Three-quarters of Nisa members have approved the Co-op Group’s offer to buy 100% of the business.
Members passed the motion with the needed three-quarters majority at an emergency meeting at Elland Road, Leeds, where 75.79% voted in favour, while 24.21% were against.
The purchase will cost the Group £137.5m, which will see 1,186 shareholders receiving a payment of £20,000 per shareholder, alongside a deferred payment of up to £1,654 per share (compared to the current price of £135). There are 50,389 shares issued. Additionally, there will be an extra payment of up to 1% of rebateable sales for each shareholder until March 2022. The Group will also take on £105m of Nisa’s existing debt.
The offer requires clearance from the Competition and Markets Authority, which is expected around the end of March next year.
Nisa chair Peter Hartley said: “We are delighted that our members have chosen in such significant numbers to vote in favour of Co-op’s offer. We as a Board are firm in our belief that a combination with the Co-op is in the best interests of Nisa’s members. The convenience store environment is changing rapidly, and is unrecognizable from that which existed when Nisa was founded more than 40 years ago. Co-op will add buying power and product range to our offering, while respecting our culture of independence.”
Jo Whitfield, CEO Co-op Food said: “We are delighted that Nisa members have supported our offer and our ambition to create a stronger member-led presence within the UK convenience sector. Together Co-op and Nisa can go from strength to strength, serving customers up and down the country and creating real value for them in their communities. Our offer remains conditional on CMA approval and we remain in discussions with them.”
Nisa members will still enjoy the independence to operate their stores as they wish and will be able to remain part of a member-owned organisation within the growing UK convenience retail sector. In October, Nisa reported a positive H1 trading for the 26 weeks to 1 October 2017, with total sales up 12.4% to £728m on the comparable period. In June, the business also announced that it had completed the £120m refinancing of its debt facilities, providing long-term, cheaper, and more flexible capital for Nisa to further invest in growth over the next three to five years.