Thread regarding Cabela's Inc. layoffs

I heard the bank deal may not close till after the first of the year from a Cabela's employee of over 35 years and the bank deal may not close before October by a major Cabela's stock holder. I posted this with the intent perhaps someone could share some information on this site about the bank part of the merger agreement. I do not know what will happen and I am looking for answers. A few things I do know is their is a large government agency involved and at least five other large businesses are involved . Secondary the terms of this agreement isn't a normal situation. Third the Cabela's stock closed at 60.03 a day after the stockholder approval of the merger and today the stock closed at 56.31.

Ok. Maybe that went a bit far. But what use is a post of "I heard" without saying where you heard it from?! People have been hearing stuff for years! One would argue that those "I hear" posts do more damage than an obvious joke post. It gets people believing stuff that may not be true at all and those rumors spread and then ultimately disspoint people and make them even more bitter than they already are.

And ask yourself , how many of the "I hear" comments and rumors withiut sources have actually been accurate?

The previous post is one just to harass other posters and try to discourage them from discussing this extremely important issue. To the other poster please ignore his silly comments and I would welcome any information anyone have heard on this issue.

Oh yeah?? I heard that all posters that don't provide their sources are aliens that are here and infiltrating all retail operations and giving thier info to Amazon.

I have heard the bank deal may not be approved before the first part of 2018

The Oct 3 deadline might cost CAB shareholders big-time. If the deal doesn't get done, then BP is open to renegotiate the price (with no hefty fees). It sounds like it will get done...but possibly not before the Oct. 3 deadline. I wonder if Goldman Sachs can pull a few strings to get this done. They have a lot of people in government now. I'm not sure what their stake in the merger is, or if it makes a difference if it's delayed.

I can't imagine CAB has a back-up plan...lick wounds and try to move on...hire a new CEO?? The old one is selling his house and has one foot out the door. I think BP still wants CAB, but at what price?

Thanks for posting the article. Still roadblocks to the merger. I bet that Bass Pro will come back to the table again and ask for an even lower purchase price if OCC acts unfavorably on their "cute" remark. In the meantime, everyone sits in limbo with no clear direction. October 3rd will be here before you know it. What's the contingency plan if the buyout/merger fails?

https://event-driven.com/cabelasbass-prosynovus-bank-sale-application-moved-atlanta-fed-board-governors-capital-one-portion-might-entail-occ-review/

Event Driven Takeaways

Event Driven has learned that the Synovus’ application has been moved from the Federal Reserve Bank of Atlanta to the Federal Reserve Board of Governors in Washington and that there is no timeline for the Board of Governors to act upon the application.

Event Driven has also learned that the OCC, as Capital One’s primary regulator, may want to review Capital One’s purchase of the World’s Foremost Bank’s credit card assets as this transaction is so close in scope and intent as the one the OCC had previously prevented due to the AML consent order. More than one former regulator has called Capital One’s efforts to work around the consent order as “cute”, which is not a compliment in regulatory circles.

Industry experts have also noted that career staff at the OCC are being very circumspect in approving matters of any controversy as they wait for Senate confirmation of President Trump’s nominee.

Cabela’s/Bass Pro’s October 3 merger end date is in jeopardy due to bank regulators’ review of the tri-party transaction in which Cabela’s is selling its subsidiary, The World’s Foremost Bank, to Synovus Bank which simultaneously intends to sell the credit card portfolio to Capital One Financial.

In February, the sale of the World’s Foremost Bank directly to Capital One was squashed by the OCC due to Capital One’s penalties for violating Anti-Money Laundering (AML) laws. BassPro used the opportunity to renegotiate the price of the acquisition downward.

Although Synovus’ acquisition of World’s Foremost Bank and sale of assets to Capital One still has a high likelihood of eventual approval, there is no guarantee or requirement that any of the three regulators now involved act prior to the October 3 merger end date.

