EX-99.4 5 dex994.htm SUPPLEMENTAL INFORMATION REGARDING ACQUISITION Supplemental information regarding acquisition
Burt’s Bees Acquisition
Investor Overview
Oct. 31, 2007
Exhibit 99.4


Safe Harbor Statement
Except for historical information, matters discussed in the attached document, including
statements about the success of the company’s strategy and acquisitions as well as future
volume, sales and earnings growth, profitability, costs, cost savings, innovation or
expectations, are forward-looking statements based on management’s estimates,
assumptions and projections. Important factors that could cause results to differ materially
from management’s expectations are described in the company’s most recent Form 10-K
filed with the SEC, as updated from time to time in the company’s SEC filings. Those
factors include, but are not limited to, the completion of the acquisition of Burt’s Bees; the
continuation of Burt’s Bees growth trajectory and other valuation assumptions; including the
ability to increase distribution; the company’s success in retaining key Burt’s Bees
employees, suppliers and customers; the company’s ability to achieve the projected
strategic and financial benefits from the acquisition, including
its ability to achieve
synergies;
general
economic
and
marketplace
conditions
and
events;
competitors’
actions;
the company’s actual cost performance; price changes; the effect on cash flow of tax
payments and the success of new products.
The company may also use non-GAAP financial measures, which could differ from
reported results using Generally Accepted Accounting Principles (GAAP). The most directly
comparable GAAP financial measures and reconciliation to non-GAAP financial measures
are set forth in the Form 10-K and its exhibits furnished to the SEC, which is posted at
www.TheCloroxCompany.com
in the Investors/Financial Information/SEC Filings section.


Transaction Summary
Clorox entered into a merger agreement on Oct. 30, 2007, to
acquire Burt’s Bees for $925 million¹
in cash, funded through
cash and short-term borrowings
The transaction is expected to be EPS accretive to Clorox as
of FY’09
and
neutral
in
FY’08,
excluding
purchase
-
accounting
adjustments, one-time transaction and integration costs as well
as noncash
expenses
At
closing, debt to EBITDA ratio will be 3.5/1x. We intend to
pay down debt and return to long-term target of 3.0/1x by  
mid-FY’09
Close of transaction is targeted for December 2007, subject to
regulatory approval
1
Net of an additional
$25 million payment for anticipated tax benefits


Extending Our Reach
The Burt’s Bees Opportunity
Consistent with consumer
megatrends
Ability to build or buy
a
big-share
brand
Economically attractive
target category
Midsized
category where global
CPG players do not dominate
3D capabilities
create
a right to win
Consumer insights, retail
relationships, R&D/innovation
Our Framework
At the center of
wellness and
sustainability
trends
A leading
Natural Personal Care
brand that consumers love
No. 1 or No. 2
in 5 categories
High-growth $6.4 billion category
9.3% growth (vs. 3.2% for PC)
1
NPC is
highly fragmented
“Natural”
formulation competency
creates challenges to entry
Sustainable growth drivers
Food/Drug/Mass channels,
international, new categories
The Burt’s Bees Opportunity
1
Source: Euromonitor; Datamonitor; Nutrition Business Journal


Enabling Transaction to Begin Portfolio
Reshaping & Drive Centennial Strategy
Advantaged brand
Market leadership and strong brand equity
Advantaged category
Sustainable long-term growth drivers
No global incumbents
At the Core of
Our Strategic
Positioning
Address investor demand for sustainable top-line growth
Consistency with stated objectives of Centennial strategy
Immediate, albeit limited, value creation through synergies
Cost synergies: procurement, channel management
Revenue synergies (long-term): new geographies, category expansion
Shareholder
Value Creation
Transferable core competencies
Core technologies / “know-how”
At the forefront of environmental sustainability / “natural”
push
Managerial talent with extensive expertise in Natural Personal Care (NPC) and
broader Personal Care
Market entry in attractive category and springboard for
Personal Care and wellness/sustainability expansion
Platform for
Expansion


Burt’s Bees Overview
A leading brand in the growing $6.4 billion Natural Personal
Care
(NPC) segment
Products across many Natural Personal Care
categories,
including lip care, facial care and body care
Unique capability in developing and manufacturing products
with natural ingredients
$170 million (est.) in 2007 net sales with roughly 90% in U.S.
and balance concentrated in Canada, UK and Taiwan
Profitability metrics at the high-end of Personal Care
30%+ EBITDA margin
385 employees, 1 manufacturing facility, 1 distribution center
and headquarters in Raleigh-Durham, North Carolina


