Bay Area bookselling company Books Inc. is seeking bankruptcy court approval to be acquired by Barnes & Noble for $3.25 million. The privately held company, which filed for voluntary reorganization under Chapter 11 in January, announced B&N’s interest in a deal on September 3.

If the acquisition goes through, Books Inc. intends to keep nine out of its 10 locations open. “We have a small store plus warehouse and office in San Leandro that will not be continued,” Books Inc. spokesperson Steven Silvers told PW. “That store had two staff members total that will hopefully accept transfers [to other locations].”

Books Inc., which employs more than 100 people, is the oldest independently owned and operated bookstore in the western U.S., established in 1851. Its brick-and-mortar locations include Alameda, Campbell, Laurel Village, Mountain View, Palo Alto, and the Marina and Opera Plaza locations in downtown San Francisco, plus two Compass Books locations in San Francisco International Airport.

The store will continue to look the same to customers. “If the acquisition is approved, the 174-year-old Books Inc. will preserve its independent identity” and “continue to trade under its brand name,” according to a press statement.

The situation strongly echoes Tattered Cover’s bankruptcy and acquisition by B&N just over one year ago. The Denver, Colo., indie filed for Chapter 11 status in October 2023, closing three of what were then 10 Tattered Cover locations in the Denver metro area. The store sought a buyer for several months before B&N emerged as a clear contender. In July 2024, a federal bankruptcy court approved B&N’s $1.83 million acquisition offer. Tattered Cover maintains its brand identity, with four neighborhood bookstores plus three locations in Denver International Airport.

In a declaration filed with the U.S. Bankruptcy Court of the Northern District of California, Oakland Division, Books Inc. CEO Andrew Perham explained his rationale for the sale. “I am informed and believe that the Debtor [Books Inc.] does not have sufficient cash flow to continue operations for enough time to establish, solicit, and confirm a Chapter 11 plan,” Perham notified the court, citing “monthly operating losses” and “a risk of insolvency.”

Perham wrote that Books Inc. undertook “a broad marketing effort to maximize value for the estate” and “reached out to a deep pool of prospective purchasers, including competitors, strategic buyers, and investors.” Although “five parties expressed interest” in acquiring the company, Perham said, “only one prospective party, Barnes & Noble, emerged with serious interest and ability to purchase the Debtor’s assets at a competitive price.”

In a prepared statement, B&N CEO James Daunt pointed to Books Inc.'s “storied history and wonderful bookstores,” adding “we are very pleased to ensure their continuity.”

Hannah Walcher, executive director of the California Independent Booksellers Alliance (CALIBA), spent 10 years working at Books Inc. She expressed mixed emotions about the corporate plan. “It’s a big loss to the indie community in general, not just to CALIBA, but ABA [American Booksellers Association] as well,” Walcher said. “We’re saddened by the news and recognize that this is a difficult decision [for Perham and his team], but it enables Books Inc. to still exist and employ their booksellers. If you don’t make that decision, they don’t have a job, and all those neighborhoods and the airports don’t have their bookstores.”

Walcher noted that changes at Books Inc. would affect CALIBA’s leadership and attendance, though CALIBA’s membership numbers are healthy and Books Inc. will still be an indie during the Fall Fest trade show, slated for September 17–18. For instance, Books Inc. children’s buyer Jessica Hahl is co-chair of CALIBA’s education committee, and Books Inc. employees serve on CALIBA’s annual Golden Poppy Awards committees.

“We’re going to miss the people, and we’re going to miss their expertise,” Walcher said, “but it’s not a burned bridge by any means. It’s been a long year for them on this journey, and I hope their booksellers find peace in at least knowing what the future holds.” Besides, she added, “none of us know what the book industry world will look like in five years.”