Form 8-K ALLIANT TECHSYSTEMS INC For: Jan 27

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM�8-K

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CURRENT REPORT
Pursuant to Section�13 or 15(d)�of the Securities Exchange Act of 1934

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Date of Report (date of earliest event reported): January�27, 2015

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Alliant Techsystems Inc.

(Exact name of Registrant as Specified in its Charter)

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Registrant�s Telephone Number,�Including Area Code:� (703) 412-5960

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Check the appropriate box below if the Form�8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

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o����������� Written communications pursuant to Rule�425 under the Securities Act (17 CFR 230.425)

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o����������� Soliciting material pursuant to Rule�14a-12 under the Exchange Act (17 CFR 240.14a-12)

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o����������� Pre-commencement communications pursuant to Rule�14d-2(b)�under the Exchange Act (17 CFR 240.14d-2(b))

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o����������� Pre-commencement communications pursuant to Rule�13e-4(c)�under the Exchange Act (17 CFR 240.13e-4(c))

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Item�5.07. Submission of Matters to a Vote of Security Holders.

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On January�27, 2015, Alliant Techsystems Inc. (�ATK�) held its special meeting of stockholders (the �Special Meeting�) in connection with the Transaction Agreement, dated as of April�28, 2014, by and among, ATK, Vista Outdoor Inc. (formerly known as Vista SpinCo. Inc.), Vista Merger Sub Inc. and Orbital Sciences Corporation (�Orbital�) (the �Transaction Agreement�). The proposal submitted to ATK stockholders at the Special Meeting was the approval of the issuance of ATK common stock, par value $0.01 per share, to Orbital stockholders in connection with the merger pursuant to the Transaction Agreement (the �share issuance proposal�).

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The share issuance proposal is described in detail in ATK�s and Orbital�s definitive joint proxy statement/prospectus, which was filed with the Securities and Exchange Commission on December�17, 2014.

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The stockholders voted to approve the share issuance proposal. The voting results for the share issuance proposal, including the number of votes cast for or against, and the number of abstentions and broker non-votes, are set forth below.

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Share Issuance Proposal

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In connection with the Special Meeting, ATK also solicited proxies with respect to the adjournment of the Special Meeting, if necessary or appropriate, to solicit additional proxies (the �adjournment proposal�). As there were sufficient votes from ATK stockholders to approve the share issuance proposal, adjournment of the Special Meeting to solicit additional proxies was unnecessary and the adjournment proposal was not submitted to ATK stockholders for approval at the Special Meeting.

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Item 8.01. Other Events.

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On January�27, 2015, ATK issued a press release in connection with the results of the stockholder vote at the Special Meeting. A copy of the press release is furnished as Exhibit�99.1 hereto.

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Item 9.01. Financial Statements and Exhibits.

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(d)�Exhibits.

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Exhibit	�	Description
99.1	�	Press Release, dated January�27, 2015.

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SIGNATURE

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Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

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Date: January�27, 2015	�	ALLIANT TECHSYSTEMS INC.
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�	�	By:	/s/ Scott D. Chaplin
�	�	�	Scott D. Chaplin
�	�	�	Senior Vice President, General Counsel and Secretary

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EXHIBIT�INDEX

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Exhibit	�	Description
99.1	�	Press Release, dated January�27, 2015.

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Exhibit 99.1

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News Release	�	Corporate Communications	�	Phone: 703-412-3231
�	�	1300 Wilson Boulevard, Suite�400	�	Fax: 703-412-3220
�	�	Arlington, Virginia 22209	�	�

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For Immediate Release

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Media Contact:	�	Investor Contact:
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Amanda Covington	�	Michael Pici
Phone: 703-412-3231	�	Phone: 703-412-3216
E-mail: [email protected]	�	E-mail: [email protected]

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ATK Stockholders Approve the Issuance of Shares to Orbital Sciences Corporation Stockholders

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Transaction Anticipated to Close February�9, 2015

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Arlington, Va., Jan.�27, 2015 � Alliant Techsystems Inc. (�ATK�) (NYSE: ATK) today announced its stockholders approved the issuance of ATK common stock, par value $0.01 per share, to Orbital Sciences Corporation (�Orbital�) (NYSE: ORB) stockholders in connection with the previously announced merger between ATK�s Aerospace and Defense Groups and Orbital.