Lip
Lip Balm
Lip
Shimmers
Lip Gloss
Face
Day
Creams
Night
Creams
Eye
Creams
Serums
Cleaners
Toners
Scrubs
Acne
Body
Body 
Lotions
Hand
Creams
Foot  
Creams
Oils
Moisturizing
Mists
Body Wash
Soaps 
Scrubs
Hair
Shampoos
Conditioners
Hair
Treatment
Baby
Powder
Oil
Lotions
Ointments
Bath
Shampoo
Soap 
Outdoor
& Natural
Remedies
Ointments
Insect Relief
Sun Care
Lip Balm
Gifts
Kits
Burt’s Bees Overview


Competitive Advantage
Instability of natural materials requires steep learning curve to reproduce
natural formulations
Natural material properties
are key to product performance & stability
Processing
is central to scalability of concept formulations
Business
Challenges
Experienced
R&D/product development
team
Professional background in R&D/product development at leading Personal Care
companies
Leverage core knowledge basis
beyond Natural Personal Care
In-depth understanding of consumer demands
Establish core corporate competencies in broader Personal Care
Core
Competencies
Unique knowledge of natural formulations
Understanding of natural material properties
Proprietary and scalable process technologies
Competitive
Advantage


Energizes Centennial Strategy
1.
Natural Personal Care (NPC) is a fast-growing,
high-margin category that is highly fragmented
2.
The convergence of wellness and sustainability
megatrends
should drive long-term growth
3.
Burt’s Bees
®
is an authentic, natural brand with
leading share position in several NPC segments
4.
Clorox brand-building, customer-facing and
supply-chain capabilities will drive value creation


NPC Is Large & Growing Rapidly
U.S.
Personal
Care
Product
Category
Growth
Rates,
2003-2006
Projected growth of Natural Personal Care
is 7.7% for 2006-2010
U.S. Personal Care market was $62 billion in 2006, with historical growth rate of 3.2% (2003-2006)
Natural
Personal
Care
(NPC)
is
large
($6.4
billion)
and
one
of
the
fastest-growing
subcategories
NPC is also global –-
NPC growing at double-digit rates across Europe and Asia
Source: Euromonitor; Datamonitor; Nutrition Business Journal
11.0%
9.3%
5.9%
5.7%
4.3%
3.6%
3.1%
1.7%
1.5%
1.5%
0.9%
-0.1%
-0.5%
-3%
0%
3%
5%
8%
10%
13%


U.S. Natural Personal Care Market Is Highly
Fragmented & Lacks Entrenched Scale Players


Health
& Wellness
Sustainability
Megatrend
Convergence
The convergence of megatrends
wellness
and
sustainability
anticipated to drive growth for years to come


Burt’s Bees Market Share by Category, Natural Food Channel
Only
Source: SPINS
Burt’s Bees Has Leading Presence
Lip Care
Foot Care
Kits/Gifts
Baby Care
Other Skin Care
45.2%
42.7%
39.6%
17.8%
10.2%
0%
10%
20%
30%
40%
50%
Market Position
#1
#1
#1
#2
#2


Burt’s Bees
®
Brand Has Strong
Aided Awareness
Aided
awareness
of
Burt’s
Bees
®
brand
has
grown
to
competitive
levels
while
well
ahead
of
other
natural
players
Significant upside exists
Aided Brand Awareness (Percent Aware)
Source:  Burt’s Bees
®
Brand Tracking Study May 2007
Neutrogena
Aveeno
Nivea
Garnier
Aveda
Burt's Bees
Tom's
of Maine
Avalon
Nature's
Gate
Alba
Jason
Dr. Hauska
99%
96%
87%
81%
67%
54%
32%
31%
19%
16%
6%
3%
0%
20%
40%
60%
80%
100%


