updated 10/4/2004 8:16:40 PM ET 2004-10-05T00:16:40

Barnes & Noble Inc. on Monday said it sold part of its holdings in GameStop Corp. to GameStop as it moves toward spinning off the chain of video-game stores.

Barnes & Noble, the New York-based bookseller, said the $111.5 million sale of 6.1 million Class B GameStop shares reduced its stake in Gamestop, of Grapevine, Texas, to 59 percent from 64 percent.

The sale price of $18.26 a share represents a 3.5 percent discount to Friday’s closing price of $18.92 of GameStop’s Class A shares, Barnes & Noble said.

Barnes & Noble plans to distribute its remaining 29.9 million GameStop Class B shares Nov. 12 to Barnes & Noble shareholders of record as of Nov. 2.

Based on the number of shares of Barnes & Noble stock outstanding, the company estimates that each share of Barnes & Noble stock will receive about 0.43 of a share of GameStop Class B common stock in the distribution.

The Class B GameStop shares will retain their 10 votes per share and will be separately listed on the New York Stock Exchange under the symbol “GME.B.”

Barnes & Noble said its investment of about $400 million in GameStop has turned out to be worth more than $850 million, of which about $360 million has been returned as cash to the company and over $500 million will be distributed to shareholders through the spinoff.

After Nov. 12, GameStop will have about 20.3 million Class A shares and 29.9 million Class B shares outstanding.

Barnes & Noble said it now sees third-quarter earnings of 7 cents to 11 cents a share, reflecting its reduced share in GameStop’s earnings. The company previously forecast earnings of 9 cents to 13 cents a share for the quarter. Analysts had expected the company to earn 14 cents a share, according to Thomson First Call.

Meanwhile, GameStop adjusted its third-quarter earnings forecast to 18 cents to 19 cents a share to reflect a net charge of $1.7 million for professional fees from the share repurchase. Excluding the item, the Grapevine, Texas-based company now sees third-quarter earnings of 21 cents to 22 cents a share, up from its previous forecast of 20 cents to 21 cents. Analysts are looking for a third-quarter profit of 21 cents a share, according to First Call.

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