Bare Escentuals, Inc. Shareholder Alert: Investigation

PRLog (Press Release) - Jan 18, 2010 -
Investigation on behalf of current investors Bare Escentuals, Inc. (Public, NASDAQ:BARE), who purchased the BARE shares before January 15, 2010, over potential breaches of fiduciary duty and other violations of state law in connection with an alleged unfair takeover price announced.

If you are currently an investor in shares of Bare Escentuals, Inc. (Public, NASDAQ:BARE), and purchased the BARE shares before January 15, 2010, and / or have additional information relating to the investigation, you should contact the Shareholders Foundation at:

mail@shareholdersfoundation.com  or at: +1 (858) 779 – 1554

The investigations by law firms focus on potential breaches of fiduciary duty and other violations of state law arising out of the offer by Shiseido Co., Ltd. (Tokyo Stock Exchange, First Section: 4911) to take over Bare Escentuals, Inc. (Public, NASDAQ:BARE) at among other things an alleged unfair takeover price.

On January 15, 2010, Bare Escentuals, Inc. (NASDAQ: BARE) and Shiseido Co., Ltd. (Tokyo Stock Exchange, First Section: 4911) announced that they have entered into a definitive agreement pursuant to which Shiseido Co., Ltd. will acquire Bare Escentuals for approximately US$1.7 billion through an all-cash tender offer and second-step merger. 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.

According to Bare Escentuals the transaction was approved by the Boards of Directors of both companies by unanimous vote of those directors present and voting and 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.

But according to one investigation by a law firm “the transaction appears to be unfair” to current investors of Bare Escentuals, Inc. (Public, NASDAQ:BARE) because the “offer to purchase Bare Escentuals, Inc. (BARE) appears opportunistically timed to take advantage of the current economic downturn” and is “grossly unfair, inadequate, and substantially below the fair or inherent value of BARE”.

Shares of Bare Escentuals, Inc. (BARE) traded after the announcement at $18.12 per share, down from $20.62 per share in June ’08, $25.38 per share in February 08, and over $41 per share in 2007.

The investigation “is focused on the potential unfairness of the price to Bare Escentuals shareholders and the process by which the Company's Board of Directors considered and approved the transaction.  In particular, the investigation is focused on determining whether the Board satisfied its duty to maximize shareholder value, whether Company insiders are receiving benefits from the transaction that would create a conflict of interests, and whether the Bare Escentuals Board of Directors breached their fiduciary duties to Bare Escentuals stockholders by failing to adequately shop the Company before entering into this transaction and whether Shiseido is underpaying for Bare Escentuals shares, thus unlawfully harming Bare Escentuals stockholders.”

Bare Escentuals, Inc., located in San Francisco, California, develops, markets and sells cosmetics, skin care and body care products under its bareMinerals, RareMinerals, Buxom and md formulations brands worldwide. The Company’s bareMinerals-branded products include its core foundation products and a variety of eye, cheek, lip and face products, such as blushes, all-over-face colors, finishing powders, liner shadows, eyeshadows, glimmers and lipsticks. Bare Escentuals, Inc. reported in 2007 Total Revenue of $511.00million with a Net Income $88.07million and in 2008 Total Revenue of $556.16million with a Net Income of $97.96million.

Those who are currently investors in shares of Bare Escentuals, Inc. (Public, NASDAQ:BARE), and purchased the BARE shares before January 15, 2010, and / or have additional information relating to the investigation, you should contact the Shareholders Foundation at:

mail@shareholdersfoundation.com  or at: +1 (858) 779 – 1554

Shareholders Foundation, Inc.
Trevor Allen
3111 Camino Del Rio North - Suite 423 -
92108 San Diego
Tel:+1-(858)-779-1554
Fax:+1-(858)-605-5739
mail@shareholdersfoundation.com
www.ShareholdersFoundation.com
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