Core Viewpoint - The company believes that the $42 all-cash offer from MNC is superior to the revised proposal from CSG for The Kinetic Group and urges immediate negotiations with MNC [1][10]. Financial Results and Analysis - Preliminary Q1 2025 financial results indicate that selling the entire company would provide better returns for shareholders than divesting The Kinetic Group [3]. - MNC's proposal includes an additional $900 million for Revelyst, which generated approximately $40 million in EBITDA for the last twelve months, suggesting a valuation of about 22x LTM EBITDA for Revelyst [7]. - Recent trends show a decline in sales by over 13%, a nearly 200 basis point drop in EBITDA margin, and negative segment operating income for Revelyst, making a spin-off less attractive [7]. Shareholder Engagement - Gates Capital Management, owning approximately 9.6% of Vista, encourages shareholders to express their support for the MNC offer to the Board of Directors [2][10]. - There is a call for a more current record date for voting, as the current date of April 1, 2024, does not accurately reflect the current shareholder base [11]. Proxy Advisory Recommendations - Institutional Shareholder Services (ISS) has recommended that shareholders vote against the latest CSG merger proposal [3].
GATES CAPITAL MANAGEMENT BELIEVES $42 ALL-CASH OFFER FOR VISTA OUTDOOR IS SUPERIOR TO THE PROPOSED SALE OF THE KINETIC GROUP TO CSG