Gander Mountain delisting common stock

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Gander Mountain Co. announced plans to withdraw its shares of common stock from listing on the Nasdaq Global Market.

A special committee of the company's board of directors, composed of independent directors, recommended - and the board of directors approved - plans to cease the registration of its common stock with the Securities and Exchange Commission.

To ensure that it will be eligible to deregister its shares of common stock, Gander Mountain will reduce its number of beneficial shareholders to less than 300. To accomplish this, the special committee of the board recommended - and the board of directors approved - an amendment to the company's articles of incorporation to effect a 1-for-30,000 reverse split of its common stock.

The reverse stock split will occur Jan. 14.

After the reverse split, any shareholder holding less than one share will receive a cash payment of $5.15 for each share held prior to the split.

Immediately following the reverse split, the company will file a second amendment to its articles of incorporation to effect a 30,000-for-1 forward stock split. As a result, shareholders owning 30,000 or more shares of common stock at the time of the reverse split will retain their current number of shares of common stock without change and will not receive cash in the transaction.

The funding for the cash payment for the fractional shares described above will be provided by the company's two largest shareholders, Gratco LLC and Holiday Stationstores Inc.

St. Paul, Minn.-based Gander Mountain has 116 lifestyle stores in 23 states and three outlet stores.

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