Food, Beverage & Agribusiness

Our Food, Beverage & Agribusiness Group combines our highly regarded corporate and M&A lawyers with our regulatory specialists, tax practitioners and top-ranking intellectual property, banking and employment lawyers. William Fry is at the forefront in advising companies in the food, beverage and agri-business sectors, always focusing on delivering the best results for our clients.  Our specialist team has in-depth and extensive industry knowledge, from advising early stage companies on supply chain management, getting products to market and venture capital funding to advising large corporations both on an ongoing basis and also on large-scale transactions. We represent a broad range of clients across the sector, from large multi-national companies with Irish operations to indigenous privately-owned entities.

Areas of expertise include:

  • Corporate transactions (including fundraisings, joint ventures, mergers and acquisitions, shareholder agreements and financing as well as corporate formation and governance);
  • Commercial Contracts (including manufacturing, supply and outsourcing agreements, licensing and distribution agreements, advertising and marketing arrangements and research and development (R&D) licensing arrangements);
  • Food Regulation (including advising on EU and Irish food safety and food labelling law, packaging and consumer issues and guidance on regulatory approvals, waste packaging, marketing of food products and national standards for food safety management);
  • Intellectual Property (IP) (including trade mark portfolio management, exploitation of IP and protection and enforcement of IP rights (contentious and non-contentious website management));
  • Dispute Management (including regulatory compliance, regulatory breaches, product liability, product recall and crisis management, passing off, breach of contract, consumer issues and guidance on regulatory approvals);
  • Public Procurement, EU and Competition law;
  • Employment law (including guidance on employee/contractor arrangements, share option and retention incentive programs and advising on Irish employment regulations and practice, including on health and safety);
  • Data Protection / GDPR (including identifying and resolving compliance issues and implementing privacy and data protection policies);
  • Property law (including the acquisition and disposal of properties and commercial leasing);
  • Banking and finance (including bilateral, club and syndicated facilities to finance working capital, acquisitions, capital expenditure, receivables, commodities, export and trade); and
  • Tax advice, tax compliance and transfer pricing (including M&A tax structuring, tax due diligence, R&D tax credit optimisation, corporate reorganisations, succession planning for privately owned groups and tax disputes).
 

Our experience includes:

Food

  • Boyne Valley: advising one of the leaders in the Irish food sector on its acquisition of the Chivers, Erin, Gateaux and McDonnells businesses from Premier Foods. Advising on product launches, including specific advice on trade mark protection and infringement as well as advice relating to comparative advertising and brand commercialisation.
  • Valeo Foods: advising Ireland’s largest ambient food group, incorporating Jacob Fruitfield Foods, on its substantial trade mark portfolio (including Batchelors, Odlums, Sqeez, Fig Rolls, Elite, Chef, Fruitfield, Tuc and Silvermint). Advising on the outsourcing of its household brand food products (those made by under the Jacobs brand and ‘own label’ brand products produced on behalf of major retailers), and on all commercial and intellectual property matters (including distributor and supplier arrangements).  Advising on parallel import issues and rights enforcement including, most recently, in relation to Erin, Batchelors Beans and Silvermints.
  • Northern Foods: advising the producers of brands such as Goodfellas Pizza, Fox's biscuits and Donegal Catch, on its €668 million sale to the Boparan Group, the first public takeover structured as a cross-border merger.  Advising on various commercial and IP issues as well as advice on advertising and the promotion of competitions.
  • Carlyle Cardinal: advising the private equity group on all aspects of its acquisition of Carroll Cuisine.
  • East Coast Bakehouse: advising the producer of sweet biscuits on all aspects of its initial fundraising.
  • DCC: advising the international sales, marketing, distribution and business support services group on the sale of Robert Roberts (including Findlater Wine and Spirits) and Kelkin to Valeo Foods, a leading Irish foods group. 
  • Tesco Ireland: acting and advising Tesco Ireland in a high profile commercial court case in defence of a trade mark infringement action taken by another supermarket leader. We also advised on fit-outs and refurbishments across Tesco’s Irish property portfolio.
  • Nestlé UK & Ireland:  advising the subsidiary of Nestlé SA, the world’s leading nutrition, health and wellness company on its Nestlé Irish pension scheme and on an EU cross-border scheme merger, a novel transaction structure for Nestlé and one of the first of its kind in Ireland.
  • Oliver Carty Meats: advising one of Ireland’s largest pork and bacon producers in respect of various corporate and commercial matters on an ongoing basis.
  • O’Brien Fine Foods: advising the leading producer of cooked meats in respect of the development of its manufacturing plant.
  • Murphy’s Ice Cream: advising the artisan ice cream producer in respect trademark registration and protection.

