8DEC201414172537 2015 Annual Report to Stockholders From the Chairman of the Board and Chief Executive Officer FY15 Results On February 9, 2015, Vista Outdoor Inc. became an independent, publicly traded company listed on the New York Stock Exchange. The company was created as part of a transaction where ATK’s Sporting Group was spun off to create Vista Outdoor, immediately followed by ATK’s Aerospace and Defense Groups merging with Orbital Sciences Corporation to create Orbital ATK. On May 14, Vista Outdoor reported its financial results for Fiscal Year 2015. The company achieved full-year sales of $2.08 billion, gross profit of $529 million, operating profit of $184 million, and earnings per share of $1.25. These results were in line with the company’s expectations. During the fourth quarter, the Board of Directors authorized a $200 million share repurchase program, which affirms our commitment to return value to our shareholders through a balanced capital deployment strategy. Our Company Vista Outdoor is a leader in providing individual outdoor recreation products to a wide variety of outdoor enthusiasts. Product innovation is the lifeblood of a consumer products company, and Vista Outdoor successfully launched several new products this year. The company received strong orders and industry recognition for the Bushnell Tour X golf laser rangefinder, the Savage Arms A17 Rifle and Federal Premium 3rd Degreeȶ ammunition, and we won numerous industry awards for our innovative solutions from across our portfolio of more than 30 brands. Vista Outdoor’s executive leadership team is made up of the finest and most capable executives in the outdoor recreation industry. We have highly talented individuals across the entire company with extensive experience in the consumer products industry and a passion for our products and our businesses. Our culture is founded on the pursuit of excellence, accountability, integrity, innovation, and creating value for our customers and shareholders. In addition to great people and great products, we are committed to corporate social responsibility through our support of conservation organizations, advocating for the safe and responsible use of our products, and supporting military veterans and their families. Our company believes in giving, and we generously donate time and resources to help those who are less fortunate in the communities where we live and work. Business Strategy Vista Outdoor’s mission is to bring the world outside. The company’s vision is to be a leading provider of quality products for the outdoor enthusiast, while delivering superior long-term returns to our shareholders, value for our customers, and rewarding careers for our employees. And our business strategy is to deliver shareholder value by leveraging our engineering, sourcing, sales, marketing and distribution capabilities to create a broad portfolio for the outdoor enthusiast; growing our brands and expanding into complementary and adjacent markets; and focusing on execution excellence and efficiency in all aspects of our business. We are executing against this vision and strategy, and we are focused on being a leader in the global individual outdoor recreation market. Outlook The company continues to face near-term market driven headwinds in the shooting sports market, but we expect to deliver modest growth in FY16. Vista Outdoor will continue to pursue our strategy to create value and deliver earnings and revenue growth through innovative new products, synergies across our portfolio, efficiency in our supply chain, continuous improvement in our manufacturing centers, and strategic acquisitions. We are committed to delivering competitive results, executing our growth strategy, and making Vista Outdoor a premier company in the global outdoor recreation market. Sincerely, 24MAY201021504384 Mark W. DeYoung Chairman of the Board and Chief Executive Officer UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2015 OR 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 (I.R.S. Employer incorporation or organization) Identification No.) 938 University Park Boulevard, Suite 200 Clearfield, UT 84015 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (801) 779-4600 Securities registered pursuant to Section 12(b) of the Act: Title of each class Name of each exchange on which registered Common Stock, par value $.01 New York Stock Exchange Securities registered pursuant to Section 12(g) of the Act: None. ____________________________________________________________________________ Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes No Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes No 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 and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted 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 and post such files). Yes No Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer," and "smaller reporting company" in Rule 12b-2 of the Exchange Act. Large Accelerated Filer Accelerated Filer Non-Accelerated Filer Smaller reporting company (Do not check if a smaller reporting company) 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 September 28, 2014, the last business day of the registrant’s most recently completed second fiscal quarter, the registrant’s common stock was not publicly traded. As of May 18, 2015, there were 63,612,736 shares of the registrant's voting common stock outstanding. DOCUMENTS INCORPORATED BY REFERENCE: Portions of the registrant's definitive Proxy Statement for the 2015 Annual Meeting of Stockholders are incorporated by reference into Part III. TABLE OF CONTENTS Page PART I Item 1. Business . 1 Item 1A. Risk Factors . 11 Item 1B. Unresolved Staff Comments . 25 Item 2. Properties . 25 Item 3. Legal Proceedings . 25 Item 4. Mine Safety Disclosures. 25 PART II Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities . 26 Item 6. Selected Financial Data . 29 Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations. 30 Item 7A. Quantitative and Qualitative Disclosures about Market Risk . 45 Item 8. Financial Statements and Supplementary Data . 47 Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure . 87 Item 9A. Controls and Procedures. 87 Item 9B. Other Information. 88 PART III Item 10. Directors, Executive Officers and Corporate Governance. 88 Item 11. Executive Compensation . 88 Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters . 88 Item 13. Certain Relationships and Related Transactions, and Director Independence. 88 Item 14. Principal Accountant Fees and Services. 89 PART IV Item 15. Exhibits and Financial Statement Schedules . 90 SIGNATURES. 91 EXHIBIT INDEX . 92 PART I ITEM 1. BUSINESS Certain business terms used in this document are defined in the “Glossary and Acronyms” found at the end of this section, and should be read in conjunction with our consolidated and combined financial statements included in this report. Separation from Orbital ATK On February 9, 2015, Orbital ATK completed the previously announced Spin-Off of its Sporting Group into Vista Outdoor. On February 9, 2015, Orbital ATK distributed to its stockholders two shares of Vista Outdoor Inc. common stock for every share of Orbital ATK common stock held as of record on February 2, 2015. In connection with the Spin-Off, Vista Outdoor filed a Form 10 with the SEC, which was declared effective on January 23, 2015. Vista Outdoor stock began trading "regular way" on February 10, 2015 under the symbol "VSTO" on the New York Stock Exchange. Our Company We are a leading global designer, manufacturer and marketer of consumer products in the growing outdoor sports and recreation markets. Vista Outdoor operates in two segments, Shooting Sports and Outdoor Products. Vista Outdoor is headquartered in Utah and has manufacturing operations and facilities in 10 U.S. States, Canada, Mexico and Puerto Rico along with international sales and sourcing operations in Asia, Australia, Canada, Europe, and New Zealand. Vista Outdoor was incorporated in Delaware in 2014. We serve the outdoor sports and recreation markets through a diverse portfolio of over 30 well-recognized brands that provide consumers with a range of affordable, performance-driven, high-quality and innovative products, including sporting ammunition and firearms, outdoor accessories, outdoor sports optics, golf rangefinders and performance eyewear.