Cabela's 2008 Annual Report Download - page 97

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92
CABELA’S INCORPORATED AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in Thousands Except Share and Per Share Amounts)
In addition, on July 7, 2008, 111,324 shares of restricted stock were issued to two executives under the 2004 Plan.
The stock price on the date of grant was $10.48 per share resulting in a fair value of $1,167 of deferred compensation
which will be amortized to expense over a five-year period. The restricted stock vests one-third on the third, fourth,
and fifth anniversaries of the grant date. As of December 27, 2008, there were 4,474,211 shares subject to options and
1,541,668 shares authorized and available for grant under the 2004 Plan. Our policy has been to issue new shares for
the exercise of stock options.
As of December 27, 2008, under our 1997 Stock Option Plan (the “1997 Plan”), there were 809,039 shares
subject to options with no shares available for grant. Options issued expire on the fifth or the tenth anniversary of the
date of the grant under the 1997 Plan.
Employee Stock Purchase Plan – The maximum number of shares of common stock available for issuance
under our Employee Stock Purchase Plan (the “ESPP”) is 1,835,000. During 2008, there were 246,620 shares issued
under the ESPP. As of December 27, 2008, there were 1,198,656 shares authorized and available for issuance. We
issued new shares, rather than market purchases, beginning in October 2008 and plan to continue to issue new shares
in the future.
401(k) Savings Plan – All employees are eligible to defer up to 80% of their wages to Cabela’s 401(k) savings
plan, subject to certain limitations. Through 2008, the Company matched 100% of eligible employee deferrals up to
6% of eligible wages. Total expense for employer contributions was $7,894, $7,007, and $6,502 in 2008, 2007, and
2006, respectively.
Deferred Compensation Plan – We have a self-funded, nonqualified deferred compensation plan for certain
key employees that was amended on December 31, 2004, to restrict any further contributions. Participants’ balances
earn interest with the rate adjusting on a semi-annual basis. Upon certain conditions participants can receive their
balance in either a lump sum or in equal annual payments over various time periods. Participants’ balances under this
plan will be paid in full no later than January 2010. The charge to interest expense under this plan was $368, $525,
and $503 for 2008, 2007, and 2006, respectively.
20. STOCKHOLDERS’ EQUITY AND DIVIDEND RESTRICTIONS
Preferred Stock – We are authorized to issue 10,000,000 shares of preferred stock having a par value of $0.01
per share. None of the shares of the authorized preferred stock have been issued. The board of directors is authorized
to issue these shares of preferred stock without stockholder approval in different classes and series and, with respect
to each class or series, to determine the dividend rate, the redemption provisions, conversion provisions, liquidation
preference, and other rights, privileges, and restrictions. The issuance of any preferred stock could have the effect
of diluting the voting power of the holders of common stock, restricting dividends on the common stock, impairing
the liquidation rights of the common stock, or delaying or preventing a change in control without further action by
the stockholders.
Class A Voting Common Stock – The holders of our Class A common stock are entitled to receive ratably
dividends, if any, the board of directors may declare from time to time from funds legally available therefore, subject
to the preferential rights of the holders of any shares of preferred stock that we may issue in the future. The holders of
our Class A common stock are entitled to one vote per share on any matter to be voted upon by stockholders.
Upon any voluntary or involuntary liquidation, dissolution, or winding up of company affairs, the holders of
our Class A common stock are entitled to share ratably with the holders of Class B non-voting common stock in all
assets remaining after payment to creditors and subject to prior distribution rights of any shares of preferred stock
that the Company may issue in the future. All of the outstanding shares of Class A common stock are fully paid and
non-assessable.