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Cfius Clears Controversial Vista-Czech Group Transaction

Published: June 28th, 2024
Vista hints at national security conditions in announcement of key approval from Washington that could crater MNC Capital’s rival bid for all of the outdoor sports products and weapons company.

The Committee on Foreign Investment in the U.S. approved the controversial $2 billion sale of the weapons division of Vista Outdoor Inc. (VSTO) to Prague-based Czechoslovak Group on Tuesday, June 25, despite fierce opposition fueled by MNC Capital Partners LP, a private equity firm with a competing bid for all of Vista.

Vista hinted that conditions were imposed by the Treasury-led panel, whose members include agencies such as the departments of Defense, Justice and Homeland Security that also are major customers. “There are no unresolved national security concerns,” Vista said in a release.

The Deal reported this month that a path to clearance involved Washington’s imposition of a supply assurance agreement designed to ensure CSG would continue to fulfill government contracts to provide millions of dollars worth of ammunition annually to U.S. buyers.

The clearance was granted after the nine-member panel conducted a lengthy investigation that signaled the Biden administration had reservations about allowing a foreign company to control manufacturing of bullets, gunpowder and weapons relied on by law enforcement and federal agencies.

Remington Arms Co. LLC, Federal Ammunition and CCI Ammunition are among the Vista brands to be owned by the Czech defense giant, which has more than 100 companies and 100,000 employees worldwide.

In Vista’s announcement, Michael Callahan, chairman of the board of directors, made an oblique reference to mitigation.

“The Cfius process involved a thorough review and investigation of the transaction by numerous U.S. government departments and agencies with a range of national security and other mandates,” he said.

On Wednesday, MNC Capital, headquartered near Dallas, upped its bid for all of Vista to $3.2 billion in a last-ditch effort to convince the Anoka, Minn.-based company to abandon the deal with the Czech Group.

MNC sought to boost its unsolicited offer by raising doubts in Washington about CSG with accusations of troubling ties to Russia and China and the potential for supply chain disruptions.

The firm was able to corral opposition from prominent Republican senators, former Secretary of State Mike Pompeo and nonprofits representing sheriffs and police officers, among others, but that wasn’t enough to convince Cfius to recommend a block.

Czechoslovak Group had sought to reassure skeptics that it’s a responsible manufacturer that previously was greenlighted by Cfius and is trusted to supply weapons to the U.S. government and NATO.

“The closing of the transaction remains subject to receipt of the approval of Vista Outdoor’s stockholders and other customary closing conditions,” Vista said.

A special meeting of Vista’s shareholders will be held July 2 to vote on the merger agreement with CSG.

Vista and CSG weren’t immediately available for comment. MNC Capital declined comment.

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