Subscríbe
to our weekly newsletter

Your Name

Your eMail

published JANUARY 18, 2010

Shearman & Sterling Represents Shiseido in Acquisition of Bare Escentuals

Shearman & Sterling is representing global cosmetics company Shiseido Co. Ltd. in its planned acquisition of Bare Escentuals Inc., a leading US-based premier cosmetics company, in a deal valued at approximately US$1.7 billion. The all-cash transaction was unanimously approved by the Board of Directors of each company. Shiseido, through a U.S. subsidiary, will make an offer to purchase all outstanding shares of Bare Escentuals common stock for US$18.20 per share. The tender offer price represents a 40.8% premium to Bare Escentuals’ average closing stock price over the last three-month period ended January 13, 2010, and a 39.9% premium over the closing price of Bare Escentuals’ common stock on January 13, 2010. The tender offer is scheduled to commence within 10 business days and is expected to close during the first quarter of 2010. The tender offer is conditioned on the tender of a majority of the outstanding shares of Bare Escentuals common stock on a fully-diluted basis, the continued employment of Leslie Blodgett, the Chief Executive Officer of Bare Escentuals, and various other conditions, including customary regulatory approvals. The transaction is not conditional on financing. Following completion of the tender offer and contribution of shares by Leslie Blodgett, Shiseido intends to acquire the remaining outstanding shares of Bare Escentuals common stock for US$18.20 per share through a second-step merger. Shiseido is Japan’s largest cosmetics company, active in over 70 countries worldwide, and is one of the oldest cosmetics companies in the world. Bare Escentuals is one of the leading prestige cosmetics companies in the United States and an innovator in mineral-based cosmetics. The company develops, markets and sells cosmetics, skin care, and body care products under well-known brand names that include the popular bareMinerals brand. The Shearman & Sterling team was led by partners Peter Lyons (New York - Mergers & Acquisitions) and Ken Lebrun (Tokyo - Mergers & Acquisitions) and included partners John Cannon (New York - Executive Compensation & Employee Benefits) and Laurence Crouch (Menlo Park - Tax), counsel Coleen O'Mara (San Francisco - Executive Compensation & Employee Benefits) and associates Brian Wheeler (Tokyo - Mergers & Acquisitions), Jeffrey Wolf (San Francisco - Mergers & Acquisitions) and Kokoro Motegi (Tokyo - Mergers & Acquisitions).