Higher Bid, and National Security Concerns, for Vista Outdoor

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A battle over Vista Outdoor, the company behind top ammunition brands like Remington and Camelbak water bottles, is escalating — and national security is becoming a bigger factor in the fight.

The investment firm MNC Capital on Monday raised its bid for the company to $3 billion, DealBook is first to report, hoping that a more generous offer — and further uncertainty that a rival bidder, the Czechoslovak Group, can pass a U.S. national security review — will win over Vista’s shareholders.

MNC is offering $37.50 a share for all of Vista, up from a bid of $35 last month and 16 percent higher than where Vista’s stock closed on Friday. In a letter to Vista’s board reviewed by DealBook, the investment firm reiterated that it had lined up financing for its offer, despite questions by Vista about how solid those commitments were.

Vista rejected MNC’s previous offer, saying a planned breakup of itself would be more valuable for shareholders. (Vista has agreed to sell its ammunition business to CSG for $1.9 billion, leaving its nonfirearm division, Revelyst, as a stand-alone public company.)

MNC argued that its new offer assigns Revelyst $1.1 billion in enterprise value, nearly double the $570 million implied by the CSG deal.

In its letter, MNC amplified concerns about national security. The CSG deal has been under review by the Committee on Foreign Investment in the United States, the federal interagency panel that reviews certain investments by overseas buyers in U.S. companies. (As an American firm, MNC isn’t subject to such a review.)

Worries about foreign ownership of industrial assets have become a bigger factor in deal making over the past year, complicating transactions involving even U.S. allies like Japan, in the case of the proposed sale of U.S. Steel to Nippon Steel.

MNC asserted that the CSG deal would give a foreign-owned company commanding control of the West’s supply of primers, the propellant in ammunition.

CSG has faced tough scrutiny before. The Czech company’s C.E.O., Michal Strnad, said in 2022 that it took his company “seven long months” to win CFIUS approval for its acquisition of Fiocchi, another arms maker.

Vista has said that it expects “to receive all necessary regulatory approvals, including with respect to CFIUS.” A spokesman for CSG declined to comment.

The clock is ticking for MNC. The foreign investment committee is expected to rule on the CSG deal as soon as this week. It could clear the transaction, impose conditions for approval or recommend that President Biden block it.

Vista has set May 16 as a date for a shareholder vote on the CSG bid, open to investors who hold its stock as of April 1.

The federal government is now funded through September. President Biden over the weekend signed a $1.2 trillion spending package that keeps key parts of the government open through the end of its fiscal year. The legislation came after months of obstruction by Republicans, some of whom may now seek to oust Speaker Mike Johnson.

The E.U. is investigating tech giants under a sweeping new law. The bloc’s executive arm, the European Commission, said that it was examining Alphabet, Apple and Meta over their compliance with the Digital Markets Act, a broad law that regulates the dominance of tech platforms. The commission said proposals by the companies meant to comply with the act appeared to have fallen short; the law provides for steep penalties for violations.

The Supreme Court will hear arguments about restricting access to mifepristone. Oral arguments will begin tomorrow in a case about whether the F.D.A. acted properly in adopting rules that made it easier to obtain the abortion pill. Some scholars said any decision would show whether the Supreme Court was willing to let lawsuits, not federal rule making, dictate government policy.

Investors brace for a pivotal inflation report. The Personal Consumption Expenditures index, an inflation measure closely watched by the Fed, is set for release on Friday (when the stock and bond markets in the U.S. are closed). Last month’s report came in above expectations, adding to concerns that the central bank’s efforts to tame inflation are losing steam. Wall Street expects another hot number this week.

A parade of U.S. business leaders are in Beijing this week for the China Development Forum, looking for clues on how to navigate the diplomatic minefield of doing business in a country that’s suffered an exodus of foreign investment.

The meeting is happening against a backdrop of rising trade tension underscored by a new U.S. crackdown on TikTok. The presence of so many C.E.O.s is potentially good P.R. for China, showing that despite all the talk of “de-risking,” Western companies still see its strategic importance.

American executives dominate the attendee list. They reportedly make up the biggest delegation, and include Apple’s Tim Cook, Pfizer’s Albert Bourla, Blackstone’s Stephen Schwarzman and Laxman Narasimhan of Starbucks. That’s a big change from last year, when many stayed away after the Chinese spy balloon controversy.

China is trying to reassure investors. The Chinese leader, Xi Jinping, will reportedly meet the executives following the forum, a follow-up to his dinner in San Francisco last year after his summit with President Biden.

