Will Indigo go private? Shareholders set to vote on sale offer

Indigo Books & Music Inc. shareholders are expected to vote Monday morning on whether the retailer should accept a sweetened offer from a holding company that plans to take the bookstore chain private.

The $2.50-per-share offer comes from Trilogy Retail Holdings Inc. and Trilogy Investments L.P., which are owned by Gerald Schwartz, the spouse of Indigo chief executive Heather Reisman. The Trilogy companies originally offered $2.25 per share but boosted the amount of the bid in April.

For the offer to be accepted, it requires approval by a two-thirds majority vote of Indigo shareholders and a simple majority vote from shareholders not linked to Trilogy and its affiliates.

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The offer already has the support of a special committee of independent directors Indigo formed to assess the deal and it won approval from the Ontario Superior Court of Justice last month.

If shareholders agree to the deal, the company has said it expects the transaction to close in June and its shares to be delisted from the Toronto Stock Exchange sometime after.

Through the Trilogy firms, Schwartz is the controlling shareholder of Indigo. He owns about 56 per cent of the company’s issued and outstanding common shares, while another 4.6 per cent belong to Reisman through a different holding company.