Vista Outdoor Announces Closing of Acquisition of Fox Racing


Fox Racing complements Vista Outdoor’s existing brand portfolio and expands its leadership positions in motocross and mountain bike helmets, protective gear and apparel

The acquisition strengthens the outdoor segment and adds approx. $350 million In revenue

ANOKA, Minn., August 8, 2022 /PRNewswire/ — Vista Outdoor Inc. (NYSE: VSTO), the parent company of 40 renowned brands that design, manufacture and market sports and outdoor products to consumers around the world, today announced the closing of its acquisition of Irvine, California.-based Fox Racing for the purchase price of $540 millionwith extra potential $50 million earn-out based on Fox Racing’s financial performance. The addition of Fox Racing, a global icon of performance motocross, ATV and lifestyle gear for adventure enthusiasts, allows Vista Outdoor to add another class-leading brand to its portfolio. while maintaining a strong balance sheet and reinvesting in its existing businesses to drive organic growth.

“We are thrilled to welcome Fox Racing to the Vista Outdoor family,” said Chris Metz, CEO, Vista Outdoor. “This legendary brand brings us into one of the most passionate sports bases with motocross and expands our footprint in mountain biking. Fox Racing is in synergy with our existing action sports business unit, which includes Bell Helmets, Giro, Blackburn, Krash, Copilot and Raskullz The addition of Fox Racing to our portfolio will allow us to target multiple consumer demographics across mountain and road biking, ski/snowboard and powersports. With the acquisition of Fox Racing now complete and the planned acquisition of Simms Fishing Products announced, we are continuing to successfully execute our strategy of using accretive acquisitions to expand our leadership positions across all categories, while improving our ability to capitalize on long-term growth opportunities in outdoor recreation.”

For 50 years, Fox Racing has been a leading voice in the motocross and adventure community, with a dedicated consumer base and talented group of employees who embody the brand’s mission to “honor yesterday, conquer today and invent tomorrow”. Fox Racing’s deep history of producing innovative gear that takes racers and explorers to new heights aligns perfectly with Vista Outdoor’s existing portfolio of leading outdoor brands. Fox Racing increased its net sales by a compound annual growth rate of approximately 20% from calendar year 2019 to 2021 and is expected to increase approximately another 20% in calendar year 2022.

Jeffrey McGuane, CEO of Fox Racing, continues to lead the brand with current members of the Fox Racing management team. Fox Racing is now part of the outdoor products segment of Vista Outdoor and will be included in the new outdoor products company once the previously announced separation is complete.

Transaction Details
Vista Outdoor paid a gross purchase price of $540 million, subject to certain customary closing adjustments and not including conditional incentives of up to $50 million, upon the achievement of certain EBITDA targets. For calendar year 2022, Fox Racing’s full-year net sales and adjusted EBITDA are expected to be approximately $350 million and $55 million, respectively. Vista Outdoor expects the transaction to be immediately accretive to earnings, excluding transaction costs, transition costs and increased inventory.

Vista Outdoor financed this acquisition through a combination of a $600 million asset-based revolving credit facility, which will replace Vista Outdoor’s existing asset-based revolving credit facility, and a loan facility guaranteed term of $350 million. Vista Outdoor’s leverage ratio remains well below the target leverage ratio of one to two times.

About Fox Racing
Since 1974, when Geoff Fox first introduced the world to our iconic logo, Fox Racing has been a family affair. Not just in name – a legacy that lives on to this day – but the idea of ​​celebrating and sharing the passion for life on two wheels with the world. This is what drives us, inspires us and brings us together. Because “skulk” is more than just a word for a fox family, it’s adventure, friend loyalty, and everything that happens along the way.

