Food & Beverage

A Strong Link in a Complex Chain

The food and beverage industry sits at the epicenter of a complex supply chain impacted by shifts in the regulatory environment, consumer preferences and geopolitical issues. Current challenges include supply chain disruptions, labor shortages, rising costs of raw materials, and pressures to adopt or increase sustainable practices.

Saul Ewing has significant experience helping food and beverage businesses address these issues while managing risk and seizing growth opportunities. To provide holistic representation, we bring together attorneys with experience in corporate, tax, environmental, real estate, labor and employment and intellectual property law as well as attorneys who previously served in government agencies, including the U.S. Food and Drug Administration (FDA). Our clients include food and beverage producers, manufacturers, importers, distributors, warehouses, transportation companies, wholesalers, investors and retailers, from national grocery and convenience store chains to smaller, family-held enterprises. We assist these and other entities with their regulatory, transactional and operational needs.

From labeling requirements and food safety standards to distribution agreements and market expansion, we advise on a wide range of matters, including:

Regulatory requirements of the FDA and U.S. Department of Agriculture (USDA), including compliance with the Food Safety Modernization Act (FSMA) and state and local laws and regulations related to:
- Product development
- Claim substantiation
- Labeling
- Distribution
- Transportation
- Promotion
- Registration
- Reporting
- Recalls
Corporate
- Business formation, commercial agreements, governance, import/export matters, and expansion into new markets
- Financing: debt and equity capital raising transactions
- Mergers, acquisitions, dispositions, joint ventures and strategic alliances
- Franchising
- Investments by private equity funds, venture capital funds, wealth funds, strategic investors and family offices
- Domestic and international tax planning and Internal Revenue Service inquiries and disputes
Real Estate, including the purchase and sale of land, financing, development, land use rights, zoning, appeals, and leasing
Construction, including the development of processing and handling facilities for a broad variety of food and beverage production, processing and distribution businesses in the U.S. and abroad
Environmental, including project permitting, defense of enforcement actions and other matters before state, local, regional and federal environmental authorities, such as the U.S. Environmental Protection Agency and the U.S. Army Corps of Engineers
Labor and employment, including employment applications and agreements, employee handbook/policy requirements, collective bargaining agreements, and Equal Employment Opportunity Commission and Occupational Safety and Health Administration matters
Employee benefits and executive compensation
Immigration, including employment-based visas
Intellectual property, including matters related to patents, trademarks, licensing, trade dress, genetic development, breeding programs, joint development agreements and merchandising
Cybersecurity and data privacy
Business succession and estate planning
Litigation, including supply chain disputes, government investigations, nuisance claims, unfair and deceptive trade practice claims, advertising and labeling disputes, wage and hour litigation, and food and beverage safety litigation and class actions
Bankruptcy and restructuring

Key Contacts

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Experience

View a selection of our food and beverage representations:

A producer of meat and protein products in its sale to a private equity firm for $41 million.
A multi-state beverage distributor in the negotiation of credit facilities, real estate transactions, Corporate Transparency Act compliance, and various asset purchase and sale transactions.
A majority shareholder in a large food distribution company in a shareholder dispute. We settled the litigation with our client taking control from the minority shareholders who previously were running day-to-day operations and subsequently closed on the sale of the business to a food and beverage company.
A manufacturer of alcoholic beverages in obtaining a $60 million line of credit secured by accounts receivable and inventory.
An ingredients supplier in the negotiation of a vendor agreement whereby our client would be treated as a critical vendor in the Chapter 11 bankruptcy of a major food and beverage company. Our client’s entire pre-petition claim was paid within three months of the bankruptcy filing.
A food technology company in the sale of Class C company stock to the largest potato producer in Europe.
A family-owned potato farm in Massachusetts in a shareholder dispute between shareholders and a trust over the re-purchase price for the trust’s shares. We secured the dismissal of the trustee’s contract and tort claims and obtained a ruling that the trust was bound to the original re-purchase price offered by the companies.
A multi-state beverage distributor in connection with the purchase of controlling membership interests in an Illinois beverage distributor from private equity investors in excess of $115 million.
A manufacturer of potato products in settling, prior to litigation being filed, a threatened slack fill class action suit in California.
A food products supplier in resolving a preference demand related to the Chapter 7 bankruptcy of a grocery delivery company.
A plant-based beverage manufacturer in a dispute with its packaging supplier over the poor quality and potential health hazards caused by the packer’s poor performance. We secured a favorable settlement, recovering both damages as well as the return of unused materials.
A wholesale produce distributor in litigation to recover embezzled monies. We negotiated a $2 million settlement with two accounting firms and tried to verdict a suit against a check cashing business. The jury awarded $4.8 million in damages in favor of our client.
Stockholders in an alcoholic beverage distributor in the $76.3 million sale of common stock to trusts owned by principals of a family-owned beverage distributor.
A lessee of restaurant space in a food court in a dispute with both its landlord over failure to pay rent under a multi-year lease and its subtenant, which closed the restaurant during the Covid-19 pandemic and refused to contribute payment, threatening bankruptcy. We negotiated a substantial reduction of the landlord’s claim and substantial increase in the subtenant’s contribution, settling the matter with no contribution from our client.
An operator of an app-based food and beverage delivery service in a putative class action claim for compensation allegedly owed as employees. We obtained a ruling that the plaintiffs’ claims are subject to individual arbitration.
A grocery delivery app in Series A preferred financing with a venture capital firm.