Food and Beverage

General Corporate and Mergers & Acquisitions

With offices throughout the Midwest, Taft represents a wide range of food, beverage, and agribusiness clients, from public companies, their boards and committees, to privately owned enterprises, to the financial institutions that support business growth. In addition to providing practical counsel on the legal and business issues that clients in the food, beverage, and agribusiness spaces face every day, our attorneys provide guidance on key corporate transactions, including mergers, acquisitions, joint ventures, strategic alliances, and divestitures. We also advise on accessing public and private markets for capital and provide the full suite of corporate legal services to support publicly held companies, including FDA regulatory compliance.

Our lawyers collaborate seamlessly across multiple legal disciplines—such as regulatory compliance, antitrust, tax, labor and employment, intellectual property, finance, environmental, real estate, and, when necessary, litigation—to leverage deep practice and industry knowledge and provide effective and efficient results. Our M&A team delivers sophisticated legal counsel on complex domestic and cross-border transactions, placing a premium on client service and efficiency.

Hospitality

A hospitality business cannot succeed without having the right team. Taft’s Food and Beverage group covers all aspects of the hospitality industry, from raising the capital needed to launch a hot new concept, to negotiating a fair lease that protects both landlords and tenants, to obtaining all the permits and licenses necessary to open. At Taft, we thrive on challenges; consequently, we’ve built a premier practice serving the food and beverage and restaurant industry.

The food and beverage sector is highly sensitive to economic and competitive market conditions. Taft meets these challenges by understanding and implementing our clients’ strategies to address their investment, consumer trends, economic conditions, public safety concerns, and competitive landscape.

• Represented PepsiAmericas for decades as it grew its bottling business, eventually becoming a publicly-traded company and kicking off a long run of domestic and foreign M&A culminating in the sale of PepsiAmericas to PepsiCo. Highlights include:
  • $2.9 billion sale of PepsiAmericas to PepsiCo.
  • $750 million acquisition by PepsiAmericas of Sandora, LLC, at the time the largest M&A transaction in the history of Ukraine.
  • Formation of joint venture of beverage and bottling operations in Jamaica, Trinidad, Puerto Rico, Barbados, Mexico, and Guatemala to form one of the largest privately controlled companies in Central America.
  • Formation of joint venture in Bulgaria to acquire and operate Agrima Beverages.
  • $52 million acquisition of a beverage and snack business in Romania.
• Represented a cheese and dairy processing company and one of the largest private companies in the state of Minnesota, in the sale to Agropur, Canada’s largest dairy cooperative. At the time of the sale, the company processed 3.8 billion pounds of milk, 275 million pounds of cheese, and 180 million pounds of whey ingredients a year, had 900 total employees and generated $1.2 billion in annual revenue. The acquisition included three cheese processing factories, an ingredients plant, as well as sales offices located in Minnesota, Shanghai, Singapore, and Geneva, Switzerland, and distribution centers located in Rotterdam, the Netherlands, and Tianjin, China.
• Represented a family-owned provider of premium branded and custom chicken products in the sale to retail, deli, and foodservice customers nationally. The sale involved multiple production plants and a business with nearly 1,700 team members and 350 family farm partners with annual sales of approximately $400 million.
• Represented a Wisconsin-based manufacturer of ingredients for the dairy, nutritional, and food processing industry in the sale to Agropur, Inc. The company sold was a leader in providing high-quality food ingredients to the dairy, nutritional and food processing industries that is recognized for its functional stabilizer systems, expertise in proteins, private label nutritional systems, and custom-formulated blends.
• Represented Caribou Coffee Company, Inc., one of Minnesota’s largest public companies, in a $340 million sale involving a going private transaction structured as a tender offer followed by a second-step merger.
• Represented the largest rice processor in the U.S., in preparing the RFP and subsequent resulting transaction for the sale of equipment production lines.
• Handled multiple North American acquisitions for a global cheese and nutritional ingredients group. Taft attorneys led this client’s $315 million acquisition of a leading U.S. manufacturer of sports nutrition supplements. Taft also acted as this client’s lead counsel in connection with the acquisition of a Canadian nutritional ingredients supplier for an undisclosed sum, and its $105 million acquisition of a California company that specialized in nutritional premixes and the development in bulk distribution of amino acids vitamins and minerals.
• Represent a national food gift retailer with headquarters in Chicago in its M&A activities. Recent transactions include:
  • Acquisition of a cupcake in a jar company.
  • Acquisition of a business that sells popcorn tins at retail, typically for holiday occasions.
  • Acquisition of a wine gift basket company that sold primarily online to higher-end consumers.
• Significant experience representing producers, packagers, and distributors of food products and alcoholic and non-alcoholic beverages, including:
  • A private label packager of alcoholic and non-alcoholic beverages.
  • Multiple craft liquor and breweries in all aspects of craft beer and liquor operations, including distribution, employee issues, and brand development.
  • A manufacturer of food ingredient products in its general corporate and financing activities, selling to national retailers both branded and private label.
  • The formation and joint venture work for a beverage company engaged in the manufacture and sale of hard seltzer products under a leading national brand.
  • Represented multiple RTD beverage companies in production and supply agreements, development agreements, financing, and intellectual property matters.
  • Provide regulatory counsel to national liquor distributors and retailers with respect to the shipping of alcoholic beverages.
  • Routinely interface with the TTB as well as state and local liquor regulatory authorities on compliance matters.