UniPro Foodservice bulks up in deal with Blackstone's PFG

Posted on March 3, 2009 14:26 by Andy Peters

There’s more than one way to deliver steaks, spoons and strawberries to restaurants. strawberries

There’s the Sysco Corp. way, in which dozens of regional foodservice distributors are owned and managed by a central office in Houston, Texas. Sysco describes itself as the largest foodservice distributor in North America.

Then there’s the UniPro Foodservice Inc. way, which Busch, Slipakoff & Schuh partner Adam M. Slipakoff thinks is superior. UniPro is an Atlanta-based cooperative of more than 300 independently owned food distributors, such as pizza specialist Roma [photo, below right] and United Poultry. UniPro centralizes some purchasing and marketing functions at its Vinings headquarters and passes the savings on to its member-owners.

The UniPro way allows local distributors to maintain their identities and have better relationships with their customers, Slipakoff said.

UniPro boasts that it’s larger than Sysco and that it just got even bigger, thanks to two recent significant transactions, one of which closed last month.

In the recent deal, UniPro acquired Progressive Group Alliance LLC of Richmond, Va. for undisclosed terms from by Performance Food Group Co. Progressive Group was the subsidiary that handled purchasing for Performance Food Group, which is also known as PFG. Roma Food truck

The earlier deal, which closed last year, involved PFG becoming a member-owner of UniPro. Terms of that deal also weren’t disclosed.

In effect, according to Slipakoff, PFG outsourced its purchasing functions to UniPro and PFG joined the UniPro network. The result is that UniPro’s total yearly revenue will jump to about $48 billion from $31 billion. In comparison, rival Sysco has yearly revenue of about $37 billion, according to its annual report. Arnall Golden Gregory is longtime outside corporate counsel to Sysco.

Slipakoff, who is UniPro’s general counsel, was corporate counsel to UniPro on both PFG deals. PFG General Counsel Joe Traficanti was primary counsel for his company, Slipakoff said. Bass, Berry & Sims advised Progressive Group Alliance on its sale to UniPro. Simpson Thacher & Bartlett advised New York private equity firm Blackstone Group LP, co-owner of PFG.

Slipakoff [photo, right] spends about two days per week at UniPro’s office and the rest of his time advAdam Slipakoffising other clients on mergers and acquisitions and venture capital transactions. Slipakoff’s other clients have included Thomas Group Capital, Nova Engineering and Environmental Inc. and ADK Corp.

Slipakoff and Bryan E. Busch left their former firm, Taylor Busch Slipakoff & Duma, in October to form an eight-lawyer firm specializing in serving mid-cap companies.

UniPro in 2007 asked Slipakoff to become its full-time general counsel, he said. The company purposely keeps a low profile, in order to highlight the identities of its individual member-owners like Roma and United Poultry. UniPro’s members distribute meat, produce, condiments, paper products and other supplies to restaurants, schools, hospitals, the military and other large groups.


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Lawyers flock to Texas for Pilgrim's Pride poultry bankruptcy case

Posted on January 6, 2009 12:37 by Andy Peters

One of the largest bankruptcies of the past year—that of Pilgrim’s Pride Corp.—has ensnared several Georgia companies and governments and their legal counsel.broiler

Pilgrim’s Pride has many connections to Georgia. For one, Georgia is one of the biggest poultry-producing states. Additionally, Pilgrim’s Pride in 2007 absorbed Gold Kist, one of Georgia’s biggest chicken companies, in a $1.24 billion acquisition. Pilgrim’s Pride still markets chicken products using the Gold Kist brand.

Pilgrim’s Pride, based in Pittsburg, Texas, filed for Chapter 11 on Dec. 2 in U.S. Bankruptcy Court for the Northern District of Texas in Fort Worth. The largest U.S. poultry company, outpacing Tyson Foods Inc., Pilgrim’s Pride reported $8.5 billion in yearly sales through the end of September, according to the company’s annual report. But Pilgrim’s Pride has been hammered by higher costs for corn, soybeans and other chicken feed. A glut of chicken in the marketplace and decreased consumer demand haven’t helped either.

Pilgrim’s Pride reported more than $2.7 billion in debts, according to its initial bankruptcy petition. Weil, Gotshal & Manges is lead bankruptcy counsel to Pilgrim’s Pride. Andrews Kurth is representing the official committee of unsecured creditors.

Among the Atlanta law firms and Atlanta-based attorneys involved with the bankruptcy case are:

Alston & Bird partner Jason H. Watson and associate Bess M. Parrish, representing Key Equipment Finance Inc., a unit of KeyCorp that provides lease-based financing of office equipment and machinery.

McKenna Long & Aldridge partner Daniel J. Carrigan in Washington, advising Sparks, Md.-based spices maker McCormick & Co.

Jones Day partner Jeff Ellman and associate Robbin Rahman, advising St. Louis corn miller Bunge North America Inc.