Beverage

  • MJ Gleeson & Co: advising one of Ireland’s leading suppliers, distributor and wholesaler of beverage products on the corporate, merger control and employment law aspects of its acquisition by C&C.  We also advised on the employment law aspects of its purchase of the Gilbey’s wine business from Diageo in 2012.  Advising on various commercial, advertising and sponsorship arrangements.
  • Starbucks: advising on a national franchising agreement and on the sale of Starbucks Coffee Company (Ireland) Limited to Atercin Liffey Limited, the Irish based company engaged in operating restaurants and cafes. 
  • Red Bull: advising on the protection of its brand identity against new competitors in the market, as well as advertising and labelling requirements and compliance with the ASAI Code of Practice.
  • Cooley Distillery: advising the indigenous award winning distillery on employment law matters.
  • Brown Forman: advising the American-owned spirits and wine company, the owner of global brands such as Southern Comfort and Jack Daniels, on a bottling agreement for one of their iconic brands.
  • Edward Dillon: advising the distributor of brands such as Hennessy, Bacardi and Dom Perignon, in relation to various commercial and competition matters on an ongoing basis, including its sponsorship of a number of high profile events.

Agribusiness

  • Glanbia Co-operative Society Limited: We advised Glanbia Co-operative Society Limited on the creation of Glanbia Ingredients Ireland, a dairy processing joint venture between Glanbia Co-Op and Glanbia plc and on the subsequent placing of shares by Glanbia Co-Op in Glanbia plc. The deal created the largest dairy processor in Ireland, with exports to over 50 countries worldwide (the third largest Irish exporter). This was one of the most complex and high profile transactions in the history of the Irish Agribusiness sector which will provide Glanbia Co-operative Society with direct ownership of critical dairy processing assets and facilitate projected growth of 60% in milk production by 2020.
  • National Dairy Council: assisting in the management of its brand identity, including licensing agreements and celebrity endorsements via television advertisements and personal appearances. Advising on EU competition law aspects of its numerous promotional campaigns.
  • Dairymaster: advising the manufacturer of high performance milking, feeding and slurry handling equipment in relation to various commercial, employment and litigation matters.

CCPC Finds No Evidence of a Cartel Between Beef Processors

This article discusses the recent Competition and Consumer Protection Commission (CCPC) finding that there is no evidence of a cartel between beef processors despite a number of complaints by beef farmers.


COVID-19 and the Food Sector – Temporary Derogations from Competition Law Rules

The European Commission has granted a temporary derogation from competition rules in certain food sectors to help producers combat the economic impact of the COVID-19 pandemic


COVID-19 – Key Issues for the Food, Beverage and Agri-business Sector

The Food, Beverage & Agri-business sector is one of the hardest hit by COVID-19. In this article, we highlight key cash flow issues and some of the Irish business support measures introduced up to 24 April 2020 relevant to this sector.


Re-Thinking your Supply Chain During the COVID-19 Pandemic?

Following new restrictions regarding the closures of non-essential retail businesses and facilities effective from 23 March 2020, assessing potential risks, ensuring flexibility and maintaining compliance will ensure the effectiveness of your supply chain in these challenging times.


Bacardi 'Bottles up' its Distinctive Look with EU Trade Mark Registration

The EUIPO Fourth Board of Appeal recently overturned an EUIPO Examiner's decision, allowing Barcardi to register the design of its bottle as an EUTM


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  • 2019 Corporate Excellence Awards: Leading Expert in Corporate Law
  • M&A Today Global Awards 2019:  Most Respected Law Firm of the Year
  • Finance Dublin's Deals of the Year Awards 2018 & 2019: M&A (Public) Sale of Stake in Glanbia PLC and Small Market M&A – Joyce Supermarkets
     

