Bass Pro Shops completes $5B Cabela's acquisition

Dive Brief:

Bass Pro Shops and Cabela’s announced on Tuesday that they successfully completed their merger, in which Bass Pro Shops acquired Cabela’s for $61.50 per share in cash, representing an aggregate transaction value of approximately $5 billion.
As a result, Cabela’s common stock will no longer be listed for trading on the New York Stock Exchange, the companies said in a press release.
Part of the transaction was the acquisition of certain assets and liabilities of World’s Foremost Bank, (a wholly owned subsidiary of Cabela’s) by Synovus Bank, (a wholly owned subsidiary of Synovus Financial) for approximately $1.2 billion, according to the release.

Dive Insight:

At long last, Bass Pro Shops took on Cabela’s, bringing the struggling publicly traded rival into its privately held fold. Despite a fairly solid argument for the tie-up, the acquisition process wasn’t smooth. The similarities of the two retailers makes the merger at once rational and a target of careful scrutiny from regulators, Scott Wagner, an antitrust expert and partner in law firm Bilzin Sumberg’s litigation group, told Retail Dive last year — and that's exactly what the proposal received since it was announced last October.

In December, each company received an FTC request for additional information and documents (commonly known as a "second request"), which launched a more involved process, as well as a delay. The attendant sale of Cabela's credit card business also threatened the plan, until subsidiaries of Synovus Financial and Capital One Financial in April devised an agreement to solve that.

At that time, the retailers also amended their merger agreement, lowering the price tag to hasten approval. Bass Pro Shops will now acquire Cabela’s for $61.50 per share in cash (down from the previously announced price of $65.50) — an aggregate transaction value of $5 billion.

Cabela's was entertaining a sale even before hedge fund Elliott Capital Management disclosed its 11.1% stake in November 2015 and began pushing the retailer to pursue "strategic alternatives," including a sale, according to materials sent to shareholders earlier this year.

Cabela's and Bass Pro Shops have a lot in common. Both were founded in roughly the same time frame and in the same area of the country, with a similar number of stores sharing a destination-like shopping approach. "This speaks to one of the greater trends in the industry — in retail, but in sporting goods in particular — to create a customer experience that makes it worthwhile to go to a store," IBISWorld analyst Rory Masterson told Retail Dive last year. There’s also considerable overlap in their customer bases: Bass Pro noted that 45% of its customers also frequent Cabela’s.