Vista Outdoor — Merger or Acquisition (May 2022)
15 slides from Vista Outdoor's merger presentation, May 5, 2022
Slide 1: Vista Outdoor to Separate into Two Independent Companies to Maximize Long-Term Value Creation
Vista Outdoor to Separate into Two Independent Companies to Maximize Long-Term Value Creation May 5, 2022 ©VISTAOUTDOOR
Slide 2: Safe Harbor Statement
Safe Harbor Statement 2 Certain statements in this presentation and other oral and written statements made by Vista Outdoor Inc. (“Vista Outdoor”, “we”, “us” or “our”) from time to time are forward-looking statements, including those that discuss, among other things: Vista Outdoor's intent to separa
Slide 3: Non-GAAP Financial Measures
Non-GAAP Financial Measures 3 Non-GAAP financial measures such as Adjusted EBITDA and Adjusted EBITDA Margin as included in this presentation are supplemental measures that are not calculated in accordance with Generally Accepted Accounting Principles (“GAAP”). Please see the Supplemental Materials
Slide 4: Transaction Overview
Transaction Overview 4 1 Vista Outdoor Inc. (the “Company”) has announced a plan to separate its Outdoor Products and Sporting Products businesses into two independent publicly traded companies to maximize long-term value for shareholders 2 The Company expects to create these companies through a ta
Slide 5: Creates Two Focused, Market-Leading Companies
Outdoor Products Sporting Products Key Brands Investment Thesis High-growth, diversified platform proven to be an acquirer of choice in the attractive outdoor category Market-leading ammunition business, generating attractive cash flow in all environments FY2022 Sales $1.3 Billion $1.7 Billion Capit
Slide 6: Compelling Strategic Rationale for Separation
Compelling Strategic Rationale for Separation Dedicated resources and a strategic focus on specific operational needs and growth drivers Enhanced Strategic Focus with Supporting Resources Operate with a capital allocation strategy that is tailored to its specific business model and growth strategies
Slide 7: Spin-Off is Vista's Transformational Next Step
Spin-Off is Vista’s Transformational Next Step 7 Significant Progress Most Compelling Path Forward Comprehensive Review by Board:Comprehensively Evaluated Various Strategic AlternativesPlan to Separate Unanimously Approved Two Distinct Entities:Maximize Focus and FlexibilityBetter Prioritize Capital
Slide 8: Outdoor Products Snapshot
Outdoor Products Snapshot 8 Outdoor Products Business to be Headquartered in Bozeman, Montana Post-Spin Investment Highlights Key Facts Industry-Leading, Diversified Platform of Iconic Outdoor Brands Strong Acquisition Track Record and Robust Pipeline to Continue toPursue Inorganic Growth Serving a
Slide 9: Outdoor Products is an Acquirer of Choice
Outdoor Products is an Acquirer of Choice 9 Robust Acquisition Track-Record Acquirer of Choice in the Outdoor Products Industry Acquire in Adjacent Spaces Acquire Businesses to which We can Add Value Acquire Great Brands that Resonate with Our Consumer Vigorously Execute Integration and Investment T
Slide 10: Sporting Products Snapshot
Sporting Products Snapshot Sporting Products Business will Continue to be Headquartered in Anoka, Minnesota Post-Spin 10 1 Represents sales of the Sporting Products segment for FY20222 Based on FY2022 Sporting Products sales, Southwick Associates consumer survey3 Represents Adj. EBITDA Margin for Sp
Slide 11: Sporting Products is a Highly Cash Generative Business
Sporting Products is a Highly Cash Generative Business 11 Long-Term Contracts In Place with Leading Government Agencies Margin Improvement Opportunities Low-Cost Routing Between Four Manufacturing Facilities 1 Increased Use of Technology to Maintain Quality 2 Use of Recycled Materials to Reduce Cost
Slide 12: Transaction Details
Transaction Details 12 Tax-Free Spin-off Creating Two Independent Public Companies Capital Structure Plans Capital structure, capital allocation and financial policies tailored to each business, with more detail to be determined closer to the spin-off Tax-free spin-off to U.S. shareholders for U.S.
Slide 13: Supplemental Materials
Supplemental Materials 13
Slide 14: Non-GAAP Reconciliation FY2022 Adj. EBITDA and Adj. EBITDA Margin
Non-GAAP Reconciliation FY2022 Adj. EBITDA and Adj. EBITDA Margin 14 Quarterly Adjusted EBITDA reflects Vista Outdoor’s adjusted earnings before interest and tax, per the Company’s quarterly disclosures, plus depreciation and amortization for the trailing four quarters. Adjusted EBITDA Margin is equ
Slide 15: Non-GAAP Reconciliation FY2019 – FY2022 Adj. EBITDA
Non-GAAP Reconciliation FY2019 – FY2022 Adj. EBITDA 15 1 Represents transaction costs, including accounting, legal and advisor fees, and transition costs, in each case incurred in connection with possible and completed transactions2 Represents cost of goods sold related to the fair value step-up in