Simms to
Anchor New Platform in the Fishing Category Within Vista Outdoor's
Outdoor Products Portfolio
Acquisition Strengthens Vista Outdoor with
Twelfth Power Brand, Adds Approximately $110
Million in Net Sales
ANOKA,
Minn., July 27, 2022 /PRNewswire/ -- Vista
Outdoor Inc. (NYSE: VSTO), the parent company of 39 renowned brands
that design, manufacture and market sporting and outdoor products
to consumers around the globe, today announced the acquisition of
Simms Fishing Products for a purchase price of
$192.5 million. The gross purchase
price includes a net present value of roughly $20 million in future tax benefits. Simms is a premium fishing brand and leading
designer, marketer and manufacturer of waders, outerwear, footwear
and technical apparel.
Headquartered in Bozeman,
Mont., Simms was founded in 1980 and later acquired in 1993 by
K.C. Walsh, its current Executive Chairman. Walsh's initial vision
for Simms was to create the most
beloved brand in sport fishing that could marry his passion for
fishing with his commitment to fisheries conservation. This vision
has endured as Simms is now one of
the most highly innovative fishing gear and apparel companies and a
purpose-driven brand that resonates with consumers across the
globe. The company's products are used by more than 8,500
Simms-sponsored fishing
professionals and are distributed through specialty retail stores,
both domestically and internationally, and directly to consumers
through simmsfishing.com. Fishing continues to be a popular and
highly accessible activity, with more than 55 million fishing
participants in the United States
alone.
"Simms is the perfect fit for
our diversified portfolio of leading, iconic outdoor brands," said
Chris Metz, Vista Outdoor CEO.
"Simms broadens our core
addressable market into the highly attractive fishing category with
a premium, innovative brand with significant room for growth.
Simms will be a central plank in
our long-term growth strategy and will be the anchor of our new
fishing platform within Outdoor Products. Fishing, particularly fly
fishing where Simms has its roots,
is a natural adjacency to our Outdoor Products business and
Simms serves an enthusiast
consumer demographic that has proven to be largely
recession-resistant over time. With a beloved, household name brand
like Simms leading the way, we
believe that we can create a fishing platform that serves the 55
million+ anglers while delivering long-term growth and value for
our shareholders for years to come."
"Equally important, Simms is
the right cultural fit for Vista Outdoor and our soon-to-be-formed
Outdoor Products company. Expanding conservation and access to
natural waters are a core mission for the leaders and employees of
Simms, just as they are for Vista
Outdoor. We share this passion for conserving the places where we
hunt, fish, hike and recreate, and we look forward to applying this
shared ethic to lands and waters across the globe. After the
separation of Vista Outdoor's Sporting and Outdoor Products
segments, Simms will enable the
Outdoor Products segment to become one of the largest, most
diversified outdoor recreation companies in the industry,"
concluded Metz.
The world's best anglers wear Simms as they have developed the largest guide
and ambassador network in the industry and a passionate following
among enthusiast and professional anglers, which together drives
brand awareness, consumer adoption and innovation across its brand
and product categories. This success has enabled Simms to positively impact fisheries
conservation through support for more than 30 conservation
organizations and an unwavering commitment to keep anglers on the
water for generations to come.
"Simms Fishing Products has become the most exciting brand in
sport fishing, driving product innovation with our award-winning
apparel, outerwear, footwear, and accessories," said Walsh.
"Through our high-performance products, we encourage anglers to
spend more time on the water—while advocating for healthy
fisheries, responsible use, and clean water.
"We are thrilled to be joining the Vista Outdoor family of
brands. It is hard to imagine a better partner for Simms. Vista Outdoor is committed to helping
us build continued momentum through operational expertise, access
to growth capital and their Supply Chain and Digital Centers of
Excellence.
"The decision to locate the headquarters of the soon-to-be
separated Outdoor Products segment in Bozeman made our decision even easier, as it
will reinforce Simms'
made-in-Montana heritage and
strong commitment to our local community. We are also closely
aligned with the Vista Outdoor Foundation's commitment to fish
& wildlife conservation and their work with veterans groups.
Joining Vista Outdoor is an exciting new era for Simms and very positive for our 170
Bozeman-based employees and the thousands of Simms retailers around the globe," concluded
Walsh.
Current Simms Chief Executive
Officer Casey Sheahan will continue
to lead day-to-day operations of Simms, and K.C. Walsh will continue as a
strategic advisor and conservation and government affairs advocate.
The current Simms management team
and existing employee base also will remain in place.
Simms will be part of Vista
Outdoor's Outdoor Products segment and will be included in the new
Outdoor Products Company upon the completion of the previously
announced separation.
Details on the Proposed
Transaction
Vista Outdoor has agreed to pay a gross purchase price of
$192.5 million, subject to certain
customary closing adjustments. The gross purchase price includes a
net present value of roughly $20
million in future tax benefits. Simms grew net sales by a compound annual
growth rate of approximately 15% from calendar year 2019 to 2021
and is expected to grow in excess of that in calendar year 2022.
Vista Outdoor expects the transaction to be accretive to earnings,
excluding transaction costs, transition costs and inventory
step-up, in Fiscal Year 2024.
Vista Outdoor expects to finance this acquisition via an
existing ABL credit facility. Vista Outdoor expects to close the
transaction in the second fiscal quarter of FY 2023, subject
to the receipt of regulatory approvals and other customary
closing conditions. Following the closing of this transaction,
Vista Outdoor's leverage ratio is expected to be approximately 1.6
times, well within its target leverage ratio of one to two
times. Vista Outdoor expects to de-lever to roughly 1.5 times by
the end of the fiscal 2023. Furthermore, following the closing of
this transaction, Vista Outdoor does not anticipate additional
material acquisitions prior to the separation.
