The Co-op’s planned Nisa takeover faces strong opposition from Nisa retailers, with poll data suggesting the deal has less than half the level of support needed for the Co-op offer to pass a member vote.

Retail Express polled a representative group of 25 Nisa members to find out the number of votes they have (based on shareholding) and how they intend to vote.

Any deal would need 75% to pass, but the poll showed the current ‘yes’ vote stands at 36.5%, the ‘no’ vote at 53.9% and 9.6% are undecided.

When the members were then forced to pick ‘yes or no’, 36% said yes and 64% said no. Letters sent to Nisa members last week revealed details of the £137.5m offer, including the ability to open Co-op franchise stores, access to the Co-op’s supply chain including own-brand products, an upfront payment of up to £20,000 to each shareholder and further share payments over the next four years. Importantly, Nisa members will be able to continue to operate as they do now, as independent retailers.

However, common themes among Nisa members voting against the deal included concerns of price increases due to the Co-op’s more expensive pricing, allegations that the buyout payments were too low and too slow, and some polled were happy with Nisa’s current performance and did not see the need for change.

One retailer told Retail Express: “By not paying upfront, the Co-op are expecting us to pay for our own buyout from the profit we generate for them over the next four years.”

Voting intention is likely to change ahead of the vote in November, with a planned roadshow by both Nisa and the Co-op taking place between October 16 and 19 to answer concerns and to share more information about the Co-op offer.

The Nisa board is completely behind the deal, describing it as providing “the highest value, the most compelling proposition… and the best strategic fit”.

Responding to the poll, a spokesperson from the Co-op said: “This survey has been taken from a very small sample and has occurred before we’ve even had chance to fully engage Nisa members at the planned regional roadshows next week. If our offer is accepted by Nisa members we believe that our success can translate across to their businesses.”

A Nisa spokesperson added: “This is a small survey of just over two dozen members, carried out before they have had a chance to fully digest the offer, and ahead of its details being explained. “As the full extent of the offer becomes clear to members we believe it will be recognised as compelling both for the prosperity of Nisa and members’ businesses.”

About the Co-op offer

• Up to £20,000 upfront payment per Nisa retailer
• Access to 3,500 Co-op own-brand products
• Access to the Co-op’s supply chain of 23,700 lines
• Additional 1% rebate on sales up until March 2020
• Payments of £1,654 per share to be paid in portions at the end of March until 2021
• Nisa retailers must continue to be a Nisa retailer until 2021 to get the full payout
• No store to be forced to close or forced out
• Retailers to keep control of their stores including sourcing
• Ability to convert some Nisa stores into Co-op franchises if desired
• Separate democratically elected Nisa board to operate within the Co-op group
• Co-op prepared to offload 30 stores to get regulatory approval
• No plans to end Nisa’s Heritage range
• Planned changes to Nisa stores include EPoS investment and changes to delivery network
• Nisa stores to move to a one-week promotion cycle

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