Notes:

Originally posted in the forum under the Gander Mountain going private announcement thread.

Source of funds: "The funding for the cash payment for the fractional shares described above will be provided by our two largest shareholders, Gratco LLC and Holiday Stationstores, Inc. On September 27, 2009, we entered into a separate funding and indemnification agreement with each of Holiday Stationstores and Gratco pursuant to which each of Holiday Stationstores and Gratco agreed to provide the funding for the payments to holders of fractional shares. Gratco is an affiliate of our chairman and chief executive officer, David Pratt, and Holiday Stationstores is an affiliate of our Ronald Erickson, our vice chairman, and Gerald Erickson, one of our directors."

Insiders: Gratco is an affiliate of Gander Mountain’s chairman and interim CEO David Pratt, and Holiday Stationstores Inc. is an affiliate of both Ronald Erickson, Gander Mountain’s vice chairman, and Gerald Erickson, a director of the company.

Vote: "Under Minnesota law, Gander Mountain’s board may amend its articles of incorporation to conduct the stock splits without the approval of the company’s shareholders, therefore it is not seeking the approval of the going-private transaction from our shareholders."

Timing: The transaction, expected to close early next year pending regulatory requirements

Brokerage Account Treatment: "Please note, we intend to treat shareholders holding our common stock in “street name” (i.e., in a brokerage account) in the same manner as record holders. "

On September 27, 2009 the board of directors approved the amendments to their articles of incorporation to effect a reverse split of the common stock. No vote will occur.

On January 14, 2010 Gander Mountain Company effected a 1-for-30,000 reverse split of the company’s common stock. Those shareholders who, immediately following the Reverse Split, owned less than one share of the common stock will, in lieu thereof, be paid an amount, in cash, equal to $5.15 per share of their pre-Reverse Split common stock, and will no longer be shareholders of the company. Immediately following the Reverse Split, the Company effected a forward split of the common stock pursuant to which each share of common stock registered in the name of a shareholder holding at least one share of Common Stock immediately after the effective time of the Reverse Split, including fractions thereof for holders holding in excess of one whole share following the Reverse Split, were converted into 30,000 shares of common stock.