And Premier Li Qiang on Sunday stressed new priorities and investments in clean energy, high-tech and science to spur growth as old drivers like property slow.

Yet companies are feeling the chill. China has reportedly ordered that Intel and AMD chips be phased out of government devices as it looks to boost domestic manufacturers. And evidence is mounting that consumers are falling out of love with Apple’s iPhone.

Meanwhile, Kering saw investors wipe out $9 billion in market value after the luxury group warned about slumping sales in China last week.

Cook shows how C.E.O.s are trying to strike the right tone. The Apple boss has posted clips from his trip to Weibo, the Chinese social network, over the past week. And despite pressure to diversify supply chains, he said Apple would invest more in China after a meeting with the commerce minister.

This week will be momentous for Donald Trump, who faces a high-stakes legal showdown as well as a stock-market debut for the company behind his Truth Social platform.

Trump has parlayed his growing legal troubles into a windfall of donations, but the cases have also caused a financial crisis. Letitia James, the attorney general of New York, could seize pieces of his business empire as soon as Monday if the former president is unable to post a bond to cover a $454 million penalty tied to a civil fraud case involving the Trump Organization.

Trump’s lawyers said in a court filing this month that finding a company to secure the bond was a “practical impossibility.” Trump is also expected to be in a Manhattan courtroom this morning for a pretrial hearing in his criminal hush-money payments case.

Truth Social could offer a financial lifeline. On Friday, Trump Media & Technology Group, the social media platform’s parent company, merged with Digital Word Acquisition Group.

The new entity, of which Trump owns 60 percent, has a market capitalization of $5 billion and is expected to begin trading this week. Shares in DWAC were gaining this morning in premarket trading, padding Trump’s paper gains.

Big-name Trump backers may see a windfall, too. A regulatory filing in December showed that Susquehanna International Group, the investment firm run by Jeff Yass, a Republican megadonor, was the biggest institutional shareholder in DWAC. Susquehanna did not confirm to The Times if it still holds that stake.

Trump’s ties to Yass have come under scrutiny amid the latest TikTok fight. Yass is a backer of the Club for Growth, the low-tax advocacy group that has pressured Republican representatives to reject a ban on TikTok. Susquehanna is also a big investor in TikTok’s parent, ByteDance. Trump has backed off banning TikTok after pushing for it while in office.

Over the past two years, the public relations firm BerlinRosen has expanded rapidly through acquisitions, buying specialists in consumer, real estate and technology communications as well as analytics.

On Monday, the company has unveiled the results of that deal making, rebranding itself as Orchestra. It further reflects efforts by P.R. players to remake themselves as strategy consulting firms, rather than just pitching press releases.

Orchestra is built on seven takeovers struck over 24 months, Jonathan Rosen, the firm’s C.E.O., told DealBook. Among the acquisitions are Derris, a consumer specialist; Glen Echo Group, a tech public affairs firm; Inkhouse, a P.R. shop for tech start-ups; and Message Lab, an analytics and editorial company founded by former journalists.

Orchestra now has about 600 employees in 12 cities. Clients include the data software company Databricks, the eyewear retailer Warby Parker and Harris Blitzer Sports & Entertainment, the owner of the Philadelphia 76ers.

The deal making came after an investment from private equity. The company struck a deal with O2 Investment Partners in January 2022, after its leaders pitched the investment firm on growth possibilities, Rosen said.

Private equity has been busy in this space: Other deals included KKR investing in FGS Global last year, BDT Capital Partners in Brunswick Group in 2021 and CVC Capital Partners in Teneo in 2019.

Orchestra has grown despite a challenging 2023. “Last year was an incredibly tough macro environment,” Rosen said, yet Orchestra grew by what he said was low single digits, collecting $135 million in revenue. (The U.S. division of Edelman, the P.R. giant, reported a 9 percent decline in revenue last year, to $639 million.)

An improving economy should boost growth this year, he said.

There’s potential for more deals. The goal isn’t “tens of thousands of people at global scale,” Rosen said. But there’s still room for Orchestra to expand beyond its core North American market.

Deals

  • The activist investor Politan Capital Management, which already holds two board seats at Masimo, the medical device maker that recently won a patent fight against Apple, reportedly wants two more. (WSJ)

  • Whistle-blowers say that Citigroup’s equities division has been dogged for years by accusations of sexual harassment and drug use. (Bloomberg)

Policy

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