Vista Outdoor Securities Settlement

You or someone in your family may have purchased or otherwise acquired Vista securities during the Class Period (the period from August 11, 2016 to November 9, 2017, inclusive).

The Court directed that this Notice be sent to Settlement Class Members because they have a right to know about the proposed Settlement of this class action lawsuit, and about all of their options, before the Court decides whether to approve the Settlement.

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Lead Plaintiff’s claims in the Action are stated in the Second Amended Complaint dated January 12, 2018 (the “Complaint”). Lead Plaintiff alleged that some or all of the Defendants violated Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 (the “Exchange Act”). The Complaint alleged that Defendants violated the federal securities law by allegedly failing to make required disclosures about Vista’s operations and financial results, including the write-offs of recorded goodwill in Vista’s Outdoor Products segment announced by Vista in January 2017 and November 2017.

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In a class action, one or more people called class representatives (in this case Lead Plaintiff on behalf of the Class) sue on behalf of people or entities, known as “Class Members,” who have similar claims. A class action allows one court to resolve in a single case many similar claims that, if brought separately by individuals, might be so small that they would not be economical to litigate and thus would never be brought.

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The Court has not decided the Action in favor of Lead Plaintiff or the Defendants. The Settlement will end all the claims against the Defendants in the Action and avoid the uncertainties and costs of further litigation and any future trial. Assuming the Settlement is approved, affected investors will be eligible to receive cash compensation once the claims made against the Net Settlement Fund are validated and calculated.

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The Court has issued an Order, for the purposes of the Settlement only, that everyone who fits the following description, and is not excluded by definition from the Class, is a Member of the Class, or a “Class Member,” unless they take steps to exclude themselves:

All persons or entities that purchased or otherwise acquired Vista’s securities between August 11, 2016 and November 9, 2017, inclusive, including any and all of their respective successors in interest, predecessors, representatives, trustees, executors, administrators, heirs, assigns or transferees, immediate and remote, and any person or entity acting for or on behalf of, or claiming under, any of them, and each of them who suffered damages.

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There are some people who are excluded from the Class by definition. Excluded from the Class are Individual Defendants, any person who was an officer, director or managing agent of Vista or any of its subsidiaries or affiliates at any point during the Class Period, members of the immediate family of any of the foregoing individuals, any affiliate of Vista, any entity in which the Defendants have or had a controlling interest, and the legal representatives, heirs, predecessors, successors or assigns of any such excluded party.

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If you are not sure whether you are included, you can ask for free help by writing to or calling the Claims Administrator: Vista Outdoor Inc. Securities Litigation, Claims Administrator, c/o GCG, P.O. Box 10603, Dublin, OH 43017-9203, 1-888-558-9299, or www.vistaoutdoorsecuritiessettlement.com. Or you can fill out and return the Proof of Claim and Release form (“Proof of Claim”).

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The Plan of Allocation, discussed on pages 9-11 of the Notice, explains how the Net Settlement Fund will be allocated among purchasers and/or acquirers of Vista common stock and bonds and how claimants’ “Recognized Losses” will be calculated. Your share of the Net Settlement Fund will depend on several things, including: (i) the quantity of Vista securities you bought or otherwise acquired; (ii) how much you paid for such securities; (iii) when you bought or otherwise acquired such securities; (iv) whether or when you sold such securities (and, if so, for how much you sold them); and (v) the amount of Recognized Losses of other Authorized Claimants. The Plan of Allocation, located on pages 9-11 of the Notice contains more information.

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To qualify for a payment, you must timely send in, or submit online, a valid Proof of Claim with supporting documents (DO NOT SEND ORIGINALS of your supporting documents). The Proof of Claim, with supporting documentation, must be postmarked or submitted on or before November 26, 2018.

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The Court will hold a hearing on October 31, 2018 at 2:30 P.M., to decide whether to, among other things, approve the Settlement and the proposed Plan of Allocation. All Proofs of Claim must be submitted to the Claims Administrator, postmarked or submitted online on or before November 26, 2018. If the Court approves the Settlement, there may still be appeals which would delay payment, perhaps for more than a year. It also takes time for all the Proofs of Claim to be processed. Please be patient.

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Unless you exclude yourself, you will stay in the Class, which means that as of the date that the Settlement becomes effective under the terms of the Stipulation you will forever give up and release all “Settled Claims” (as defined in the Notice) against the “Released Persons” (as defined in the Notice). You will not in the future be able to bring a case asserting any Settled Claim against any Released Person.

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If you want to keep any right you may have to sue or continue to sue the Released Persons on your own about the Settled Claims, then you must take steps to exclude yourself from the Class. Excluding yourself is known as “opting out” of the Class. The Defendants may withdraw from and terminate the Settlement if potential Class Members who purchased or acquired in excess of a certain amount of Vista securities opt out from the Class.

