Tuesday, January 5, 2021

BASS PRO SHOPS ACQUIRES SPORTSMAN’S WAREHOUSE

 Bass Pro Shops has reached an agreement to acquire Sportsman’s Warehouse for $18.00 per share in cash.

With about 44 million shares outstanding, the deal values Sportsman’s Warehouse at about $800 million. On Tuesday, shares of Sportsman’s Warehouse closed at $17.66, up $5.01.

The retailer operates 112 stores while Cabela’s and Bass Pro combined operate 169 stores.

The acquisition is being made by Great American Outdoors Group, the newly named parent company of Bass Pro Shops, Cabela’s, White River Marine Group, and a number of nature-based stores. The company said in a statement, “The Great American Outdoors Group will remain a private company with a long-term view to do what is best for its customers, team members and conservation initiatives.”

Great American Outdoors Group said the driving force behind the partnership is the two companies’ similar histories, complementary business philosophies and geographic footprints. Both entities share a passion with their customers for fishing, camping, hunting, boating, and other outdoor activities. Likewise, both are “highly acclaimed retailers with well-deserved reputations for a broad offering of outstanding brand name and proprietary products, customer service, deeply knowledgeable team members, and an unwavering passion for conservation. Uniting together represents an unprecedented “win-win” opportunity for outdoor enthusiasts.”

Sportsman’s Warehouse CEO Jon Barker, said in a statement, “We are excited to be joining the Great American Outdoors Group. This merger brings together the greatest brands in the outdoor industry. As we look to the future, the combined entities provide our passionate associates with greater opportunities to serve the outdoor enthusiast. I couldn’t be more proud of the nearly 8,000 Sportsman’s Warehouse associates and their success in building our brand over the last 33 years. We look forward to a smooth transition and building our partnership.”

The acquisition will allow Sportman’s Wearhouse to widen its product offerings online and in-store with an expanded selection of fishing tackle including Bass Pro Shops and other premier brands, and hunting gear, including the  Cabela’s brand. Sportsman’s Warehouse will also offer the Great American Outdoors Group “low price guarantee,” which promises the lowest everyday price on its full assortment and will match, or beat, any qualified competing offers in store or online.

“Today is a happy day for our companies, outdoor enthusiasts and for the cause of conservation,” said Bass Pro Shops Founder and Great American Outdoors Group Leader, Johnny Morris. “As outdoor sports specialists with an unwavering dedication to people who fish, hunt and enjoy the outdoors, we greatly admire the passionate team at Sportsman’s Warehouse for their commitment to their customers and the sports we all love. By combining our best practices, our aim is to give our customers a best-of-the-best experience while further uniting them to support conservation.”

The merger agreement was unanimously approved by Sportsman’s Warehouse’s Board of Directors. The transaction, which is expected to close in the second half of 2021, will be completed through a cash merger and is subject to approval by Sportsman’s Warehouse’s shareholders, as well as regulatory approvals and other customary closing conditions. The transaction is not subject to any financing condition. The entities will continue to operate independently until the transaction closes.

J.P. Morgan Securities LLC served as lead financial advisor, Moelis & Company served as an additional financial advisor to the Great American Outdoors Group and King & Spalding LLP served as the Great American Outdoors Group legal counsel with assistance from Debevoise & Plimpton LLP. Baird served as exclusive financial advisor to Sportsman’s Warehouse. O’Melveny & Myers served as legal counsel to Sportsman’s Warehouse.

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