Janet Yellen in connection to CSG’s proposed acquisition of Vista Outdoor Inc.’s (NYSE: VSTO) (“Vista Outdoor”) Sporting Products business – recently renamed The Kinetic Group.
  • The full text of the letter can be found below:
    In January, you sent a letter to Treasury Secretary Janet Yellen expressing your concerns about the proposed sale of The Kinetic Group, formerly Vista Outdoor’s Sporting Products business, to our company, The Czechoslovak Group (“CSG”).
  • In your letter, you claimed that CSG is a company with a long record of wrongdoing and well-documented connections to American adversaries.
  • That's why we invite you to visit CSG member companies in the U.S. and Europe to experience first-hand who we really are.

The Czechoslovak Group Highlights the Benefits of Its Planned Acquisition of Vista Outdoor’s Sporting Products Business, The Kinetic Group

Retrieved on: 
月曜日, 4月 8, 2024
Defense, Aerospace, Manufacturing, Military, Government Technology, Other Defense, Contracts, Kinetic, Firearm, Vista Outdoor, Growth, CFIUS, Czechoslovak Group, JPMorgan Chase, Committee, Acquisition, CCI, Foreign investment, Kinetic Group, Fiocchi Munizioni, Plant, CSG, Hart–Scott–Rodino Antitrust Improvements Act, Federal, Federal Trade Commission

CSG also highlighted the benefits of its planned Acquisition:

Key Points: 
  • CSG also highlighted the benefits of its planned Acquisition:
    “CSG is a leading industrial technology company operating across strategic business segments including defense, aerospace, ammunition and mobility.
  • We look forward to successfully closing the Acquisition of The Kinetic Group and becoming the steward of such venerable American brands as Federal, CCI and Remington.
  • CSG understands the special importance to American consumers of the brands that are part of The Kinetic Group.
  • Working alongside Vista Outdoor, we are actively engaged in the process and believe we will secure all required approvals.

CFIUS Accepts Re-filed Notice for Proposed Sale of The Kinetic Group to CSG

Retrieved on: 
木曜日, 3月 28, 2024
Other Manufacturing, Other Sports, General Sports, Sports, Other Retail, Specialty, Manufacturing, Retail, Online Retail, CFIUS, Committee, Acquisition, Foreign investment, Kinetic Group, CSG, Transaction

Vista Outdoor Inc. (“Vista Outdoor”, “we”, “us” or “our”) (NYSE: VSTO) and Czechoslovak Group a.s. (“CSG”) announced today that they have voluntarily withdrawn and re-filed their joint voluntary notice to the Committee on Foreign Investment in the United States (“CFIUS”) to allow CFIUS additional time to conduct diligence on the proposed acquisition by CSG of Vista Outdoor’s The Kinetic Group business (the “Transaction”).

Key Points: 
  • Vista Outdoor Inc. (“Vista Outdoor”, “we”, “us” or “our”) (NYSE: VSTO) and Czechoslovak Group a.s. (“CSG”) announced today that they have voluntarily withdrawn and re-filed their joint voluntary notice to the Committee on Foreign Investment in the United States (“CFIUS”) to allow CFIUS additional time to conduct diligence on the proposed acquisition by CSG of Vista Outdoor’s The Kinetic Group business (the “Transaction”).
  • CFIUS’s acceptance of the re-filed joint voluntary notice has commenced a new review period.
  • As part of its review process, CFIUS can permit parties to voluntarily withdraw and re-file to enable a complete and thorough review by CFIUS.
  • We’re pleased CFIUS accepted our re-filed notice, which will allow the work to continue.