Travel Insurance Who we are Indigo Books & Music Inc., (TSE: IDG) is a Canadian company committed to providing a service-driven, stress-free approach to satisfying the booklover. Indigo was created in 1996 by and for booklovers, and merged with Chapters Inc. in August 2001 to become Canada’s largest books retail chain. Indigo Books & Music Inc. is committed to being your most complete and trusted resource for books, music, gifts and much more. We said in the very beginning that we wanted to create a true booklovers' haven -- a place to discover books, music and more that might, in the rush of life, have gone undiscovered. A place that reflects the best of a small proprietor-run shop bundled with the selection of a true emporium. Indigo Back to the top Indigo Books & Music Inc. was created in 1996, and we opened our first store, called Indigo Books Music & more, in Burlington, Ontario on September 4, 1997. By 2000, the chain had expanded to 14 locations across Canada. Indigo was the first book retail chain to add music, gifts and licensed cafes to their distinctive store locations, making shopping a real social event, a leisurely experience that could comfortably and enjoyably stretch over hours. Chapters Back to the top Chapters Inc. was formed following the merger of Coles and SmithBooks, then Canada’s two largest bookstore chains. In 1994, Canadian General Capital and Pathfinder Capital purchased SmithBooks from Federal Industries, and later that year acquired Coles from Southam Inc. The strategy was to build a strong base company and use its financial strength to invest in the development of large format book superstores. In April 1995, the merger of SmithBooks and Coles was finalized, and in November 1995, the new company, Chapters Inc. opened its first two book superstores and from there grew to become the largest book retailer in Canada, operating bookstores in all provinces, under the names Chapters, Coles, SmithBooks, and World's Biggest Bookstore. Chapters is the top retail brand in Canada, ranked No. 1 overall by consumers for four consecutive years (Kubas Major Market Retail Report 1997, 1998, 1999 and 2000). Coming Together Back to the top On November 28, 2000, Trilogy Retail Enterprises L.P. (“Trilogy”) announced its intent to purchase a controlling interest in Chapters. These changes, which included the offer to purchase the minority shares of both Pegasus Wholesale Inc. (“Pegasus”) and Chapters Online Inc. (“Chapters Online”), culminated with the overwhelming acceptance by Chapters shareholders of Trilogy’s offer to purchase Chapters shares at $17 cash per share. On February 1, 2001, Trilogy acquired 7,146,000 shares of Chapters, or approximately 69.1% of the shares tendered under the bid. Combined with the shares it purchased previously, Trilogy now owns 8.787,894 Chapters shares, representing approximately 70.5% of the company’s outstanding shares. The remainder of the shares is publicly owned. On August 14, 2001, Chapters and Indigo officially and legally merged under the corporate name Indigo Books & Music Inc. Coles Book Stores Back to the top Brothers Carl and Jack Cole opened the first Coles store in 1940 in Toronto. Coles expanded across Canada, bringing an innovative style to book retailing, with bookstores that were accessible and exciting. Coles also created the now world-famous Coles Notes student study guides. In 1980, Coles opened one of the original book superstores, the 67,000 square foot World's Biggest Bookstore, in downtown Toronto. Under the ownership of Southam Inc., Coles continued to expand throughout the 1980s and early 1990s, and there are Coles stores in every province in Canada. In 1994, Southam sold Coles to Pathfinder Capital and in April 1995, Coles and SmithBooks merged to form Chapters Inc. SmithBooks Bookstores Back to the top SmithBooks (then called W.H. Smith) first opened in 1950 in Toronto. The bookstore chain, a division of the venerable U.K. company, expanded across Canada, and acquired Classic Bookshops in 1985. In 1989, the company became Canadian-owned and the name was changed to SmithBooks when it was purchased by Federal Industries. In 1994, Pathfinder Capital acquired SmithBooks; in April 1995, SmithBooks and Coles merged to form Chapters Inc. www.chapters.indigo.ca Back to the top Indigo Books & Music Inc. operates www.chapters.indigo.ca, a leading Canadian destination for online shoppers seeking books, videos and DVDs. Committed to providing a convenient and hassle-free e-commerce experience, chapters.indigo.ca offers a secure shopping environment, easy-to-use search tools and industry leading customer service. Chapters.indigo.ca also supports the growth of Canada's e-commerce industry operating one of the Internet's leading affiliate programs for website owners. In September 1999, Chapters Online became a publicly traded company, separate from Chapters Inc. Chapters Inc. (TSE:CHP), (now Indigo Books & Music Inc.) retains a majority ownership stake in Chapters Online and together the companies operate e-commerce kiosks at all Chapters stores across Canada. On July 27, 2001, the Special Committee of Chapters Online Inc. (TSE:COL), headed by Tom Stephenson of Sequoia Capital, agreed