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    Los Angeles Business Journal Food & Beverage Roundtable
    Case Study—Restaurant, Food & Beverage
    Related Practices / Industries

    Restaurant, Food & Beverage Practice


    “I know if I go to one of the lawyers there I will be getting the best advice possible."
    - Chambers USA

    The Restaurant, Food & Beverage practice group at Pillsbury provides counsel and representation to a wide range of national and regional restaurant chains, wineries, early-stage restaurant ventures, packaged food companies, importers, distilleries, licensors, manufacturing companies and franchisors.

    Our experience includes:

    • Corporate finance and securities law
    • Insolvency and restructuring
    • Mergers and acquisitions
    • Class action litigation, including the defense of suits under wage and hour laws, the Fair and Accurate Credit Transactions Act (FACTA), and meal and rest break regulations
    • Alcoholic beverage compliance and regulatory issues
    • Brand licensing transactions
    • Intellectual property issues involving patents, trademarks and label registrations, including trademark litigation and prosecution
    • Franchise law
    • Purchase and sale of restaurant companies, wineries and vineyard land
    • Food and beverage product distribution and supply contracts
    • General litigation including insurance coverage, ADA access, false advertising and unfair competition
    • Startup funding and organizational matters
    • Employee benefits representation
    • Real estate matters, including leasing and the definition and resolution of land use issues for restaurants and wine, beer and spirits industry clients
    • Negotiations with state taxing authorities regarding payment of state excise taxes.
    • Employment and labor advice
    • Securities litigation

    The Restaurant, Food & Beverage practice group includes attorneys from each of the following practice areas to help ensure that our clients receive the highest level of legal services.

    • Corporate & Securities
    • Wine, Beer & Spirits
    • Litigation (including consumer and wage and hour class actions, insurance coverage, ADA access, antitrust and unfair competition)
    • Insolvency & Restructuring
    • Mergers & Acquisitions
    • Intellectual Property
    • Marketing, Distribution & Franchising
    • Finance
    • Advertising & Sweepstakes Law
    • Employment & Labor
    • Executive Compensation & Benefits
    • Real Estate (including project development and construction)
    • Consumer & Retail
    • Privacy & Data Protection
    • Tax
    • Securities Litigation
    • Global Sourcing
    • International Trade

    Representative Transactions

    Corporate & Securities
    Our Corporate & Securities practice covers a broad range of legal services, from startup funding and formation activities for emerging companies to initial public offerings and other financings, domestic and international securities transactions, private equity and venture capital investments, recapitalizations, general corporate matters, and corporate governance and compliance issues.

    • Outside general Counsel to an iconic California-based hamburger chain.
    • Representation of a national pizza chain in its initial public offering, subsequent secondary offering and later reincorporation from California to Delaware.
    • Counsel to a blank check restaurant acquisition company in its initial public offering and subsequent M&A work.
    • Corporate representation of one of the world's largest grocery companies in rolling out its new, smaller and more organic concept in the United States.
    • General corporate, securities and licensing counsel for a rapidly expanding tart frozen yogurt chain.
    • U.S. counsel for a unique, multinational, fast casual flame-grilled chicken concept.
    • General corporate and securities counsel to a Los Angeles-based nightlife and event company which owns and operates numerous sophisticated and ultra-stylish nightclubs and restaurants.
    • Representation of the underwriters in the initial public offering of a major coffeehouse chain.
    • Representation of the casual-dining and branding companies for a Los Angeles-based celebrity chef, including several rounds of venture financing and two restructurings.

    Mergers & Acquisitions
    Pillsbury's active and diverse mergers and acquisitions practice works with clients based throughout the world. Our lawyers are experienced in transactions involving privately and publicly held companies, joint ventures and strategic alliances, going-private transactions, and private equity acquisitions.

    • Representation of a quick casual Mexican concept in its sale to an international hamburger chain.
    • Represented a leading producer of the highest quality artisan breads, cakes, cookies and frozen dough products in its acquisition by a publicly traded manufacturer, distributor and marketer of store brand food products in the United States and Canada.
    • Assisted a multinational beverage company with its acquisition of several Napa Valley and Sonoma wineries.
    • M&A counsel to a rapidly growing hotel, restaurant and real estate development company.
    • Representation of a long-time investor in an upscale-casual eatery known for its large selection of draft beers in the sale of its interest to the private equity acquirer of the concept.
    • Representation of a number of franchisors in acquiring franchisee-owned restaurants in several separate transactions, including transactions for a quick service chain, an upscale pizza concept, and a fast casual Mexican concept.
    • Acted as counsel to a special committee of the board of directors of a national supermarket chain in connection with its acquisition of another national grocery company.
    • Represented a private equity investor in its acquisition of a controlling interest in a health-focused fast casual chain.

    Class Action Defense
    Our litigators have extensive experience representing clients in consumer and unfair competition lawsuits, wage and hour class actions, FACTA suits, and meal and rest break suits. Our practice often involves large-scale complex litigation with multiple parties, in multiple proceedings and forums.

    • Successfully settled numerous class action lawsuits for multiple major restaurant companies which had been sued by restaurant managers and other employees who claimed that they were improperly classified as exempt under state wage and hour laws.
    • Negotiated favorable cy pres settlement for a popular tart frozen yogurt chain in a consumer class action which alleged false advertising and violations of unfair competition statutes.
    • Successfully defended an international packaged-food company in a claim for false labeling, obtaining a denial of class certification and summary judgment.
    • Precedent-setting representation of numerous restaurant chains in separate class action suits alleging violations of FACTA.
    • Successful defense of international packaged-food companies in a class action suit alleging price fixing.
    • Representation of two national grocery companies in class action suits alleging false advertising.

