Vista Outdoor Inc. (NYSE:VSTO) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement
Amendment to the Amended and Restated Credit Agreement
On May 9, 2017, Vista Outdoor Inc. (Vista Outdoor) entered into
the First Amendment (the Amendment) to the Amended and Restated
Credit Agreement (the Credit Agreement), dated as of April 1,
2016, among Vista Outdoor, the lenders party thereto and Bank of
America, N.A., as administrative agent.
the First Amendment (the Amendment) to the Amended and Restated
Credit Agreement (the Credit Agreement), dated as of April 1,
2016, among Vista Outdoor, the lenders party thereto and Bank of
America, N.A., as administrative agent.
to the Amendment, among other things, certain specified financial
covenants (consisting of a maximum consolidated leverage ratio
and a maximum consolidated senior secured leverage ratio) were
amended. The Amendment provides that the Consolidated Leverage
Ratio (as defined in the Credit Agreement) must not exceed the
following levels on the last day of any fiscal quarter for the
following periods: (i) from July 2, 2017 through December 30,
2018, 4.75 to 1.00; (ii) from March 31, 2019 through December 29,
2019, 4.25 to 1.00; and (iii) from March 31, 2020 and thereafter,
4.00 to 1.00. The Amendment also provides that the Consolidated
Senior Secured Leverage Ratio (as defined in the Credit
Agreement) must not exceed the following levels on the last day
of any fiscal quarter for the following periods: (i) from July 2,
2017 through December 30, 2018, 3.50 to 1.00; and (ii) from March
31, 2019 and thereafter, 3.00 to 1.00.
covenants (consisting of a maximum consolidated leverage ratio
and a maximum consolidated senior secured leverage ratio) were
amended. The Amendment provides that the Consolidated Leverage
Ratio (as defined in the Credit Agreement) must not exceed the
following levels on the last day of any fiscal quarter for the
following periods: (i) from July 2, 2017 through December 30,
2018, 4.75 to 1.00; (ii) from March 31, 2019 through December 29,
2019, 4.25 to 1.00; and (iii) from March 31, 2020 and thereafter,
4.00 to 1.00. The Amendment also provides that the Consolidated
Senior Secured Leverage Ratio (as defined in the Credit
Agreement) must not exceed the following levels on the last day
of any fiscal quarter for the following periods: (i) from July 2,
2017 through December 30, 2018, 3.50 to 1.00; and (ii) from March
31, 2019 and thereafter, 3.00 to 1.00.
In addition, the rate at which borrowings under the Revolving
Credit Facility and Term A Facility (each as defined in the
Credit Agreement) bear interest was amended. The Amendment
provides that borrowings shall bear interest at a rate equal to
either the sum of a base rate plus a margin ranging from 0.50% to
1.50% or the sum of a Eurodollar rate plus a margin ranging from
1.50% to 2.50%, with either such margin varying according to
Vistas Consolidated Leverage Ratio. Vista Outdoor is also
required to continue to pay a commitment fee in respect of unused
commitments under the Revolving Credit Facility, if any, at a
rate ranging from 0.25% to 0.45% per annum depending on Vista
Outdoors Consolidated Leverage Ratio.
Credit Facility and Term A Facility (each as defined in the
Credit Agreement) bear interest was amended. The Amendment
provides that borrowings shall bear interest at a rate equal to
either the sum of a base rate plus a margin ranging from 0.50% to
1.50% or the sum of a Eurodollar rate plus a margin ranging from
1.50% to 2.50%, with either such margin varying according to
Vistas Consolidated Leverage Ratio. Vista Outdoor is also
required to continue to pay a commitment fee in respect of unused
commitments under the Revolving Credit Facility, if any, at a
rate ranging from 0.25% to 0.45% per annum depending on Vista
Outdoors Consolidated Leverage Ratio.
The foregoing description of the Amendment is qualified in its
entirety by reference to the actual terms of the Amendment. A
copy of the Amendment is attached hereto as Exhibit 10.1, and is
incorporated by reference herein.
entirety by reference to the actual terms of the Amendment. A
copy of the Amendment is attached hereto as Exhibit 10.1, and is
incorporated by reference herein.
