Bass Pro Shops to Acquire Cabela’s Inc. in a $5.5 Billion Deal

Cabela's owns about 50 stores throughout the U.S. and Canada, including this 100,000-square-foot outpost at the Nyberg Woods shopping center in Tualatin, Oregon. (Photo courtesy of WikiMedia Commons) Cabela's owns about 50 stores throughout the U.S. and Canada, including this 100,000-square-foot outpost at the Nyberg Woods shopping center in Tualatin, Oregon. (Photo courtesy of WikiMedia Commons)

Springfield, Mo. and Sidney, Neb. — Bass Pro Shops has agreed to acquire Cabela’s Inc. (NYSE: CAB) for $5.5 billion, or $65.50 per share of CAB stock.

The merger brings together three of the nation’s top outdoor sporting brands: Cabela’s, which specializes in hunting; Bass Pro Shops, which specializes in fishing; and White River Marine Group, a Bass Pro Shops company that specializes in boating. The combined company will own 184 stores in the U.S. and Canada.

Cabela’s Board of Directors unanimously approved the acquisition, which is expected to close in the first half of 2017. It was not immediately clear whether the deal would result in any store closures. Bass Pro Shops will also enter into a multi-year partnership agreement with Capital One, National Association, which will originate and service Cabela’s CLUB, the retailer’s co-branded credit card. The customer rewards systems for both retailers should be unaffected by the acquisition.

The transaction will be completed through a cash merger and is subject to approval by Cabela’s shareholders, as well as regulatory approvals and other customary closing conditions. The Merchant Banking Division of Goldman Sachs and Pamplona provided partial acquisition financing for the deal.

Goldman Sachs has committed $1.8 billion, while Pamplona has committed $600 million. BofA Merrill Lynch, Wells Fargo Securities LLC, Citigroup Global Markets Inc., RBC Capital Markets, UBS Securities LLC and Goldman Sachs are also providing debt financing to support the transaction. Bass Pro Shops Founder and CEO Johnny Morris will continue as CEO and majority shareholder of the new entity, which will remain a private company.

J.P. Morgan served as financial advisor to Bass Pro Shops, while Latham & Watkins served as the company’s legal counsel, with assistance from O’Melveny & Myers.

Goldman, Sachs & Co. served as financial advisor to the Merchant Banking Division of Goldman Sachs, while Davis Polk & Wardwell LLP served as legal advisor.Goldman, Sachs & Co. also served as advisor to Bass Pro Shops on the bank transaction, while Morrison & Foerster served as legal counsel.

Guggenheim Securities served as financial advisor to Cabela’s, while Sidley Austin LLP and Koley Jessen PC LLO served as the company’s legal counsel.

The Kessler Group and Credit Suisse acted as financial advisers to Capital One, while Wachtell, Lipton, Rosen & Katz and Chapman and Cutler acted as legal advisers. Cabela’s stock price closed at $54.93 per share on Friday, Sept. 30, up from $45.14 per share one year ago.

—   Nellie Day 

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