Market Overview

Cabela's Files Definitive Proxy Materials and Announces Date of Special Meeting for Stockholders to Approve Bass Pro Shops Transaction


Cabela's Incorporated (NYSE:CAB) today announced that it has filed
definitive proxy materials with the U.S. Securities and Exchange
Commission ("SEC") in connection with the Special Meeting of
Stockholders (the "Special Meeting") to approve the previously announced
acquisition of Cabela's by Bass Pro Shops.

The Special Meeting is scheduled to be held on July 11, 2017, at 8:00
a.m. local time. The meeting will be held at the Company's corporate
headquarters, One Cabela Drive, Sidney, Nebraska 69160. All stockholders
of record of Cabela's common stock as of the close of business on June
2, 2017 will be entitled to vote their shares at the Special Meeting
either in person or by proxy.

As previously announced, Cabela's entered into an agreement to be
acquired by Bass Pro Shops for $61.50 per share in cash, subject to
adjustment in certain circumstances. The Cabela's Board of Directors
unanimously recommends that stockholders vote "FOR" the proposal to
adopt the merger agreement.

The transaction is expected to close in the third quarter of 2017,
subject to approval by Cabela's shareholders, the receipt of required
regulatory approvals and the satisfaction of other customary closing

About Cabela's Incorporated

Cabela's Incorporated, headquartered in Sidney, Nebraska, is a leading
specialty omni-channel retailer of hunting, fishing, camping, shooting
sports, and related outdoor merchandise. Since the Company's founding in
1961, Cabela's® has grown to become one of the most well-known outdoor
recreation brands in the world, and has long been recognized as the
World's Foremost Outfitter®. Cabela's offers a wide and distinctive
selection of high-quality outdoor products at competitive prices while
providing superior customer service. Cabela's also issues the Cabela's
CLUB® Visa credit card, which serves as its primary customer loyalty
rewards program. Cabela's stock is traded on the New York Stock
Exchange under the symbol "CAB".


This communication does not constitute an offer to sell or the
solicitation of an offer to buy the securities of Cabela's Incorporated
(the "Company") or the solicitation of any vote or approval. This
communication is being made in respect of the proposed merger
transaction involving the Company, Bass Pro Group, LLC ("Bass Pro
Group") and a wholly-owned subsidiary of Bass Pro Group. The proposed
merger of the Company is being submitted to the stockholders of the
Company for their consideration. In connection therewith, the Company
has filed with the Securities and Exchange Commission (the "SEC") a
definitive proxy statement regarding the proposed merger, which will be
mailed to the stockholders of the Company, and other relevant materials.
CONTAIN IMPORTANT INFORMATION. Investors and security holders may obtain
free copies of the definitive proxy statement, any amendments or
supplements thereto and other documents containing important information
about the Company through the website maintained by the SEC at
Copies of the documents filed with the SEC by the Company are available
free of charge on the Company's website at
under the heading "SEC Filings" in the "Investor Relations" portion of
the Company's website. Stockholders of the Company may also obtain a
free copy of the definitive proxy statement regarding the proposed
merger and any filings with the SEC that are incorporated by reference
in such definitive proxy statement by contacting the Company's Investor
Relations Department at (308) 255-7428.


The Company and its directors, executive officers and certain other
members of management and employees may be deemed to be participants in
the solicitation of proxies in connection with the proposed merger.
Information about the directors and executive officers of the Company is
set forth in its definitive proxy statement for its 2016 Annual Meeting
of Stockholders, which was filed with the SEC on November 17, 2016, and
in subsequent documents filed with the SEC, each of which can be
obtained free of charge from the sources indicated above. Other
information regarding the participants in the proxy solicitation of the
stockholders of the Company and a description of their direct and
indirect interests, by security holdings or otherwise, is contained in
the definitive proxy statement regarding the proposed merger and may be
contained in other relevant materials filed with the SEC.


This document contains "forward-looking statements" that are based on
the Company's beliefs, assumptions, and expectations of future events,
taking into account the information currently available to the Company.
All statements other than statements of current or historical fact
contained in this report are forward-looking statements. The words
"believe," "may," "should," "anticipate," "estimate," "expect,"
"intend," "objective," "seek," "plan," "confident," and similar
statements are intended to identify forward-looking statements.
Forward-looking statements involve risks and uncertainties that may
cause the Company's actual results, performance, or financial condition
to differ materially from the expectations of future results,
performance, or financial condition the Company expresses or implies in
any forward-looking statements. These risks and uncertainties include,
but are not limited to: the satisfaction of the conditions precedent to
the consummation of the proposed merger, including, without limitation,
the receipt of stockholder and regulatory approvals; unanticipated
difficulties or expenditures relating to the proposed merger; legal
proceedings, judgments or settlements, including those that may be
instituted against the Company, the Company's board of directors,
executive officers and others following the announcement of the proposed
merger; disruptions of current plans and operations caused by the
announcement and pendency of the proposed merger; potential difficulties
in employee retention due to the announcement and pendency of the
proposed merger; the response of customers, suppliers, business partners
and regulators to the announcement of the proposed merger; the state of
the economy and the level of discretionary consumer spending, including
changes in consumer preferences, demand for firearms and ammunition, and
demographic trends; adverse changes in the capital and credit markets or
the availability of capital and credit; the Company's ability to
successfully execute the Company's omni-channel strategy; increasing
competition in the outdoor sporting goods industry and for credit card
products and reward programs; the cost of the Company's products,
including increases in fuel prices; the availability of the Company's
products due to political or financial instability in countries where
the goods the Company sells are manufactured; supply and delivery
shortages or interruptions, and other interruptions or disruptions to
the Company's systems, processes, or controls, caused by system changes
or other factors; increased or adverse government regulations, including
regulations relating to firearms and ammunition; the Company's ability
to protect the Company's brand, intellectual property, and reputation;
the Company's ability to prevent cybersecurity breaches and mitigate
cybersecurity risks; the outcome of litigation, administrative, and/or
regulatory matters (including the ongoing audits by tax authorities and
compliance examinations by the Federal Deposit Insurance Corporation
("FDIC")); the Company's ability to manage credit, liquidity, interest
rate, operational, legal, regulatory capital, and compliance risks; the
Company's ability to increase credit card receivables while managing
credit quality; the Company's ability to securitize the Company's credit
card receivables at acceptable rates or access the deposits market at
acceptable rates; the impact of legislation, regulation, and supervisory
regulatory actions in the financial services industry; and other risks,
relevant factors, and uncertainties identified in the Company's filings
with the Securities and Exchange Commission ("SEC") (including the
information set forth in the "Risk Factors" section of the Company's
Annual Report on Form 10-K for the fiscal year ended December 31, 2016,
and in subsequent filings), which filings are available at the SEC's
website at
Given the risks and uncertainties surrounding forward-looking
statements, you should not place undue reliance on these statements. The
Company's forward-looking statements speak only as of the date of this
document. Other than as required by law, the Company undertakes no
obligation to update or revise forward-looking statements, whether as a
result of new information, future events, or otherwise.

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