Food and Beverage

Building & Financing Food and Beverage Companies

• Represented a leading alternative creamer company in its Series B preferred financing led by a large private equity fund.
• Represented a leading beverage company in its Series D preferred financing led by a large private equity fund.
• Represented a coffee brand in its seed financing, conversion to a corporation, and subsequent $25-million convertible note financing.
• Represented a venture capital firm in its Series Seed investment in a U.S.-based boba tea chain.
• Represented a nutrition bar company in a significant private equity investment from a leading food and brand firm.
• Represented an underwriter in the initial public offering of an organic food company.
• Represented an organic pasta company in its initial public offering.

Supporting Growth & Expansion

• Represented a bakery in its $8-million acquisition of a bakery and food manufacturing company.
• Represented a vegan restaurant chain in multiple acquisitions and financings of new restaurants.
• Represented a high-quality pizza restaurant chain in multiple acquisitions and financings of new locations and concepts.
• Represented an organic food company in its acquisition of a smaller competitor.

Mergers, Acquisitions & Successful Exits

• Represented majority shareholders of a healthy snack company in its $340-million sale to an international food brand.
• Represented owners of a regional food and beverage franchise chain in its $30-million sale to a large private equity fund.
• Represented a private equity sponsor in its majority acquisition of a pet food company.
• Represented a major fruit and vegetable distributor in its $30-million sale to a strategic competitor.
• Represented a beef processing plant in its $100-million sale to a public company competitor.

When should a food or beverage company involve legal counsel?

Legal counsel can add value from the earliest stages of building the company. Formation, founder and equity arrangements, financing, manufacturing and distribution relationships, brand protection, hiring, facilities, and other early decisions can affect a company’s ability to scale and attract investment later. As the business grows, counsel can also help with expansion, acquisitions, disputes, and eventual exit planning.

What should we consider when raising capital to grow a food or beverage company?

Start with what the capital is intended to accomplish, whether that’s increasing production, funding inventory, expanding distribution, investing in marketing, or entering new markets. Founders and owners should also consider valuation and dilution, governance and voting rights, investor protections, future financing needs, and how current terms could affect control of the company or an eventual sale. Our attorneys have represented food and beverage companies in seed, preferred equity, convertible note, and private equity financings.

What should we consider when entering a manufacturing or co-packing relationship?

The agreement should clearly establish the commercial expectations of both parties and what happens if circumstances change. Depending on the relationship, important considerations may include production requirements, pricing, quality standards, supply and delivery commitments, confidentiality, ownership and protection of intellectual property and proprietary information, warranties, indemnification, and termination rights. Addressing these issues at the outset can help protect both the product and the business relationship as production scales.

How can we protect and grow our food or beverage brand?

Brand protection should begin before significant resources are invested in launching or expanding a product. We help clients clear and register trademarks, protect trade dress and copyrights where appropriate, structure licensing arrangements, manage domestic and international brand portfolios, and address infringement and counterfeiting. As a company expands, its intellectual property strategy should evolve to protect the markets, products, and commercial opportunities that are creating value.

What should we consider when expanding distribution or entering new markets?

Distribution arrangements should address territory, exclusivity, performance expectations, commercial terms, brand control, intellectual property rights, and termination. International expansion can add corporate, tax, intellectual property, and other cross-border considerations that should be evaluated as part of the broader growth strategy. Addressing these issues before entering a new market can help preserve flexibility and protect valuable business relationships.

When should we start preparing for a potential sale of the company?

Well before a sale process begins. Potential buyers may closely examine corporate records, ownership and protection of brands and other intellectual property, manufacturing and distribution agreements, significant commercial relationships, employment matters, facilities, and potential liabilities. Identifying and addressing issues before due diligence begins can strengthen the company’s negotiating position, reduce delays, and help protect the value owners have built. Our attorneys have represented food and beverage companies and their owners in strategic sales and private equity transactions at a wide range of transaction values.