vsto-20210627

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q


☒						QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 27, 2021


☐						TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission file number 1-36597

Vista Outdoor Inc.

(Exact name of Registrant as specified in its charter)


Delaware			47-1016855
(State or other jurisdiction of incorporation or organization)			(I.R.S. Employer Identification No.)

1 Vista Way	Anoka	MN	55303
(Address of Principal Executive Offices)			(Zip Code)

Registrant's telephone number, including area code: (763) 433-1000

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, par value $.01

VSTO

New York Stock Exchange

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer

☒

Accelerated filer

☐

Non-accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of July 26, 2021, there were 57,375,901 shares of the registrant's common stock outstanding.

TABLE OF CONTENTS


		Page
PART I - Financial Information
Item 1.	Unaudited Financial Statements	2
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	21
Item 3.	Quantitative and Qualitative Disclosures about Market Risk	27
Item 4.	Controls and Procedures	27
PART II - Other Information
Item 1.	Legal Proceedings	28
Item 1A.	Risk Factors	28
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	28
Item 3.	Defaults Upon Senior Securities	28
Item 4.	Mine Safety Disclosures	28
Item 5.	Other Information	28
Item 6.	Exhibits	29
SIGNATURES		30

Table of Contents

PART I— FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

VISTA OUTDOOR INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(unaudited)


(Amounts in thousands except share data)	June 27, 2021		March 31, 2021
ASSETS
Current assets:
Cash and cash equivalents	$	208,670	$	243,265
Net receivables	357,334		301,575
Net inventories	505,077		454,504
Income tax receivable	4,324		37,870
Other current assets	44,614		27,018
Total current assets	1,120,019		1,064,232
Net property, plant, and equipment	192,465		197,531
Operating lease assets	74,541		72,400
Goodwill	97,773		86,082
Net intangible assets	329,649		314,955
Deferred charges and other non-current assets, net	37,356		29,739
Total assets	$	1,851,803	$	1,764,939
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable	$	169,459	$	163,839
Accrued compensation	40,724		63,318
Federal excise, use, and other taxes	26,651		23,092
Other current liabilities	127,549		120,568
Total current liabilities	364,383		370,817
Long-term debt	495,701		495,564
Deferred income tax liabilities	12,869		8,235
Long-term operating lease liabilities	79,123		77,375
Accrued pension and postemployment benefits	31,177		33,503
Other long-term liabilities	67,871		42,448
Total liabilities	1,051,124		1,027,942
Commitments and contingencies (Notes 3, 13, and 16)
Common stock — $.01 par value:
Authorized — 500,000,000 shares
Issued and outstanding — 57,538,158 shares as of June 27, 2021 and 58,561,016 shares as of March 31, 2021	575		585
Additional paid-in capital	1,727,204		1,731,479
Accumulated deficit	(591,311)		(694,036)
Accumulated other comprehensive loss	(82,200)		(83,195)
Common stock in treasury, at cost — 6,426,281 shares held as of June 27, 2021 and 5,403,423 shares held as of March 31, 2021	(253,589)		(217,836)
Total stockholders' equity	800,679		736,997
Total liabilities and stockholders' equity	$	1,851,803	$	1,764,939

See Notes to the Condensed Consolidated Financial Statements.

Table of Contents

VISTA OUTDOOR INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(unaudited)


	Three months ended
(Amounts in thousands except per share data)	June 27, 2021		June 28, 2020
Sales, net	$	662,912	$	479,140
Cost of sales	421,485		353,772
Gross profit	241,427		125,368
Operating expenses:
Research and development	5,868		5,010
Selling, general, and administrative	91,903		72,315
Earnings before interest and income taxes	143,656		48,043
Interest expense, net	(5,678)		(6,418)
Earnings before income taxes	137,978		41,625
Income tax provision	(35,253)		(1,149)
Net income	$	102,725	$	40,476
Earnings per common share:
Basic	$	1.77	$	0.70
Diluted	$	1.71	$	0.69
Weighted-average number of common shares outstanding:
Basic	58,123		58,057
Diluted	59,947		58,957

Net income (from above)	$	102,725	$	40,476
Other comprehensive income, net of tax:
Pension and other postretirement benefit liabilities:
Reclassification of prior service credits for pension and postretirement benefit plans recorded to net income, net of tax of benefit of $23 and $0, respectively	(72)		(78)
Reclassification of net actuarial loss for pension and postretirement benefit plans recorded to net income, net of tax expense of $(259) and $0, respectively	798		968
Change in derivatives, net of tax expense of $(20) and $0, respectively	63		981

Change in cumulative translation adjustment	206		349
Total other comprehensive income	995		2,220
Comprehensive income	$	103,720	$	42,696

See Notes to the Condensed Consolidated Financial Statements.

Table of Contents

VISTA OUTDOOR INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited)


	Three months ended
(Amounts in thousands)	June 27, 2021		June 28, 2020
Operating Activities:
Net income	$	102,725	$	40,476
Adjustments to net income to arrive at cash provided by operating activities:
Depreciation	11,247		11,533
Amortization of intangible assets	4,998		4,953
Amortization of deferred financing costs	347		377
Deferred income taxes	312		(94)
(Gain)/loss on disposal of property, plant, and equipment	(3)		195
Share-based compensation	7,038		4,404
Changes in assets and liabilities:
Net receivables	(54,919)		(10,986)
Net inventories	(47,925)		(761)
Accounts payable	6,188		26,526
Accrued compensation	(22,813)		(11,820)
Accrued income taxes	36,236		982
Federal excise, use, and other taxes	3,522		1,180
Pension and other postretirement benefits	(1,363)		(6,894)
Other assets and liabilities	(16,818)		17,292
Cash provided by operating activities	28,772		77,363
Investing Activities:
Capital expenditures	(6,876)		(4,472)
Acquisition of businesses, net of cash received	(8,488)		—
Proceeds from the disposition of property, plant, and equipment	6		20
Cash used for investing activities	(15,358)		(4,452)
Financing Activities:
Borrowings on lines of credit	—		9,076
Payments on lines of credit	—

SEC Form 10-Q filed by Vista Outdoor Inc.