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ATK and Orbital held separate, special stockholder meetings today in conjunction with the proposed transaction.� As previously announced, ATK intends to spin off its Sporting Group into Vista Outdoor Inc. (�Vista Outdoor�) and immediately thereafter complete the merger. During Orbital�s special stockholder meeting, Orbital stockholders voted to approve the merger.

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Approximately 97 percent of the votes cast at ATK�s special meeting of stockholders voted in favor of the issuance of shares, which represented approximately 77 percent of the total number of outstanding shares of ATK common stock as of December�16, 2014, the record date for the special meeting.

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�We are very pleased with the resounding approval from our stockholders,� said Mark DeYoung, ATK President and Chief Executive Officer (CEO) and future Chairman and CEO for Vista Outdoor. �The affirmation and confidence from our investors support the vision to create two strong, independent companies with leadership in their core markets. I want to thank our stockholders for their support of this vision and strategy. The favorable shareholder vote allows us to now move forward and finalize this transformational and value-creating transaction. We anticipate closing both the spin-off and the merger on February�9.�

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The share issuance proposal is described in detail in ATK�s and Orbital�s definitive joint proxy statement/prospectus, which was filed with the Securities and Exchange Commission on December�17, 2014.

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On the closing date, ATK stockholders as of the close of business on February�2, 2015, the record date for the distribution, will receive two shares of Vista Outdoor common stock for every one share of ATK common stock they hold on the record date. As a result, on the closing date, ATK stockholders will own 100 percent of Vista Outdoor. Beginning on February�10, 2015, shares of Vista Outdoor common stock will trade under the ticker symbol �VSTO� on the New York Stock Exchange (NYSE). The spin-off will be immediately followed by the merger. In connection with the merger, Orbital shareholders will receive 0.449 shares of ATK common stock for each share of Orbital common stock that they hold. As a result, on the closing date, ATK shareholders will own approximately 53.8 percent of the combined company on a fully diluted basis and Orbital shareholders will own the remaining approximately 46.2 percent of the combined company on a fully diluted basis. Following closing, ATK will be renamed Orbital ATK,�Inc. and, beginning on February�10, 2015, shares of Orbital ATK common stock will trade under the new ticker symbol �OA� on the NYSE.

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Cautionary Statement Regarding Forward-Looking Statements

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Certain information discussed in this communication, including information regarding the proposed transaction between ATK and Orbital, constitutes �forward-looking� statements made within the meaning of Section�21E of the Securities Exchange Act of 1934. These statements are often, but not always, made through the use of words or phrases such as �may,� �will,� �expected,� �intend,� �estimate,� �anticipate,� �believe,� �project,� or �continue,� and similar expressions. All such forward-looking statements involve estimates and assumptions that are subject to risks, uncertainties and other factors that could cause actual results to differ materially from the results expressed in the statements. Additional information concerning these factors can be found in Vista Outdoor, ATK and Orbital�s filings with the Securities and Exchange Commission (the �SEC�), including ATK and Orbital�s most recent Annual Reports on Form�10-K, Quarterly Reports on Form�10-Q and Current Reports on Form�8-K, ATK�s registration statement on Form�S-4 and Vista Outdoor�s registration statement on Form�10. Vista Outdoor, ATK and Orbital assume no obligation to update or revise publicly the information in this communication, whether as a result of new information, future events or otherwise, except as otherwise required by law. Readers are cautioned not to place undue reliance on these forward-looking statements that speak only as of the date hereof.

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About ATK

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ATK is an aerospace, defense and outdoor sports and recreation company with operations in 21 states, Puerto Rico and internationally. News and information can be found on the Internet at www.atk.com, on Facebook at www.facebook.com/atk or on Twitter @ATK.

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