Smith & Wesson Announces Approval of Outdoor Spinoff Company

SW442 Snubnose vs SW686
Smith and Wesson announced a new outdoor spinoff company. IMG Jim Grant

U.S.A. -(AmmoLand.com)- One of the world's leading providers of firearms and quality products for the shooting, hunting, and rugged outdoor enthusiast, today announced that its board of directors has approved the previously announced separation from Smith & Wesson Brands, Inc. of its outdoor products and accessories business into an independent, publicly-traded company.  Upon consummation of the spin-off, the two companies will consist of:

  • Smith & Wesson Brands, Inc., which will include the firearms business; and
  • American Outdoor Brands, Inc., which will include the outdoor products and accessories business.

Smith & Wesson Brands will effect the separation through a spin-off whereby it will distribute 100 percent of the shares of American Outdoor Brands common stock to Smith & Wesson Brands’ stockholders of record as of the close of business on the record date of August 10, 2020 on a pro rata basis.  The distribution of American Outdoor Brands’ shares is expected to be completed effective as of 12:01 a.m. Eastern Time on August 24, 2020, with Smith & Wesson Brands stockholders receiving one share of American Outdoor Brands common stock for every four shares of Smith & Wesson Brands stock. No fractional shares will be distributed in connection with the spin-off.  A cash payment will be made in lieu of any fractional shares.

Following the spin-off, American Outdoor Brands will be a separate publicly-traded company independent from Smith & Wesson Brands.  Smith & Wesson Brands will not retain any American Outdoor Brands common stock.  Smith & Wesson Brands will continue to be listed on NASDAQ under the symbol “SWBI.”  American Outdoor Brands has received approval for the listing of its common stock on NASDAQ under the symbol “AOUT.”

Beginning on or about August 10, 2020 up to and including the distribution date, it is expected that there will be two ways to trade Smith & Wesson Brands common stock – either with or without the distribution of American Outdoor Brands common stock:

  • A ‘regular way’ market (NASDAQ: SWBI) in which shares of Smith & Wesson Brands common stock will trade with an entitlement to receive shares of American Outdoor Brands common stock on the distribution date; and
  • An ‘ex-distribution’ market (NASDAQ: SWBIV) in which shares of Smith & Wesson Brands common stock will trade without an entitlement to receive shares of American Outdoor Brands common stock on the distribution date.

Smith & Wesson Brands expects that a “when-issued” public trading market for American Outdoor Brands common stock will commence on or about August 10, 2020 under the symbol “AOUTV,” and will continue up to and including the distribution date.  Beginning on the day following the distribution date, all shares of Smith & Wesson Brands common stock and American Outdoor Brands common stock will be separately traded only on a “regular way” market.

No action is required by Smith & Wesson Brands’ stockholders in order to receive shares of American Outdoor Brands common stock in the distribution.  Prior to the distribution date, an information statement containing details of the spin-off and information about American Outdoor Brands will be mailed to Smith & Wesson Brands’ stockholders prior to the distribution date.  Investors are encouraged to consult with their financial advisors regarding the specific implications of buying or selling shares of Smith & Wesson Brands common stock on or before the distribution date.

The spin-off is subject to customary conditions, including receipt of a tax opinion from counsel, effectiveness of the Form 10 registration statement filed with the Securities and Exchange Commission, execution of intercompany agreements, and other conditions described in the registration statement.

Cowen is serving as financial advisor; Greenberg Traurig, LLP is serving as legal counsel; and Ernst & Young is serving as accounting and tax advisor.


About Smith & WessonSmith & Wesson

Smith & Wesson Corp. is a provider of quality firearms for personal protection, target shooting and hunting in the global consumer and professional markets. Smith & Wesson is world famous for its handguns and long guns sold under the Smith & Wesson®, Performance Center®, M&P®, Thompson/Center Arms™, and Gemtech® brands. Through its Manufacturing Services Division, Smith & Wesson Corp. also provides forging, machining, and precision plastic injection molding services to a wide variety of consumer goods companies. For more information on Smith & Wesson, call (800) 331-0852 or log on to www.smith-wesson.com.

Subscribe
Notify of
4 Comments
Inline Feedbacks
View all comments
JIAZ
JIAZ
4 days ago

American Outdoor Brands is just another one of many anti-2A, “outdoor activity gear” corporations separating themselves from firearms manufacturers in order to gain favor with anti-2A financial institutions and media outlets.

American Outdoor Brands Runs From Guns, Will Split From Smith & Wesson

https://www.google.com/amp/s/www.fool.com/amp/investing/2019/11/20/american-outdoor-will-split-from-smith-and-wesson.aspx

https://www.americancontingency.com/

Vanns40
Vanns40
3 days ago
Reply to  JIAZ

Good info.

Grigori
Grigori
4 days ago

I wish Smith & Wesson Brands, Inc would find it in their hearts to rectify two things that cost them business and distress their customers and potential customers. One, that they either do away with entirely or at a minimum, make versions of every revolver they make, available without that accursed Hillary Hole on the side of their guns above the cylinder release. Two, that their “standards” (term used loosely) for all revolvers be increased from “meeting standards if it hits the target at ten yards”, to “meets standards if it hits the target at twenty-five yards”. Those two snags,… Read more »

gcm
gcm
3 days ago
Reply to  Grigori

I don’t think it matters whos name is on the revolver, if it has a Hillary hole, you may at some point have problems. I had bought a brand new Colt Cobra snubby 38spl, and right out of the box at the range, i loaded it up, took two shots, and it locked up. I tried the key for the Hillary hole turning and twisting, and trying to cock it, but it would not budge. After about fifteen minutes it finally came unlocked, and i have no idea why, but at least i unloaded it, put it back in the… Read more »