October 3, 2016
Bass Pro Shops and Cabela’s Incorporated (NYSE:CAB), two iconic American outdoor companies with similar humble origins, and with a shared goal to better serve those who love the outdoors, have announced that they have entered into a definitive agreement under which Bass Pro Shops will acquire Cabela’s for $65.50 per share in cash, representing an aggregate transaction value of approximately $5.5 billion.
Bass Pro Shops is proud to have secured preferred equity financing from the Merchant Banking Division of Goldman Sachs and Pamplona to facilitate the transaction. Goldman Sachs has committed $1.8 billion and Pamplona has committed $600 million for a total preferred financing commitment of $2.4 billion. In addition, Bass Pro Shops secured debt commitments from BofA Merrill Lynch, Wells Fargo Securities LLC, Citigroup Global Markets Inc., RBC Capital Markets, UBS Securities LLC and Goldman Sachs.
Latham & Watkins LLP represents Bass Pro Shops in the transaction with a Chicago-based corporate deal team led by partners Michael Pucker and Scott Hairston, with associates Jonathan Solomon, Daniel Breslin, Emily Stegich and Jana Kovich. Advice was also provided on finance matters by partner Brad Kotler and counsel Cindy Caillavet Sinclair, with associates Joanna Bartold and Jennifer Hou Hirst; on securitization matters by partner Ellen Marks; on tax matters by partner Diana Doyle, with associate Enrique Rene de Vera; and on employee benefits matters by partner Robin Struve, with associate Ekaterina (Kate) Napalkova. All lawyers are based in the firm’s Chicago office, with the exception of Ms. Napalkova who is in Los Angeles.
The transaction, which is expected to close in the first half of 2017, 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.