If you timely and properly request exclusion from the Class, you will retain any rights you have to sue the Defendants yourself with respect to the Settled Claims to the extent those claims are viable under the statute of limitations applicable to claims under the relevant securities laws. Before you decide to request exclusion from the Class, you are urged to consult your counsel, at your own expense, to fully evaluate your rights and the consequences of excluding yourself from the Class.

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No. Unless you exclude yourself, you give up any rights you may have to sue the Defendants and the other Released Persons for all Settled Claims. If you have a pending lawsuit against any of the Defendants, speak to your lawyer in that case immediately. You must exclude yourself from this Class to continue your own lawsuit. Remember, the exclusion deadline is October 10, 2018.

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No. If you exclude yourself, do not send in a Proof of Claim to ask for any money, as any such Proof of Claim will be rejected.

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The law firm of Wolf Haldenstein Adler Freeman & Herz LLP was appointed to represent all Class Members. These lawyers are called Lead and/or Class Counsel. You will not be separately charged for the services of these lawyers. The Court will determine the amount of Class Counsel’s fees and expenses. Any fees and expenses awarded by the Court will be paid from the Settlement Fund. If you want to be represented by your own lawyer, you may hire one at your own expense.

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Class Counsel have not received any payment for their services in pursuing the claims against the Defendants on behalf of the Class since the Action was commenced in 2017, nor have they been paid to this point for any of their litigation expenses. At the Settlement Hearing, or at such other time as the Court may order, Class Counsel will ask the Court to award them, from the Settlement Fund, attorneys’ fees of no more than 33% of the Settlement Amount and litigation expenses that they have incurred in pursuing the Action in an amount not to exceed $200,000, plus interest on both amounts from the date of funding at the same rate earned by the Settlement Fund.

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If you are a Class Member and do not exclude yourself (“opt out”) you can object to any part of the Settlement, the proposed Plan of Allocation, and/or the application by Class Counsel for attorneys’ fees and expenses and request for Lead Plaintiff’s expenses. You must write to the Court setting out your objection, giving reasons why you think the Court should not approve any part or all of the Settlement, the proposed Plan of Allocation, or the attorneys’ fee and expense request.

To object, you must send a signed letter stating that you object to the proposed Settlement in the case known as: In re Vista Outdoor Inc. Securities Litigation, Civil Action No. 1:17-cv-00012-DAK-EJF (D. Utah). You must include your name, address, telephone number and your signature; include documents sufficient to prove the objector’s membership in the Class, such as the number of Vista securities purchased or acquired, as well as the dates and prices of each such purchase or acquisition during the Class Period. Your letter must also state the specific reasons why you object to the Settlement, the proposed Plan of Allocation, or the attorneys’ fee and expense request, including any legal or evidentiary support for your objection.

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Objecting is simply telling the Court that you do not like something about the proposed Settlement. You can still recover from the Settlement. You can object only if you stay in the Class. Excluding yourself is telling the Court that you do not want to be part of the Class. If you exclude yourself, you have no right to object because the Action no longer affects you and you are no longer a Member of the Class.

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The Court will hold a Settlement Hearing at 2:30 P.M. on October 31, 2018, in the United States District Court for the District of Utah, 351 S. West Temple, Room 3.400, Salt Lake City, UT 84101. At this hearing, the Court will consider whether the Settlement is fair, reasonable and adequate.

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No. Lead Counsel will answer any questions the Court may have. But, you are welcome to come at your own expense. If you validly submit an objection it will be considered by the Court. You do not have to come to Court to talk about it.

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If you file an objection, you may ask the Court for permission to speak at the Settlement Hearing. To do so, you must include with your objection a statement that it is your “notice of intention to appear in In re Vista Outdoor Inc., Securities Litigation, Civil Action No. 1:17-cv-00012-DAK-EJF (D. Utah).” Persons who object and want to present evidence at the Settlement Hearing must also include in their written objection the identity of any witness they may call to testify and exhibits they intend to introduce at the Settlement Hearing. You cannot speak at the hearing if you exclude yourself from the Class or if you have not provided written notice of your intention to speak at the Settlement Hearing according to the procedures described in the Notice.

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If you do nothing, you will get no money from this Settlement and you will not be able to start a lawsuit, continue with a lawsuit, or be part of any other lawsuit against the Defendants and the Released Persons about the Settled Claims in this case.

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There is more information included in the Notice. You can also find additional details in the Stipulation, dated July 2, 2018.

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All requests to update your information must be received in writing. Please send a letter including your full name, current and former mailing address with the specific request to update your mailing address. These requests may be emailed to:info@vistaoutdoorsecuritiessettlement.com. They may also be mailed to:

Vista Outdoor Inc. Securities Litigation c/o GCG P.O. Box 10603 Dublin, OH 43017-9203

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If your claim is deficient in any way, you will receive a Notice of Rejection that outlines the problem(s) with the claim and how to resolve them. Complete the form to the best of your ability. You may add documentation to or update your claim in order to cure the deficiencies.

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