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Hunting in Private

Gander Mountain, the top retailer of outdoor-recreation goods, is on its way to becoming a private company. And that's just the way the company's media-shy chairman likes it.

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David Pratt doesn’t grant interviews. He doesn’t respond to phone calls. His companies don’t provide photos of him. Whether at home in St. Louis or fly-fishing on his secluded 50,000-acre Rocky Mountain ranch, he consciously avoids public attention.

So perhaps it’s fitting that Pratt is taking the nation’s largest outdoor-recreation retail chain private.

The chairman and largest shareholder of Gander Mountain Co., Pratt is leading a $31 million campaign to buy out the business and secure even firmer control.

Pratt, a minority owner of the St. Louis Cardinals, owner of Rex Realty in the St. Louis suburb of Clayton, and owner of Colorado’s exclusive Three Forks Ranch, made a fortune in 1999 when he sold 90 percent of his United Industries, Inc. pesticide company to Boston-based Thomas H. Lee Co. for $620 million.

He began upping his investment in St. Paul, Minnesota-based Gander Mountain earlier this decade. Then, in December 2006, he and his family trust swapped a $20 million debt note and $30 million more in cash for more than 5.7 million additional shares. The deal made Pratt the company’s largest shareholder and solidified his appointment as chairman the same month.

Today, Pratt owns nearly 10.2 million shares, or 42.3 percent, of Gander. His stake is worth about $38.9 million, based on Gander’s $3.82-a-share closing price September 25, the last trading day before the company announced its plan to buy out smaller investors at $5.15 a share. Since then, Gander’s stock price has jumped to near that level, closing October 7 at $5.06 a share. That has pushed the value of Pratt’s stake to about $52 million on paper.

Gander’s decision to go private follows a review by a special committee of Gander’s independent directors. On September 27 the committee concluded “the disadvantages of remaining an SEC-reporting company, including the costs associated with ongoing regulatory requirements, outweighed the benefits of public-company status to the company and its shareholders.” Following the committee’s recommendation, Pratt and other members of Gander’s full board approved a decision to take the company private.

“They’ve been operating almost like a private company anyway, so it’s not very surprising,” analyst Reed Anderson of D.A. Davidson & Co. in Minneapolis told the Minneapolis Star-Tribune on September 28. “If you have no need to be a public company, ultimately it’s a distraction and an expense.”

Pratt’s investment company, Gratco LLC, and Holiday Stationstores Inc., a nearly 30 percent stakeholder owned by the family of two other Gander directors—cousins Ronald and Gerald Erickson—will ultimately make an offer for all the Gander shares they do not already own. That could total a buyout of roughly 6.1 million shares, or 25 percent of Gander, at a cost of about $31 million.

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