    Alcoholic Beverage Licensing and Regulatory Work
    We provide a complete portfolio of legal services to help clients comply with the maze of regulatory requirements governing the production, distribution and sale of alcoholic beverages. We counsel clients on state and federal compliance questions and defend them in regulatory investigations and in negotiations with state and federal agencies.

    • Successful representation of numerous restaurant companies in connection with allegations of ABC trade practice violations.
    • Representation of a wine trade association in constitutional litigation challenging state laws prohibiting direct shipment of wine from out-of-state wineries to in-state consumers.
    • Representation of numerous restaurant companies in regard to ABC licensing matters.
    • Successful representation of several alcoholic beverage distributors in a series of California alcoholic-beverage tax assessment cases.
    • Special regulatory counsel to the underwriters in the initial public offering of a multinational wine company.

    Gift Cards and Prepaid Cards
    For a variety of clients, we provide ongoing counsel on regulatory compliance with federal and state laws related to gift cards, prepaid cards and stored value cards, for both closed and open universe programs. We also provide assistance to restaurants, retailers and financial institutions regarding unclaimed property requirements related to gift and prepaid cards, as well as state laws regarding expiration dates, fees and other terms and conditions.

    • Representation of national restaurant chains in the design of 50-state rechargeable gift cards in compliance with state laws banning expiration dates and service fees.
    • Defended three large buffet chains in a class action suit concerning gift certificate expiration issues.
    • Successful representation of a national retailer in a class action suit alleging that refusal to redeem gift cards for cash violates California's gift card statute and unfair competition law.
    • Defense of numerous private attorney general and class action lawsuits challenging gift card policies.

    Protection of Intellectual Property Rights and Brand Licensing
    Pillsbury's Intellectual Property practice advises clients on developing successful and comprehensive IP strategies by protecting, managing, asserting, defending and leveraging their IP assets.

    • General trademark and licensing counsel for several national and international restaurant clients.
    • Successful defense of an international packaged food company in a case alleging trademark infringement.
    • Counsel to a frozen yogurt chain in the negotiation of a license for the distribution of its branded products in the retail stores of an international coffee company.
    • Negotiation of numerous trademark license agreements relating to brand extensions for several restaurant companies.
    • Representation of a manufacturer of specialty chocolate and other confectionary products in negotiating a distribution arrangement with a multinational coffeehouse chain.
    • Successfully enforced a client's patent on non-detachable, easy-open devices for beverage cans, leading to industry-wide licensing and substantial royalties payable to our client.

    Insurance Coverage
    Pillsbury's insurance practice was one of the first insurance practices in the United States. For Restaurant, Food & Beverage clients, we have extensive experience negotiating and litigating insurance coverage disputes in connection with class action suits, as well as significant experience with insurance recovery following natural disasters.

    • Successful representation of a Mexican quick service chain in an arbitration proceeding to obtain insurance coverage in connection with a series of class actions asserted for purported violations of labor laws. The arbitration award issued in the case created a new theory of recovery from insurance carriers.
    • Representation of a packaged foods company in obtaining insurance coverage in connection with a major recall/destruction of product following source contamination.
    • Represented several clients in recovering business interruption losses for, among other events, Hurricanes Katrina, Ike, Rita and Wilma, and the terrorist attacks of September 11, 2001.
    • Prosecuted several separate civil lawsuits on behalf of national and regional restaurant companies to obtain insurance cover¬age for settlements under wage and hour class action suits.
    • Successful representation of a family-owned national hamburger chain in sophisticated coverage and recovery matters.

    Pillsbury has extensive experience with all forms of marketing, distribution and franchise systems. Our work includes helping clients structure their arrangements to avoid triggering franchise laws, as well as preparing franchise registration and disclosure documents for clients when compliance is required.

    • Franchise counseling and compliance advice for several national restaurant chain operators.
    • Successful representation of a national family dinner house chain in a disputed action to terminate a California franchisee.
    • Representation of a national quick service chain in a breach of contract and business tort action brought by franchisees of multiple restaurants.
    • Assisted a multistate grocery chain in restructuring its arrangements with store operators to avoid application of franchise laws.
    • Acted as litigation counsel to several franchisees of a traditional frozen yogurt company in an action against the franchisor for violations of state and federal franchise regulations.
    • Represented a national Mexican quick service chain in the Chapter 11 proceeding of one of its franchisees, resulting in the reacquisition of 69 of our client's restaurants.

    Employment & Labor
    Pillsbury has a national Employment & Labor practice team that assists employers ranging in size from emerging growth companies to multinational corporations, and provides a full range of legal solutions to issues affecting the workplace. Our lawyers help defend employers against all types of charges, including discrimination, wrongful discharge, FMLA violations and sexual harassment. Our lawyers also use litigation proactively to protect our clients from trade secret theft and other employee misconduct.

    • Successfully represented several major packaged food companies in separate actions to prevent executives from joining competitors.
    • Employment and labor advice to a mid-sized grocery distributor and dairy producer, including representation in multiple union election campaigns and negotiation of a labor agreement for drivers with the Teamsters Union.
    • Successful representation of a quick service multi-brand company in wrongful termination cases.
    • Successful defense of a Mexican casual dining chain in a sexual harassment/false imprisonment claim brought by a former employee.

    Our litigators practice before a wide range of tribunals, appearing in federal and state courts throughout the country, at every level from trial to appellate, and before a wide variety of administrative agencies and alternative dispute resolution organizations.

    • Successful defense of several packaged food companies in antitrust cases brought to challenge the companies' direct billing systems.
    • Successful defense of a quick-service, flame-grilled chicken chain in a defamation and tortious business interference case.
    • Representation of several restaurant companies in ADA access cases.
    • Successful defense of a series of lawsuits brought by terminated distributors against a well-known bread, snack and cookie brand.

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