Seyfarth Shaw partner Paul Baisier and associate Shuman Sohrn, representing dry ice distributor Tomco2 Equipment Co. of Loganville, Ga.

Thompson, O’Brien, Kemp & Nasuti associate Ted Hight III, representing Norcross packaging manufacturer Rock-Tenn Co.

Wimberly Lawson Steckel Schneider Stine attorneys Jim Wimberly Jr. and James Hughes, advising Don Jackson, who has been designated as the new president and chief executive of Pilgrim’s Pride, pending bankruptcy court approval.

Other Georgia-based creditors are also involved in the case.chicken

Bartholow & Bartholow partner Molly Bartholow in Dallas worked out a deal with Pilgrim’s Pride on behalf of her client, the consolidated city-county government of Athens-Clarke County, Ga. Pilgrim’s Pride owed Athens-Clarke County about $630,000 through Dec. 1, according to a court filing. Details of the two parties’ settlement agreement weren’t disclosed. Athens-Clarke County described itself as providing utility services to Pilgrim’s Pride. Athens-Clarke County provided water, sewer, storm-water and garbage-pickup services to Pilgrim’s Pride at the company’s two poultry processing plants in Athens, according to a document filed by Pilgrim’s Pride.

Andrew F. Emerson of Dallas is representing creditor Southeastern Export Corp., an Atlanta food exporting company owned by Zurab Lezhava. Lezhava is perhaps better known as the owner and restorer of the famous Atlanta mansion on West Paces Ferry Road known as “The Pink Palace.”


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New Chinese law shouldn't stop Coca-Cola deal, lawyers say

Posted on September 4, 2008 16:23 by Andy Peters

Coca-Cola Co.’s multibillion-dollar pact to acquire China Huiyuan Juice Group Ltd. may hold significance beyond its potential for expanding Coke’s reach in the world’s biggest nation. Chinese Coke billboard

It could also be the first-ever acquisition of a Chinese company by a foreign entity to be reviewed pursuant to China’s anti-monopoly law that went into effect in August 2008, according to Paul, Hastings, Janofsky & Walker corporate partner Maurice Hoo in Hong Kong.

The novelty of the deal notwithstanding, Hoo and Morris, Manning & Martin partner Tim Xia in Atlanta both said they expect Coca-Cola to receive approval for the deal from Chinese antitrust regulators.

Coca-Cola announced on Wednesday that it would pay $2.4 billion to buy the maker of Huiyuan brand juice. Two sources offered differing opinions on the extent to which the would expand Coca-Cola’s market share. Bloomberg News said, citing Euromonitor, said Coca-Cola’s share of the Chinese fruit and vegetable juice market from about 10 percent to about 20 percent. But Merrill Lynch research analyst Christine Lee said Coca-Cola’s share of the Chinese juice market would grow from 28 percent to 37 percent.

No matter the size of Coca-Cola’s market share, officials with the Ministry of Commerce of the People’s Republic of China want to level the playing field between Chinese and foreign companies in the M&A market, Hoo said.

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Paul Hastings bakes $200 mln deal for TurboChef Technologies

Posted on August 12, 2008 09:57 by Andy Peters

Paul, Hastings, Janofsky & Walker partner Rey Pascual in Atlanta advised longtime client TurboChef Technologies Inc. on its agreement to merge with Middleby Corp.TurboChef oven

TurboChef and Middleby announced the merger agreement on Tuesday morning. Middleby is acquiring TurboChef for $200 million in cash and stock, according to The Deal. The companies expect to close the merger this year, subject to approval from TurboChef’s shareholders and regulators. Skadden, Arps, Slate, Meagher & Flom is Middleby’s legal adviser on the deal.

Pascual has been outside corporate counsel to TurboChef since 2004, when he was with Kilpatrick Stockton. TurboChef followed Pascual to Paul Hastings when he moved to that firm in February 2007. Former Kilpatrick Stockton attorney Dennis J. Stockwell is TurboChef’s general counsel.

TurboChef makes high-speed ovens used at the Subway restaurant chain, in Hyatt Hotels properties, and at sports stadiums like Lambeau Field in Green Bay, Wisc. Middleby, of Elgin, Ill., makes restaurant and foodservice cooking equipment.


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Jones Day's Spainhour boosts Flowers' carb intake with 2 deals

Posted on July 9, 2008 15:37 by Andy Peters

Jones Day partner Sterling A. Spainhour Jr. in Atlanta recently pitched in to help Flowers Foods Inc. expand its reach in selling sandwich bread, rolls, buns and snack cakes.Sunbeam wax paper wrap

Flowers, of Thomasville, Ga., reached two separate purchase agreements for baking companies in the past month: Holsum Bakery Inc. of Phoenix for $150 million, and ButterKrust Bakery of Lakeland, Fla., for $90 million. Both deals are subject to regulatory approval. Spainhour, who was lead counsel to Flowers on both transactions, declined to comment.

