CAB Cabelas Class A (delisted)

On September 6, 2017, Cabela’s Incorporated, a Delaware corporation (the “Company”), was notified that the Board of Governors of the Federal Reserve (the “FRB”) has approved the previously announced sale of the assets and liabilities of the Company’s wholly owned bank subsidiary, World’s Foremost Bank (“WFB”), to Synovus Bank, a Georgia state member bank (“Synovus”).

As previously disclosed, on October 3, 2016, the Company entered into an Agreement and Plan of Merger, by and among the Company, Bass Pro Group, LLC, a Delaware limited liability company (“Parent”), and Prairie Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Sub”), which was amended by the Amendment to Agreement and Plan of Merger, dated as of April 17, 2017 (and as further amended from time to time, the “Merger Agreement”). The Merger Agreement provides for Sub to merge with and into the Company, causing the Company to become a wholly owned subsidiary of Parent (the “Merger”).

All regulatory approvals required for the consummation of the Merger and the related transactions contemplated by the Framework Agreement, dated as of April 17, 2017, by and among the Company, WFB, Synovus and Capital One Bank (USA), National Association, a national banking association, have now been received. Pursuant to the FRB’s order, the parties cannot close the transactions earlier than September 21, 2017. The parties expect to close the transactions on or within a few days following that date. The Company expects in the near future to issue a further communication regarding the specific expected closing date.