Amendment of the Lake City Agreement and Entry into the
Ammunition Supply Agreement
Ammunition Supply Agreement
On May 5, 2017, Vista Outdoors wholly-owned subsidiary, Federal
Cartridge Company (Federal), reached an agreement with Alliant
Techsystems Operations LLC (Orbital ATK) to amend their long-term
ammunition supply agreement, which expires on February 9, 2018,
and to enter into a new ammunition supply agreement for the
period from February 10, 2018 through September 30, 2020.
Cartridge Company (Federal), reached an agreement with Alliant
Techsystems Operations LLC (Orbital ATK) to amend their long-term
ammunition supply agreement, which expires on February 9, 2018,
and to enter into a new ammunition supply agreement for the
period from February 10, 2018 through September 30, 2020.
The Sixth Addendum to the Ammunition Products Supply Agreement
(APSA) between Federal and Orbital ATK immaterially increases
pricing to be paid from April 1, 2017 through the remaining term
of the APSA ending on February 9, 2018, while eliminating a
certain profit sharing mechanism.
(APSA) between Federal and Orbital ATK immaterially increases
pricing to be paid from April 1, 2017 through the remaining term
of the APSA ending on February 9, 2018, while eliminating a
certain profit sharing mechanism.
The new ammunition supply agreement between Federal and Orbital
ATK (New Ammunition Supply Agreement) provides that for the
period from February 10, 2018, through September 30, 2020,
Orbital ATK will grant Federal a priority right on the
manufacture and supply of certain 5.56mm and .223 caliber
ammunition products manufactured at the Lake City Army Ammunition
Plant in Independence, Missouri (the “Ammunition Products”),
subject to the priority rights of the U.S. Department of Defense.
The New Ammunition Supply Agreement establishes pricing and
adjustment mechanisms for the term of the contract, and allows
Orbital ATK the option to sell ammunition to other commercial
customers under certain circumstances at a price not lower than
the price offered to Federal. In addition, Federal committed to
purchase a minimum amount of Ammunition Products from Orbital ATK
and to not purchase Ammunition Products from anyone other than
Orbital ATK until an established capacity amount is purchased.
ATK (New Ammunition Supply Agreement) provides that for the
period from February 10, 2018, through September 30, 2020,
Orbital ATK will grant Federal a priority right on the
manufacture and supply of certain 5.56mm and .223 caliber
ammunition products manufactured at the Lake City Army Ammunition
Plant in Independence, Missouri (the “Ammunition Products”),
subject to the priority rights of the U.S. Department of Defense.
The New Ammunition Supply Agreement establishes pricing and
adjustment mechanisms for the term of the contract, and allows
Orbital ATK the option to sell ammunition to other commercial
customers under certain circumstances at a price not lower than
the price offered to Federal. In addition, Federal committed to
purchase a minimum amount of Ammunition Products from Orbital ATK
and to not purchase Ammunition Products from anyone other than
Orbital ATK until an established capacity amount is purchased.
In addition to the agreements described above, the relationship
between Vista Outdoor and Orbital ATK includes certain agreements
related to our separation from Orbital ATK in February 2015,
including the Tax Matters Agreement, dated as of February 9, 2015
among Alliant Techsystems Inc. and Vista Outdoor Inc., filed as
Exhibit 2.5 to Vista Outdoor Inc.s Current Report on Form 8-K,
filed with the Securities and Exchange Commission on February 10,
2015.
between Vista Outdoor and Orbital ATK includes certain agreements
related to our separation from Orbital ATK in February 2015,
including the Tax Matters Agreement, dated as of February 9, 2015
among Alliant Techsystems Inc. and Vista Outdoor Inc., filed as
Exhibit 2.5 to Vista Outdoor Inc.s Current Report on Form 8-K,
filed with the Securities and Exchange Commission on February 10,
2015.