Note:
Only
consumers
who
were
aware
of
the
personal
care
product
company
were
asked
this
question
Source: Clorox Commissioned US Consumer Survey  (n=1022)
Burt’s Bees
®
Is Viewed as
the Most Natural Brand by Consumers
Consumers who have purchased natural personal care in the last 12 months:
Q:
Please rate each of the following brands on a scale of 1 to 7, where 1 is not at all
natural and 7 is 100% natural:
77.9%
74.5%
67.5%
63.4%
61.7%
54.5%
54.2%
50.1%
49.6%
48.9%
47.7%
45.8%
45.2%
44.6%
44.0%
39.1%
0%
20%
40%
60%
80%
100%


Burt’s Bees Has Superior Attribute Ratings
vs. Natural and Mass Brands
Source: Clorox Commissioned US Consumer Survey (n=1022)
Consumers who have purchased natural personal care in the last 12 months:
Q:
Please
indicate
the
importance
of
the
following
factors
when
purchasing
natural
personal
care products, on a scale of 1 to 7, where 1 is not at all important and 7 is extremely
important
Q:
On
a
scale
of
1
to
7,
where
1
is
extremely
poor
and
7
is
extremely
strong,
please
rate
the
performance
of
[BRAND]
on
following
factors
Note: Burt’s Bees performance asked of all consumers who indicated they have purchased at least one Burt’s Bees product; for all other competitors, each
consumer was asked about one other random company from which they had purchased personal care items; Core is a weighted average of Tom’s (n=81), Kiss My
Face (n=28), Dr. Bronner’s (n=13) and Jason (n=31); Mass is a weighted average of Aveeno (15), Olay (n=181) and Neutrogena (n=201)
Core
Natural
Competitors
Mass Brand
Competitors
Burt's Bees
Effective
High
Quality
Non-toxic
Made with
Natural
Ingredients
Good
Value for
the Money
Made with
Natural
Process
Looks/
Smells
Good
Brand
I Trust
Made with
Organic
Ingredients
Low Price
Attractive
Packaging
87.0%
79.3%
79.2%
72.8%
72.1%
64.4%
64.2%
63.7%
61.9%
52.1%
20.3%
0%
20%
40%
60%
80%
100%


Utilize Clorox capabilities to
expand depth and breadth of
distribution and in-store presence
New distribution in Mass and
Grocery channels
Additional placements in Baby,
Health & Beauty Care and
Camping departments
Expansion of holiday gift
program
Burt’s Bees distribution exists in
54% ACV of Food, Drug and Mass
Channels
Clorox has 100% ACV
Current Burt’s
Bees ACV
Distribution
Opportunity
to Expand
Distribution
% ACV levels based on Burt’s Bees and Clorox current U.S. distribution as of 10/31/07
Food
Drug
Mass
Distribution Upside Exists


Expanding In-Store Presence
2005
Power Wing
2006
Power Wing
Power Wing + Son
2007-2008
4’
In-Line
Holiday Off-Shelf
Source:  Burt’s Bees internal data


Delight
Desire
Decide
Build a truly
authentic brand
with sustained
marketing support
Enhance product
innovation and
expand into new
segments
Expand
distribution and
in-store presence
How We Will Grow the Business
International
Component:
Continue to grow in existing
markets; look to enter new, high-potential markets


How We Will Manage the Business
Burt’s Bees has a strong management team, strategy, culture
and execution track record, which we intend to retain
We will operate the business from its current North Carolina
headquarters
We will integrate selectively to maximize revenue and cost
synergies and create the best opportunities for all employees
Beth Springer, Clorox EVP –
Strategy
& Growth, will oversee
the business


Conclusion
We believe Burt's Bees provides a new platform
to build a high-growth, high-margin, Natural
Personal Care
business
GREAT BRAND:
Opportunity to acquire leading brand that consumers love
HIGH GROWTH:
The brand participates in high-growth Natural Personal Care
(NPC)
anchored in wellness and sustainability megatrends
MARGIN ACCRETIVE:
The brand’s margin structure is at the upper range of
Personal Care and strongly accretive to Clorox
NEW BUSINESS PLATFORM:
NPC and Burt's Bees benefit from significant wellness
and
natural/green
tailwinds.
Combined
with
Green
Works
and
Brita
businesses and
future “tuck-in”
acquisitions,
we
can
establish
a
robust
new
growth
platform
for
Clorox
LEVERAGE
CLOROX
CAPABILITY:
Clorox’s
strong
brand-building
and customer-
facing capabilities will enable strong growth on a sustained basis