Holsum Bakery operates two bakeries in Arizona and sells bread in Arizona, California and Nevada under the Holsum, Aunt Hattie’s and Roman Meal brands. ButterKrust operates one bakery and distributes bread products in Florida under the Country Hearth, Rich Harvest and Sunbeam brands.

Flowers’ brands include Nature’s Own, Cobblestone Mill, Sunbeam and Bunny Bread.

Flowers’ general counsel is Stephen R. Avera. Snell & Wilmer was counsel to Holsum Bakery. ButterKrust’s counsel wasn’t disclosed.


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Kraft consults Sutherland on lopping taxes off Post cereals deal

Posted on June 25, 2008 11:23 by Andy Peters

Post Raisin Bran is known for being full of vitamins and also being cholesterol-free. But did you know it’s also sometimes tax-free?Post Raisin Bran

Sutherland partner Reggie Clark in Atlanta was part of a team that advised Kraft Foods Inc. on the spin-off and merger of its Post cereals unit to Ralcorp Holdings Inc. in an all-stock, tax-free deal valued at $2.6 billion. After the merger, Kraft shareholders will own about 54 percent of the new Ralcorp entity and Ralcorp’s existing shareholders will own 46 percent of the new company.

Clark, along with fellow Sutherland tax partners Cliff Muller and Randy Buchanan in Washington, advised Kraft on the tax-free transaction. Sutherland is formerly known as Sutherland Asbill & Brennan.

Cravath, Swaine & Moore advised Kraft on corporate matters related to the transaction. Ralcorp general counsel Charles G. Huber Jr. performed due diligence for his company on corporate matters and the firm hired Bryan Cave for legal advice on tax issues.

Kraft, of Northfield, Ill., makes Oreo cookies, Maxwell House coffee and Kraft cheese. Ralcorp, of St. Louis, is the largest U.S. maker of private-label cereal, cookies, crackers, peanut butter, ketchup and other food items.


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Hunton bags deal on behalf of Danish pastry maker

Posted on May 29, 2008 14:45 by Andy Peters

Skål! A cluster of Hunton & Williams lawyers from Atlanta and Miami bagged an assignment to advise a maker of Danish pastries on its purchase of a Florida bakery.danish

The buyer, and Hunton’s client, was the North American unit of Lantmännen Unibake, which is headquartered in Horsens, Denmark. Lantmännen acquired Euro-Bake of St. Petersburg, Fla. for undisclosed terms. All of Lantmännen’s products, including those sold in the U.S., are currently baked in Europe. With the Euro-Bake acquisition, Lantmännen will operate its first bakery on U.S. soil.

Lantmännen makes Schulstad-brand Danish pastries and Pastridor-brand croissants, while Euro-Bake is known for its European-style sandwich breads, baguettes and pretzels.

Working on the deal from Atlanta was partner Catherine D. Little and associates David R. Yates, Molly Haining Scott, Jeremy S. Lemmon and Joshua Z. Mishoe. Yates and partner Fernando C. Alonso in Miami led the Hunton team. Foley & Lardner advised Euro-Bake.


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Janet ConleyThe Deal Watch Blog is devoted to bringing you the latest news in business law in Atlanta, the Southeast and the U.S. The lead writer is Daily Report associate editor Janet L. Conley.

Janet L. Conley is an attorney who returned to journalism after practicing law with Akin, Gump, Strauss, Hauer & Feld in Washington and with the Georgia Legal Services Program in Atlanta.

During her tenure at the Daily Report, Janet, now the paper's associate editor, has covered law firm economics and management, business and federal courts. In 2007, she received the Georgia Associated Press Story of the Year award and the Atlanta Press Club’s Journalist of the Year award, both for small circulation newspapers, for "Green to Gold," a series of articles on how climate change will alter business and the law.

Janet has written for The American Lawyer magazine and the National Law Journal, among other publications. She also served as managing editor of GC South magazine.

Janet holds a journalism degree from Southern College and a juris doctor degree from the University of Pennsylvania. She lives in Decatur with her husband Mark Harper, also an attorney, and their three children.

She can be reached at jconley@alm.com.

Andy PetersThe contributing writer is Daily Report staff reporter Andy Peters.

Andy Peters has been a journalist since graduating from Furman University in 1992. A short list of the subjects he’s covered includes the Georgia state Legislature, the U.S. semiconductor industry, the Alabama-Florida-Georgia “water wars” litigation, the 1999 American Airlines pilots strike, Coca-Cola and PepsiCo’s battle to acquire the Gatorade sports-drink brand, indie rock music and high school football. Andy has written for Bloomberg News, the New York Times Web site, the Macon Telegraph, the Spartanburg (S.C.) Herald-Journal and the Atlanta Business Chronicle.

Andy has written the Deal Watch column for the Daily Report since March 2006. He was born in Chattanooga, Tenn. in 1971 and grew up in Ringgold, Ga. He lives in Decatur with his wife and two children.

He can be reached at apeters@alm.com.

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