Robert W. Baird & Co. served as financial advisor and
Perkins Coie LLP served as legal advisor to Simms Fishing
Products.
Reed Smith LLP served as legal advisor to Vista Outdoor in
connection with the transaction.
Additional Materials
For additional information about Simms and the definitive agreement, please
view the Simms Presentation and the Simms Infographic by viewing
http://investors.vistaoutdoor.com/event.
Vista Outdoor plans to report its first quarter fiscal year 2023
financial results on Wednesday, July 27,
2022, at 5:00 p.m. EDT, which
is earlier than previously announced considering the dual
announcements of the quarter.
In addition to the first quarter fiscal year 2023 results, which
will be published on Vista Outdoor's website, the company expects
to discuss its outlook and financial guidance and may discuss
matters of strategy during the earnings conference call which will
be held on Thursday July 28, 2022, at
9:00 a.m. EDT, as previously
communicated.
Please refer to our press release titled 'Vista Outdoor to
Release First Quarter Fiscal 2023 Financial Results' for the
earnings webcast and replay information.
About Simms Fishing
Since 1980, Simms Fishing has created products that inspire you
to fish. We use our hands to craft groundbreaking gear that's built
to fish harder and go farther. Our products serve a higher purpose.
Fishing is fishing, but more importantly, gear that performs at the
highest level allows all anglers to embrace the overall fishing
experience and all the unique nuances that occur before and after
the catch. And as fishing has advanced, so too have we, into a
state-of-the-art design and manufacturing hub, where innovators
converge in Bozeman, Montana, to
form a diverse, creative family. For more, visit
www.simmsfishing.com.
About Vista Outdoor Inc.
Vista Outdoor (NYSE: VSTO) is the parent company of more than
three dozen renowned brands that design, manufacture and market
sporting and outdoor products. We serve a broad and diverse range
of consumers around the globe, including outdoor enthusiasts,
golfers, cyclists, backyard grillers, campers, hunters,
recreational shooters, athletes, as well as law enforcement and
military professionals. Our reporting segments, Outdoor Products
and Sporting Products, provide these consumers with a wide range of
performance-driven, high-quality and innovative outdoor and
sporting products. Our operating model leverages shared resources
across brands to achieve levels of excellence and performance that
would be out of reach for any one brand on its own. Brands include
Remington Ammunition, Bushnell, CamelBak, Bushnell Golf, Foresight
Sports, Fiber Energy Products, Bell Helmets, Camp Chef, Giro,
QuietKat, Stone Glacier, Federal Ammunition and more. Vista Outdoor
products are sold at leading retailers and distributors across
North America and worldwide. For
news and information, visit our website at
www.vistaoutdoor.com.
Forward-Looking
Statements
Some of the statements made and information contained in this
report, excluding historical information, are "forward-looking
statements," including those that discuss, among other things: our
plans, objectives, expectations, intentions, strategies, goals,
outlook or other non-historical matters; projections with respect
to future revenues, income, earnings per share or other financial
measures for Vista Outdoor; and the assumptions that underlie these
matters. The words "believe," "expect," "anticipate," "intend,"
"aim," "should" and similar expressions are intended to identify
such forward-looking statements. To the extent that any such
information is forward-looking, it is intended to fit within the
safe harbor for forward-looking information provided by the Private
Securities Litigation Reform Act of 1995. Numerous risks,
uncertainties and other factors could cause our actual results to
differ materially from the expectations described in such
forward-looking statements, including the following: supplier
capacity constraints, production or shipping disruptions or quality
or price issues affecting our operating costs; the supply,
availability and costs of raw materials and components; increases
in commodity, energy, and production costs; seasonality and weather
conditions; our ability to complete acquisitions, realize expected
benefits from acquisitions and integrate acquired businesses;
reductions in or unexpected changes in or our inability to
accurately forecast demand for ammunition, accessories, or other
outdoor sports and recreation products; disruption in the service
or significant increase in the cost of our primary delivery and
shipping services for our products and components or a significant
disruption at shipping ports; risks associated with diversification
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 to third-party technology; our ability to attract
and retain key personnel; disruptions caused by catastrophic
events; risks associated with our sales to significant retail
customers, including unexpected cancellations, delays, and other
changes to purchase orders; our competitive environment; our
ability to adapt our products to changes in technology, the
marketplace and customer preferences, including our ability to
respond to shifting preferences of the end consumer from brick and
mortar retail to online retail; our ability to maintain and enhance
brand recognition and reputation; others' use of social media to
disseminate negative commentary 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 extensive
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 in the current tariff
structures; changes in tax rules or pronouncements; capital market
volatility and the availability of financing; foreign currency
exchange rates and fluctuations in those rates; general economic
and business conditions in the United
States and our markets outside the
United States, including the war in Ukraine and the imposition of sanctions on
Russia, conditions affecting
employment levels, consumer confidence and spending, conditions in
the retail environment, and other economic conditions affecting
demand for our products and the financial health of our customers;
and risks related to our Planned Separation. You are cautioned not
to place undue reliance on any forward-looking statements we make.
A more detailed description of risk factors that may affect our
operating results can be found in Part 1, Item 1A, Risk Factors, of
our Annual Report on Form 10-K for fiscal year 2022 and in the
filings we make with Securities and Exchange Commission (the "SEC")
from time to time. We undertake no obligation to update any
forward-looking statements, except as otherwise required by
law.
Media
Contact:
|
Investor
Contact:
|
|
|
Eric Smith
|
Shelly
Hubbard
|
Phone:
901-573-9156
|
Phone:
612-518-5406
|
E-mail:
media.relations@vistaoutdoor.com
|
E-mail:
investor.relations@vistaoutdoor.com
|
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SOURCE Vista Outdoor Inc.