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Barnes & Noble to Sell Off the Nook?

Yesterday I reported on the rumor that B&N wanted to sell off Sterling Publishing, and naturally I assumed that B&N had decided that digital was the future. Today I learned that B&N is looking to sell off the Nook business unit. Apparently digital isn’t the future either.

B&N put out a press release this morning. Buried in with the glad tidings about great sales over Christmas was a mention that B&N was looking at "strategic exploratory work to separate the NOOK business."

They want to sell it.

But first, B&N also released a few details on this past holiday season. The total unit salesfor the ebook readers were up 70% over last year.  The sales reports were mixes. The NookColor and NookTablet sold well, but the Nook Touch did not meet expectations. Digital content was also up, with apps, ebooks and the periodicals from the digital newsstand selling at over twice the rate of last year.

Sales from the website were up 43% over last year,  to $327 million. According to B&N this "increase was driven by continued growth of the NOOK business, offset by a decline in online physical product sales." The brick and mortar stores saw a spike in sales of 2.5%, to $1.2 billion. B&N also reported seeing a bump in sales from the closure of Borders. That bump tis expected to be about $200 million to $230 million in fiscal 2012.

I cannot help but wonder if today’s and yesterday’s news are related. I posited yesterday that B&N wanted to recover the capital invested in Sterling so they could invest in digital.  And today it looks like B&N is looking to take a step back from the development side of its digital business. Note that sales were good, so this probably isn’t a retail question.

But it could mean any number of things.

At the very least, you could put the 2 stories together and reach an interesting conclusion. B&N wants to pull back from creating products (publishing books and developing the Nook) to simply selling them.

Perhaps B&N senior management has decided that they’re investing too much in developing the products and the platform? While they like being able to sell the product, having to pay all the costs to develop it might not be as appealing as it was back in 2009.

This might also be a hint that the Waterstones deal is going to get a little closer than we expect. A few weeks back I reported that one source had told me that B&N might buy Waterstones. Now I would argue that the deal could go the other way. Waterstones might buy into the Nook development as part of deciding to carry it in stores. It’s certainly a possibility, now that we have today’s press release.

In any case, something interesting is happening.

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dave blevins January 5, 2012 um 10:25 am

Going the way of Kodak !!

Chad January 5, 2012 um 10:36 am

Well, "exploratory work to separate" may not necessarily mean just "sell." It could also mean "spin-off." And a spin-off might make a lot of sense. It would give B&N a capital infusion, while being able to retain a portion of the business. Spin-offs often are done for less than 100%, allowing the parent to retain control, while benefiting from the additional capital raised. That could make a lot of sense strategically for B&N. I would say they are looking at filling their war chest to be able to go the distance against Amazon.

fjtorres January 5, 2012 um 11:39 am

We’ve discussed this before.
The Liberty Media loan was only a short-term patch.

Fact: Nook is a billion-dollar-a-year business, easily worth a billion dollars *if* treated as a pure digital play.
Fact: Nook + B&N storefronts is *not* worth a billion dollars.

A spin-off of Nook allows B&N to monetize the value of (part of) nook and still generate a few hundred million to keep the two businesses afloat another year or two.

I’d expect a Nook IPO floating about 25% of the new company.

I also expect to see Nook STR "refurbs" hit $49.

adan January 5, 2012 um 11:50 am

the idea of barnes & noble concentrating on what they were doing best anyways, selling content, but digitally, somehow appeals to me

this would (could?) be a focussed determined experienced player

to back to its roots

i would love to see a heavy weight player that took epub files directly and just sold the heck out of them 😉

disclosure: other than shopping occasionally at a b&n store, i have no stocks or even ebooks (yet) with b&n

Doug January 5, 2012 um 1:55 pm

As Chad noted, there’s a big difference between "spin-off" and "sell." A spin-off would give some advantages, even if the new business remains entirely under B&N control.

First there’s the ability to raise additional capital which would be dedicated to NOOK/digital development and marketing. That’s bound to be easier than raising new capital for B&N as a whole.

In addition, the new "NOOK Inc" or whatever it’s called would probably be freed of many of the chains that are tying B&N down with NOOK and e-books. Canada, for instance, seriously restricts what bricks’n’mortar bookstores from outside Canada can do inside Canada. "NOOK Inc" wouldn’t be a bricks’n’mortar bookstore, and it might have an easier time getting approval to sell e-books to Canada.

Within the US, B&N "has nexus" in all 50 states, so they have to collect sales tax from all states whereas Amazon doesn’t. "NOOK Inc" could be strategically based in a single state, especially one without state sales tax, and quit collecting sales tax on NOOKs and e-books.

Kelly Mosier January 5, 2012 um 5:50 pm

Agree with Chad, big difference between "spin-off" and "sell". I would assume they want to spin-off the Nook business to make sure it doesn’t get drug down by the brick and mortar store when it goes the way of Borders.

And, to echo what Doug said, it really allows the Nook brand to flourish in raising capital, competing digitally with Amazon, etc, even while Barnes and Noble as a whole struggles financially.

B&N’s aggressive push into digital doesn’t make sense if they are going to sell it off in order to keep the Brick and Mortar stores afloat for a few more years, but splitting them apart to make sure that one of them isn’t anchored by the other makes pretty good sense.

Peter January 5, 2012 um 6:37 pm could be headquartered in Luxemburg.

Peter January 5, 2012 um 11:28 pm

I had a thought about how Barnes and Noble might be thinking about structuring this;

Barnes and Noble and Waterstone’s, and possibly some other retailers (Books-A-Million, Overstock, Gamestop?) may be thinking about turning the nook into a joint venture, The same way that Chapters and Borders did with the kobo.

Then I found this wired article that mentions the same possibility.

Making the nook separate is really the only way to avoid a conflict of interest if they want to increase retail distribution

But it will be really interesting to see how this. Barnes and Noble has a history of not only using tracking stocks (, but also doing pure spinoffs (Gamestop), and holding a portion of their company (Barnes and Noble college), including the brand name, as a private entity separate from the main equity.

Additionally, William Lynch was previously president of HSN during the 5-way breakup of IAC interactive. And of course, Liberty Capital creates a new tracking stock and/or spinoff every other week.

When it comes to equity carve outs, you name it, a Barnes and Noble executive has done it.

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