As part of the latest effort to stabilize Indigo Books & Music, two investment firms controlled by Canadian billionaire Gerald Schwartz, an Indigo board member and the husband of Indigo founder and CEO Heather Reisman, have made an offer to take Canada’s largest book retailer private.
In a brief statement, Indigo reported that it had received a proposal from Trilogy Retail Holdings Inc. and Trilogy Investments L.P. to acquire all of the common shares of Indigo that Trilogy does not already own for C$2.25 in cash per share. Indigo’s shares closed last week at C$1.48 per share, and have been trading at between C$1.04 and C$2.60 per share over the last year. The Trilogy firms already own 60.6% of all of Indigo’s shares.
In its statement, Indigo said that the board, now headed by former Penguin Random House CEO Markus Dohle, has established a special committee of independent directors to evaluate the proposal “and any viable alternatives that may be available to the company.” As part of the process, the committee will appoint an outside firm to evaluate the offer. No timetable concerning when a recommendation will be made has been announced.
The news follows a tumultuous 2023 in which the retailer endured a crippling cyberattack on its website and saw Reisman announce her retirement as Indigo chair only to return to the retailer following the fall resignation of Peter Ruis, who had been CEO for less than a year. The company also named four new board members, including Dohle, to replace four directors who had resigned earlier in the year.
The internal turmoil, compound by what the company has called the “challenging macro-economic environment,” has crushed Indigo’s financial performance, particularly its bottom line. In the fiscal year ended April 1, 2023, while sales at Indigo fell only 0.4%, the company reported a net loss of C$49.5 million compared to a profit of C$3.3 million in fiscal 2022.
For the first six months of Indigo’s current fiscal year, which ends in March, sales fell 12.3%, to C$386.0 million, and its net loss increased to C$50.9 million, from C$41.3 million in the first half of fiscal 2023. In an interview Reisman gave to Bloomberg when those results were released, she acknowledged that taking Indigo’s focus away from books to include more general merchandise was a mistake and that the company was renewing its commitment to books.
If the move to take Indigo private goes through, it would remove the company from the pressure to meet the demands of financial analysts, as well as reduce the costs and financial requirements required of a publicly-traded company, something Quarto Group cited when it went private in January. It would also mark a significant change to the Canadian bookselling landscape—and publishers are anxiously waiting to see who ends up in control of the retailer.