Item 2.02 Results of Operations and Financial Condition
On May 11, 2017, Vista Outdoor issued a press release reporting
its financial results for the fiscal year and fiscal quarter
ended March 31, 2017. A copy of the press release is furnished as
Exhibit 99.1 to this report and incorporated herein by reference.
its financial results for the fiscal year and fiscal quarter
ended March 31, 2017. A copy of the press release is furnished as
Exhibit 99.1 to this report and incorporated herein by reference.
Note: Information in this report (including the exhibit)
furnished to Item 2.02 of Form 8-K shall not be deemed to be
filed for the purposes of Section 18 of the Securities Exchange
Act of 1934 or otherwise subject to the liabilities of that
section.
furnished to Item 2.02 of Form 8-K shall not be deemed to be
filed for the purposes of Section 18 of the Securities Exchange
Act of 1934 or otherwise subject to the liabilities of that
section.
Item 7.01. Regulation FD Disclosure
Vista has posted an updated investor presentation dated as of
May 11, 2017 to its website. The investor presentation contains
an overview of the Company and its strategy, including
information related to the Companys financial results. The
investor presentation and any future updates thereto will be
available on the Companys website at
http://investors.vistaoutdoor.com. A copy of the presentation
is attached as Exhibit 99.2 and incorporated by reference
herein.
May 11, 2017 to its website. The investor presentation contains
an overview of the Company and its strategy, including
information related to the Companys financial results. The
investor presentation and any future updates thereto will be
available on the Companys website at
http://investors.vistaoutdoor.com. A copy of the presentation
is attached as Exhibit 99.2 and incorporated by reference
herein.
Note: Information in this report (including the exhibit)
furnished to Item 7.01 of Form 8-K shall not be deemed to be
filed for the purposes of Section 18 of the Securities Exchange
Act of 1934 or otherwise subject to the liabilities of that
section. This report will not be deemed an admission as to the
materiality of any information in the report that is required
to be disclosed solely as a result of the requirements of
Regulation FD. Furthermore, the information provided in this
report and in Exhibit 99.2 hereto shall not be deemed to be
incorporated by reference into any filings of the Company under
the Securities Act of 1933.
furnished to Item 7.01 of Form 8-K shall not be deemed to be
filed for the purposes of Section 18 of the Securities Exchange
Act of 1934 or otherwise subject to the liabilities of that
section. This report will not be deemed an admission as to the
materiality of any information in the report that is required
to be disclosed solely as a result of the requirements of
Regulation FD. Furthermore, the information provided in this
report and in Exhibit 99.2 hereto shall not be deemed to be
incorporated by reference into any filings of the Company under
the Securities Act of 1933.
Item 9.01. Financial Statements and Exhibits
(d) >Exhibits.
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Exhibit
No.
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Description
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10.1
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First Amendment to Credit Agreement, dated as of May
9, 2017, among Vista Outdoor Inc., the lenders party thereto and Bank of America, N.A., as administrative agent. |
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99.1
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Press release, dated May 11, 2017, reporting Vista
Outdoors financial results for the fiscal year and fiscal quarter ended March 31, 2017. |
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99.2
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Investor presentation slides issued by Vista Outdoor
Inc. on May 11, 2017. |
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About Vista Outdoor Inc. (NYSE:VSTO)
Vista Outdoor Inc. is a designer, manufacturer and marketer of consumer products in the outdoor sports and recreation markets. The Company operates through two segments: Shooting Sports and Outdoor Products. Its Shooting Sports segment designs, develops, produces and sources ammunition and firearms for the hunting and sport shooting enthusiast markets, as well as ammunition for local law enforcement, the United States Government and international markets. Its Outdoor Products segment product lines include archery/hunting accessories, global eyewear and sport protection, golf, hydration products, optics, shooting accessories, tactical products and water sports. The Company serves the outdoor sports and recreation markets through a diverse portfolio of over 40 brands. It serves a range of end consumers, including outdoor enthusiasts, hunters and recreational shooters, athletes, as well as law enforcement and military professionals. It offers cooking solutions through Camp Chef brand. Vista Outdoor Inc. (NYSE:VSTO) Recent Trading Information
Vista Outdoor Inc. (NYSE:VSTO) closed its last trading session up +0.77 at 20.54 with 1,740,546 shares trading hands.