--Pearson has option to purchase additional 5% stake in Barnes & Noble's digital business unit

--Barnes & Noble will now own 78.2% of Nook Media

--Microsoft to retain 16.8% stake in Nook Media

(Adds Barnes & Noble's warning about holiday sales results, beginning in first paragraph.)

 
   By Melodie Warner 
 

Barnes & Noble Inc. (BKS) said publishing and education company Pearson PLC (PSO, PSON.LN) has agreed to invest $89.5 million for a 5% stake in its digital business unit, Nook Media LLC, while also warning that its preliminary holiday-sales results missed expectations and the Nook business won't meet its prior projection for the fiscal year.

Bookstore operator Barnes & Noble will now own 78.2% of Nook Media, and Microsoft Corp. (MSFT), which made a $300 million investment earlier this year, will own 16.8%. Pearson will also earn the option to purchase up to an additional 5% interest in Nook Media, subject to certain conditions.

Shares of Barnes & Noble were up 9% to $15.64 in recent trading, pushing the stock into positive territory for the year.

Barnes & Noble said the investment will improve customer access to digital content by pairing Pearson's online-learning expertise with Nook Media's digital content and services.

"We formed Nook Media to be a leader in the exploding market for digital content," said Barnes & Noble Chief Executive William Lynch. "Pearson is a forward-thinking company similarly focused on reading and learning, with powerful assets and a terrific management team."

The bookselling industry has been in transition as readers are drawn to a growing array of digital devices. The Nook e-reader is in a highly competitive and expensive battle with tablets from Apple Inc. (AAPL), Google Inc. (GOOG) and Amazon.com Inc. (AMZN).

Barnes & Noble said it plans to report holiday-sales results Thursday but warned they likely fell short of expectations and the Nook business won't meet goals for the year ending in April. The company didn't offer any specific metrics.

Barnes & Noble reported last month it swung to a fiscal second-quarter profit amid strong sales of Nook-related content. Total sales slid 0.4% as the consumer-bookstore division's revenue declined, but total Nook revenue jumped 5.6% to $160.3 million, thanks to a 38% surge in content sales. The company also said unit sales for those devices doubled over the four-day Thanksgiving weekend.

Write to Melodie Warner at melodie.warner@dowjones.com

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