M&A: Revelyst, Inc.

Form Type: 8-K

Filing Date: 2025-01-03

Corporate Action: Merger

Type: New

Accession Number: 000095015725000018

Comments: Revelyst, Inc. completed a merger with Vista Outdoor Inc. and its subsidiaries on January 3, 2025. Under the terms of the Agreement and Plan of Merger, Revelyst is now a wholly owned subsidiary of funds managed by Strategic Value Partners, LLC. The merger was finalized on the Closing Date, with the Merger Consideration set at $20.12 per share of Revelyst Common Stock. All outstanding equity awards were converted into cash payments based on the Merger Consideration. Following the merger, Revelyst requested the New York Stock Exchange to delist its Common Stock, which will be effective 10 days post the Form 25 filing, and intends to suspend its reporting obligations under the Securities Exchange Act. In conjunction with the merger, revelations about changes in the board of directors and significant amendments to the corporate bylaws and certificate of incorporation were noted, including a change in fiscal year end.

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Form Type: S-8 POS

Filing Date: 2025-01-03

Corporate Action: Merger

Type: New

Accession Number: 000095015725000019

Comments: Revelyst, Inc. filed a Post-Effective Amendment No. 1 to the Form S-8 Registration Statement with the SEC on January 3, 2025. This amendment pertains to the deregistration of shares of common stock that were registered but unsold or unissued under the initial registration statement filed on November 29, 2024. Specifically, it deregisters 2,919,444 shares under the Revelyst, Inc. Stock Incentive Plan and 1,000,000 shares under the Revelyst, Inc. Employee Stock Purchase Plan. The amendment comes in light of a merger agreement with Vista Outdoor Inc. and related entities, where Revelyst Inc. became a wholly owned subsidiary of SVP Parent, effective January 3, 2025. The company has terminated all offerings of securities registered under the previous registration statement, removing any shares not sold by the date of the amendment. The filing asserts that the company meets the requirements for filing on Form S-8 under the Securities Act of 1933, and was signed by Jung Choi, General Counsel and Corporate Secretary.

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