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B&N Hires Pricy Consultants to "Advise" on "Selling the Company"

Barnes & Noble continued its scheme to convince everyone that it had serious buyers today. This morning they announced they had hired expensive consultants.

Barnes & Noble today announced that its previously-announced Special Committee of the Board of Directors assigned to evaluate strategic alternatives for the Company has selected Evercore as its financial advisor and Baker Botts L.L.P. as its legal advisor.

The formation of a Special Committee was announced on October 3, after the Company disclosed expressions of interests from multiple parties, including its Chairman Leonard Riggio.

All expressions of interest or inquiries are being directed to Anthony Magro and John Kimm of Evercore.

I do not know what game B&N is playing at here, but I seriously doubt that they have real offers to sell the company. If they did then they would have accepted one by now.

I also can’t imagine who would want to buy this failing retailer. Remember, there was an offer to buy B&N back when Parneros was CEO. That deal fell through after the buyer got a look at Barnes & Noble’s books. (Parneros alleges this failed deal is why he got fired).

Just about the only potential buyer at this point would be vulture funds who want to sell B&N off for parts, and I don’t see the B&N board taking that deal.

image by frankieleon via Flickr

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Ed Bear October 23, 2018 um 9:45 pm

Advice on selling the company or looting it and finding some sucker willing to buy an empty shell?

MKS October 23, 2018 um 10:48 pm

Maybe it’s a CYA move to protect Riggio when he takes it private from class-action lawsuits from outside investors who will money on the stock price when purchased as publically traded. The outside evaluators issue an opinion that his lower price is actually the best the company can do.

MKS October 23, 2018 um 10:49 pm

(put the word "lose" in front of "money".)

MKS October 23, 2018 um 10:57 pm

Hey, check it out! Evercore Group was involved in the Amazon purchase of Whole Foods, and yes, there was a shareholder lawsuit! Shareholders allege that information developed about the Whole Foods valuation by Evercore was not included in the proxy materials sent to shareholders and also that Evercore did not disclose potential conflicts of interest.

"Berg further claims that information about Evercore’s potential conflicts of interest was also not fully disclosed.

“The proxy statement fails to disclose the amount of the retainer fees and the ‘certain fees in connection with potential acquisition proposals [Evercore] may receive and other strategic shareholder advisory matters’ to be paid to Evercore by the company,” his complaint states.

Berg asserts that full disclosure of “investment banker compensation and all potential conflicts is required due to the central role played by investment banks in the evaluation, exploration, selection, and implementation of strategic alternatives.”

Both lawsuits claim the Whole Foods proxy statement’s alleged omissions render it false and misleading in violation of the Securities and Exchange Act, depriving shareholders of their right to cast a properly informed vote on the merger."

Nate Hoffelder October 24, 2018 um 7:59 am

Interesting – so Amazon hired this firm and we only found out after someone sued? I think that shows B&N has another purpose in mind.

BJ Wanlund October 25, 2018 um 11:22 am

Chapters / Indigo really needs an American presence. B&N stores would be perfect for that, in my opinion. Probably just me, but at least THERE we could get Kobos consistently in the US, instead of pressing our luck with Walmart.

Nate Hoffelder October 25, 2018 um 12:17 pm

Barnes & Noble has too many problems for it to be a good buy for Indigo. It would be better to grow a company from scratch.

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