CLUB Outfitter] Dear [ ]:Sale and Purchase Agreement • March 3rd, 2017 • Cabelas Inc • Retail-miscellaneous shopping goods stores • Delaware
As you know, on October 3, 2016, Cabela’s Incorporated (“Cabela’s”) and Bass Pro Group, LLC, a Delaware limited liability company (“Bass Pro”), entered into an Agreement and Plan of Merger (the “Merger Agreement”), pursuant to which a subsidiary of Bass Pro will merge with and into Cabela’s, causing Cabela’s to become a wholly owned subsidiary of Bass Pro (the “Merger”).
Corporate Outfitter] Dear [ ]:Incentive Award Agreement • March 3rd, 2017 • Cabelas Inc • Retail-miscellaneous shopping goods stores • Delaware
As you know, on October 3, 2016, Cabela’s Incorporated (“Cabela’s” or the “Company”) and Bass Pro Group, LLC, a Delaware limited liability company (“Bass Pro”), entered into an Agreement and Plan of Merger (the “Merger Agreement”), pursuant to which a subsidiary of Bass Pro will merge with and into Cabela’s, causing Cabela’s to become a wholly owned subsidiary of Bass Pro (the “Merger”). In connection with the Merger Agreement, Cabela’s has agreed not to grant any equity-based compensation awards prior to the completion of the Merger. As a result, in place of an equity-based incentive award for 2017, Cabela’s has approved a cash-based incentive award, which is hereby granted to you as of the date of this letter (the “Grant Date”) and is subject to the following terms and conditions.