The Oct. 3 outside date for closing the Cabela’s/Bass Pro merger may be in jeopardy due to increased regulatory scrutiny of Cabela’s sale of its subsidiary bank, known as the World’s Foremost Bank, to Synovus Bank which in turn is selling the credit card assets of the World’s Foremost Bank to Capital One, Event Driven has learned.

Synovus’ application to purchase the World’s Foremost Bank was filed with the Federal Reserve Bank of Atlanta (Atlanta Fed) in late April. Event Driven has been told that the application has since been forwarded from the Atlanta Fed to the Federal Reserve Board of Governors (the Federal Reserve or the Fed) in Washington DC for further review and that there is “no timetable” for the Federal Reserve’s action on the application. The transfer of the application to the Fed may have been triggered by letters of complaint. One known letter was filed by community activist Inner City Press regarding the Community Reinvestment Act compliance of both Synovus and Capital One.

Synovus’ spokesperson told Event Driven that it was Synovus’ “understanding” that the application is now being reviewed by the Federal Reserve Board in Washington DC and noted, with respect to timing, “that [the application] is in the hands of the regulators.”

The sources Event Driven spoke to for this article declined to speak on record given the sensitive nature of the review processes. Neither Bass Pro, Cabela’s nor Capital One responded to requests for comment regarding this article.

Another delaying element in the review of the application is the need for all three parties to certify to the Fed that their primary bank regulators have no objection to the various transactions. The Office of Comptroller of the Currency (OCC) may wish to review Capital One’s purchase of the World’s Foremost Bank’s credit card assets and loan servicing rights, which it has the authority to do.

In Feb., the OCC rejected Capital One’s efforts to buy the World’s Foremost Bank directly from Cabela’s as the acquisition violated the terms of a consent decree for Anti-Money Laundering violations. That led to Cabela’s and Bass Pro having to enter into a new merger agreement under which Bass Pro is paying a lower price per share than in the original agreement.

The OCC retains plenary authority to review all substantive asset acquisitions of the banks for which it is the primary regulator.

Two of the former senior regulatory staff with whom Event Driven has spoken referred to the Capital One’s effort to work around the consent decree by purchasing assets and not deposits as “cute,” which is not a complimentary term in regulatory circles. Although the OCC may not ultimately object to the purchase, it may also want to engage in thorough due diligence process with Capital One.

Industry experts have also noted that decision-making at the OCC has slowed pending the arrival of a permanent head of the agency. Joseph Otting was nominated by President Trump to be Comptroller and had his confirmation hearing at the Senate Banking Committee on July 27. Otting’s nomination was criticized by a number of Democrats on the Committee, which indicates that the full Senate is unlikely to act on his nomination until later this fall.

The original $5 billion deal was announced on Oct. 3. Since that time, the financial health of Cabela’s has worsened, prompting investor concern that Bass Pro may once again seek to recut the deal terms. The company has posted declining earnings per share for each quarter of the prior year. As of the 10-Q filed on May 4th, Cabela’s reported $0.40 EPS versus $0.43 for the same quarter the previous year. Cabela’s reported $0.55 EPS for June 2016. Analyst consensus has varied, the consensus expectations of $0.51 EPS on the low end, $0.61 on the high end, and an average of $0.57. The lack of firm consensus reflects a deteriorating year-over-year core business, and general headwinds in the retail sector.

The transaction gained unconditional antitrust approval on July 3, albeit after a lengthy review by FTC staff. On July 11, Cabela’s shareholders approved the transaction.

–Andrew Lowenthal and Lucas Ballet

It boils down to this:

More than one former regulator has called Capital One’s efforts to work around the consent order as “cute”, which is not a compliment in regulatory circles.

Unless you have a subscription to event-driven.com, you can't read the article posted. How about cutting and pasting the article so people can read?

https://event-driven.com/cabelasbass-prosynovus-bank-sale-application-moved-Atlanta-fed-board/governors-capital-one-portion-might-entail-occ-review/