Liberty Media will invest about $204 million into Barnes & Noble.

Liberty Media Corp. has a new attitude about books retailer Barnes & Noble Inc.: If you can’t buy them, at least buy into them.

In May, Liberty Media, which owns and operates QVC Corp., No. 8 in the Internet Retailer Top 500 Guide and several other growing e-commerce brands, had its eye on another prize: Barnes & Noble. At the time Liberty Media offered to pay $17 per share to acquire Barnes & Noble (No. 41). Liberty would have bought 57 million outstanding shares, which would put the value of the deal at about $969 million.

Now instead of purchasing Barnes & Noble, Liberty Media will invest about $204.0 million into Barnes & Noble by purchasing about 12.0 million shares of common stock at $17 per share. That will give Liberty Media 16.6% of the common stock of Barnes & Noble.

The deal was approved by Barnes & Noble’s board of directors Friday. “In light of Liberty’s investment, the parties have ceased discussions regarding Liberty’s previously announced acquisition proposal,” says Barnes & Noble chairman Leonard Riggio. “Their investment is a strong endorsement of our overall business and the additional capital will further fuel the explosive growth of our digital strategy.”

Liberty Media was especially interested in buying all—or at least a portion—of Barnes & Noble because of the retailer’s growing e-commerce and digital content business built around the Nook electronic book reader, says Liberty Media CEO Greg Maffei. “We are excited about Barnes & Noble’s prospects as the leading bookseller in the U.S. and its growth opportunities in the digital world,” says Maffei. “This investment provides Barnes & Noble with capital to grow its business on terms that are attractive for both parties and allows us to play a meaningful role in shaping their success to generate returns for our shareholders and theirs.”

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As part of the deal Maffei and Liberty Media senior vice president Mark Carleton will join the board of Barnes & Noble, whose membership will expand from nine to 11.

For the 2011 fiscal year ended April 30, Barnes & Noble reported:

  • E-commerce sales, which include the sales of Nook electronic book readers sold online and digital content, increased 49.8% to $858.1 million from $572.7 million in fiscal 2010. Barnes & Noble didn’t break out specific sales for Nook and its related digital content.
  • Total sales grew year over year 20.5% to $6.99 billion from $5.80 billion.
  • Retail sales declined 0.9% to $4.36 billion from $4.40 billion in fiscal 2010.
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