Nisa Retail members have narrowly voted in favour of the Co-op Group’s offer to buy the business for up to £137.5m.
A 75% vote was required to give the go ahead for the deal and members voted 75.79% in favour and 24.21% against the Co-op’s offer.
The offer requires clearance from the Competition and Markets Authority, which is expected around the end of March next year.
Nisa chairman 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 unrecognisable 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.”
The Co-op Group’s offer to buy 100% of the shares in Nisa for up to £137.5m, plus the payment of associated deal costs of up to £5.5m, results in a total payment by the Co-op Group of up to £143m.
Nisa shareholders will receive an equal initial payment, a deferred share payment payable over three years, as well as additional rebates payable over four years.
Co-op would also take on the existing Nisa debt of £105m.