Liberty Media to Reduce Stake in Barnes & Noble, Greg Maffei Off Board

6:50 AM PST 04/03/2014 by Ashley Lee
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Liberty Media's Greg Maffei

Because of Liberty's reduced ownership to 10 percent of its initial investment, Mark Carleton has been re-elected to the board, effective April 8.

Liberty Media will reduce its stake in Barnes & Noble, Inc., the two companies announced Thursday.

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Liberty informed Barnes & Noble that while the company has sold the majority of its shares to qualified institutional buyers, it will retain approximately 10 percent of its initial investment, according to a release. The sale is expected to settle on Tuesday, April 8.

The reduced ownership means that Liberty will no longer be able to elect two preferred stock directors to Barnes & Noble's board, and that Liberty president and CEO Greg Maffei will cease to serve on the board come April 8, when Mark Carleton's re-election to the board becomes effective. Additionally, Liberty's consent rights and pre-emptive rights will cease to apply.

"By reducing our preferred position and eliminating some of our related rights, Barnes & Noble will gain greater flexibility to accomplish their strategic objectives," said Maffei. "We look forward to maintaining our relationship with the Company and are pleased that Mark Carleton will continue serving on the board. Mike Huseby and his team are doing a great job in the retail, college and Nook spaces."

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Liberty Media first acquired a part of Barnes & Noble in August 2011, when it spent $204 million on preferred stock that amounted to a 16.6 percent stake.

"Liberty Media has been a strong supporter of the company, and Greg Maffei and Mark Carleton have been and continue to be tremendous partners at an important time in the Company's history," said Leonard Riggio, chairman of Barnes & Noble, Inc. "Liberty's decision to retain a portion of its investment and have active involvement on our board underscores Liberty's ongoing commitment to Barnes & Noble."

Riggio added that Liberty's reduced ownership also gives the company greater flexibility to pursue various strategic options.

Email: Ashley.Lee@THR.com
Twitter: @cashleelee

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