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BURT’S BEES DEAL KEPT MOFO BUSY AS, UM, YOU KNOW � Burt’s Bees, famous for its all-natural beeswax lip balm, created a buzz when its owners put the company up for sale in what a lawyer on the deal called an “aggressive” bidding process. Oakland bleach-maker The Clorox Co., guided by MORRISON & FOERSTER corporate partner Robert Townsend, won the auction with a $925 million sweet-as-honey offer last month. Townsend said private equity firm AEA Investors, which owned a controlling stake in the natural skincare products company, demanded that bidders submit mark-ups of the purchase agreement much earlier in the process. That made for some busy bees at MoFo. “It meant that we had to negotiate the contract before we knew whether we were the prevailing bidder or not,” said Townsend. AEA also pushed for tougher public-company deal terms even though Burt’s is a private company, he said. The deal illustrates a swarm of trends, Townsend said. First, it was a strategic buyer and a private equity seller � a perfect microcosm of the M&A market. Private equity firms are stepping to the sidelines with the disappearance of the cheap debt they rely on to make deals, and strategic buyers are again taking flight. “Large strategic buyers are getting active again,” Townsend said. Another trend is that large mainstream companies are seeing value in companies like Burt’s that make alternative products. A few years ago, Townsend helped natural juice maker Odwalla sell itself to Coca-Cola for $181 million. “They see the level of appeal that companies of that kind command with a well-off demographic,” Townsend said. Also working on the deal were corporate partner Jackie Liu, and corporate associates Gabe Lowenkron and Michele Lau, all from the San Francisco office; intellectual property partner Laurie Hane, also based in San Francisco; Palo Alto partner Michael Frank, who advised on employee benefits and executive compensation aspects of the deal; and San Francisco tax partner Robert Cudd. Lawyers from the Clorox legal department working on the deal included General Counsel Laura Stein, Sheldon Quan, and Scott Willoughby. Burt’s and AEA were represented by New York firm FRIED, FRANK, HARRIS, SHRIVER & JACOBSON.

Zusha Elinson

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