in principle to terms under which Indigo Books & Music Inc. would purchase all outstanding shares of Chapters Online not already owned by Indigo Books & Music Inc. on the basis of one Chapters common share for every 7.14 common shares of Chapters Online. Campus Bookstores Back to the top Indigo Books & Music Inc. has a controlling interest in the Canadian division of Barnes & Noble College Bookstores, Inc., through Campus Bookstores. The company has contracts to manage the McGill University Bookstore in Montreal, Cambrian College in Sudbury and Northern College in Timmins, and provides services to several other college bookstores. Indigo also provides textbooks to the Centre for Innovative Management at Athabasca University, Canada's largest virtual university. The company is pursuing other college bookstore management contracts. Customer Loyalty Programs Back to the top iREWARDS is perfect for booklovers! Rewarding them for their purchases and providing exceptional member benefits ... it pays to be an iREWARDS member. iREWARDS also provides the ultimate flexibility in choosing where you would like to buy your books, music, gifts and more. iREWARDS is accepted at all of our stores across Canada -- Chapters, Indigo, Coles, SmithBooks and The Book Company, as well as online at chapters.indigo.ca. Employee Programs Back to the top Indigo rewards exceptional staff performance and has developed a comprehensive, merit-based compensation program which includes benefits, Dream Points and an employee stock purchase plan. A stock option incentive plan allows employees to share in the improvement in company performance. The company grants stock options to top performing managers throughout the company, including store managers and department heads in stores and the support office. Indigo also has a Master Bookseller Program, a certification program for booksellers, to recognize and reward experienced, knowledgeable booksellers who have chosen not to pursue a supervisory position. The company's Masters in Bookselling Administration course for senior field and support office managers, is scheduled every other year. Chapters' executive team leads case studies covering marketing, finance, category management, human resources and strategic planning. Indigo's Scholarship Program annually rewards top-performing employees for excellence at work and at school. Four part-time booksellers are each awarded $3000 college or university scholarships for top academic achievement and work performance. As well, four annual $3000 post-secondary education scholarships are awarded to the children of exceptional full-time staff. Indigo in the Community Back to the top Get Caught Reading Get Caught Reading is a national campaign to promote the joy of reading. The program launched in September 2001 from coast to coast, and Chapters/Indigo and Coles will participate each year in the national promotion of "Get Caught Reading" month. ABC Canada Literacy Foundation ABC CANADA Literacy Foundation is a national, registered charitable organization committed to promoting literacy to the general public and to the private sector. Indigo is a proud supporter of International Literacy Day, Sept. 8th and Family Literacy Day, January 27th. World Literacy of Canada Heather Reisman, CEO of Indigo Books & Music Inc. hosts a yearly fundraising event. As well, Indigo and Chapters stores host events to promote literacy and, more specifically, to promote the efforts of World Literacy of Canada. Scouts Canada Scouts Canada, the country’s leading youth organization, offers fun and exciting outdoor adventure for boys, girls and youth aged 5-26 in communities across Canada. Indigo is a proud sponsor of Scouts Canada through their new national Scout Hot Chocolate fundraiser, which helps provide funding for exciting programs for its youth members across the country. Scouts Canada is celebrating Scout-Guide Week February 16-23, 2003 with the launch of their Scout Hot Chocolate fundraiser. Scouting youth will be knocking on doors in Canadian communities between February and May 2003. Please show your support. Regional Literary Events Indigo and Chapters offers a dynamic program of in-store events, such as book readings and signings by international best-selling authors. Our event guest list has included: Margaret Atwood, Michael Ondaatje, Jane Urquhart, David Adams Richards, Dave Eggers, Mordecai Richler, Timothy Findley, Diane Schoemperlen, Catherine Bush, Helen Humphreys, Robert Adams to name but a few. Indigo and Chapters are cultural havens for book lovers to meet local, national and international authors. Visit us online or contact your local store for event details. Shareholder Information Back to the top Exchange Toronto Stock Exchange Listed Security IDG Common Stock Transfer Security CIBC Mellon Trust Company This area is for informational purposes only. You are urged to seek professional advice before investing in Indigo Books & Music Inc. Indigo makes no guarantee of the accuracy of completeness of the information provided here, and shall not be liable for any error or delays in the content, or for any actions taken in reliance thereon. 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