About Vista Outdoor Inc.
Vista Outdoor (NYSE: VSTO) is the parent company of more than three dozen renowned brands that design, manufacture and market sports and outdoor products. We serve a wide range of consumers worldwide, including outdoor enthusiasts, golfers, cyclists, backyard grillers, campers, hunters, recreational shooters, athletes, as well as law enforcement. order and military professionals. Our reporting segments, Outdoor Products and Sporting Goods, offer these consumers a wide range of innovative, high-quality and performance-oriented outdoor and sporting products. Our operating model relies on shared resources between brands to achieve levels of excellence and performance that would be out of reach for a single brand in isolation. Brands include Remington Ammunition, Bushnell, CamelBak, Bushnell Golf, Foresight Sports, Fox Racing, Bell Helmets, Camp Chef, Giro, QuietKat, Stone Glacier, Federal Ammunition and more. Vista Outdoor products are sold at major retailers and distributors in North America and around the world. For news and information, visit our website at www.vistaoutdoor.com.

Forward-looking statements
Certain of the statements made and information contained in this report, excluding historical information, are “forward-looking statements,” including those that address, among other things, our plans, objectives, expectations, intentions, strategies, goals, perspectives or other non-historical issues; projections regarding future revenues, income, earnings per share or other financial measures for Vista Outdoor; and the assumptions underlying these questions. The words “believe”, “expect”, “anticipate”, “intend”, “aim”, “should” and similar expressions are intended to identify such forward-looking statements. To the extent that such information is forward-looking, it is intended to fall within the safe harbor of forward-looking information provided by the Private Securities Litigation Reform Act of 1995. Many risks, uncertainties and other factors could cause our actual results may differ materially from the expectations described in these forward-looking statements, including the following: supplier capacity constraints, production or shipping disruptions, or quality or pricing issues affecting our operating costs; the supply, availability and costs of raw materials and components; increases in raw material, energy and production costs; seasonality and weather conditions; our ability to complete acquisitions, realize the expected benefits of acquisitions and integrate acquired businesses; unexpected reductions or changes or our inability to accurately forecast demand for ammunition, accessories or other outdoor sports and recreation products; a disruption in service or a significant increase in the cost of our primary delivery and shipping services for our products and components or a significant disruption in shipping ports; risks associated with diversifying into new international and commercial markets, including regulatory compliance; our ability to take advantage of growth opportunities in international and commercial markets; our ability to obtain and maintain licenses for third-party technologies; our ability to attract and retain key personnel; disruptions caused by catastrophic events; risks associated with our sales to large retail customers, including unexpected cancellations, delays and other purchase order changes; our competitive environment; our ability to adapt our products to changes in technology, market and customer preferences, including our ability to meet changing end-consumer preferences from physical retail to online retail; our ability to maintain and improve our brand awareness and reputation; others’ use of social media to post negative comments about us, our products and boycotts; the outcome of contingencies, including with respect to litigation and other proceedings relating to intellectual property, product liability, warranty liability, personal injury and environmental remediation; our ability to comply with numerous federal, state and international laws, rules and regulations; changes in laws, rules and regulations relating to our business, such as federal and state ammunition regulations; risks associated with cybersecurity and other industrial and physical security threats; interest rate risk; changes to current rate structures; changes in tax rules or reporting; capital market volatility and availability of financing; foreign currency exchange rates and fluctuations in such rates; general economic and business conditions in the United States and in our markets outside the United States, including the war in Ukraine and the imposition of sanctions against Russia, conditions affecting employment levels, consumer confidence and spending, conditions in the retail environment and other conditions economics affecting demand for our products and the financial health of our customers; and the risks associated with our planned separation. You are cautioned not to place undue reliance on any forward-looking statements we make. A more detailed description of the risk factors that could affect our results of operations can be found in Part 1, Item 1A, Risk Factors, of our Annual Report on Form 10-K for Fiscal 2022 and in the documents that we file with the Securities and Exchange Commission. (the “SEC”) from time to time. We undertake no obligation to update forward-looking statements, except as otherwise required by law.

SOURCEVista Outdoor Inc.

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