Department

  • Corporate/M&A
    • "Clients appreciate the team's ability to explain complicated legal matters. The lawyers were able to break down complex issues to help ensure that everyone involved fully understood," says one interviewee, who also highlights the lawyers' "clear, robust and commercially focused advice." Chambers Europe, 2020 
    • "Their main strengths are their knowledge of our business and their instant availability when we need it" says another satisfied client. Chambers Europe, 2020 
    • "Excellent turnaround times and very good at explaining issues in layman’s terms. Very pragmatic approach which worked well." Legal 500 EMEA, 2020 
    • "Strong reputation for expertise in venture capital and private equity transactions, with experience acting for portfolio companies and start-ups. Advises clients on a broad range of transactional activity, as well as corporate restructurings… Mandates frequently involve foreign entities and international aspects." Chambers Europe, 2020 
  • Intellectual Property
    • "The team is very strong in technology, food & beverage and pharma but is a full-service team. The team is very responsive, cost efficient and always finds practical and commercially oriented solutions to solve even the most complex cases in favour of the client." Legal 500 EMEA, 2020 
    • "William Fry is the standout firm in Ireland for intellectual property litigation and patent litigation in particular" Legal 500 EMEA, 2020
    • "I have worked with William Fry for many years... We are awaiting judgment in one case where I expected we would lose at the proofs stage but now believe that we will likely win because of the work put in by the team. On the IP side I would rate Fry as the leading firm in Ireland." Legal 500 EMEA, 2020 
    • One interviewee appreciates the team's "holistic approach to client service, which combines an unparalleled understanding of the law and a detailed understanding of business with a focus on client outcomes." Chambers Europe, 2020 
  • Tax
    • "William Fry’s tax team are responsive and helpful, and we fully trust the advice that we receive." Legal 500 EMEA, 2020 
    • "Knowledge, experience, professionalism and the ability to apply lateral thinking and multi solutions." Legal 500 EMEA, 2020 
    • "The lawyers are able to succinctly and clearly explain Irish tax law, and are extraordinarily helpful and responsive." Chambers Europe, 2020
    • "Very responsive, with an excellent range of tax knowledge both locally and internationally." Legal 500 EMEA, 2020  
  • Competition & Regulation
    • "Frys have an excellent, easy to interact with and responsive competition team." Legal 500, 2020
    • "Interviewees describe the team as "top of the range and a leader in the field." Chambers Europe, 2020
    • "Clients appreciate the firm's "practical, business-focused advice," with other sources adding that "they put themselves in your shoes" and "are quick to grasp problems and are solution-oriented." Chambers Europe, 2017
    • William Fry is a "top competition firm", with a "technically excellent team". Sheila Tormey is "a strategic thinker", and Cormac Little "really engages with clients". Legal 500, 2016

Individual

  • Leo Moore
    • According to sources, Leo "is very responsive and always finds practical, commercially oriented solutions." He handles a broad range of commercial, licensing and infringement mandates pertaining to patents, copyrights and trade marks, including passing-off issues. Chambers Europe, 2020
    • Leo routinely handles data privacy compliance and contentious regulatory matters. He also advises on complex agreements involving the licensing of technology or intellectual property. Chambers Europe, 2020
    • Leo is a towering figure in the market, widely respected for his advice on transactional matters, as well as outsourcing, data protection and the commercialisation of new technologies. Enthusiastic sources describe him as "super personable, kind, friendly, easy to talk to and proactive about keeping in contact." Chambers Europe, 2019 
  • Sheila Tormey
    • Sheila regularly advises leading foreign corporates on merger clearance filings and competition investigations. She also assists with the design of competition-compliant distribution agreements. Clients say she "combines technical expertise with a commercial approach." Chambers Europe, 2020
    • “Tormey provides practical and sensible advice on complex work, is responsive and makes life easy for us. She combines technical expertise with a commercial approach. There is nothing to improve." Chambers Europe, 2020
      Sheila "handles matters with great efficiency and provides concise and pragmatic advice." Chambers Europe, 2018
  • Padraic Kinsella
    • "Padraic stands out for his excellent responsiveness and dedication to transactions. He has a very commercial approach in dealing with issues as they arise, will always seek to find a path through to consensus with all parties, is very proactive in keeping a transaction moving, and shows strong attention to detail." Legal 500, EMEA 2020
    • “We get an excellent service from him. He has a very in-depth knowledge of the product and is very proactive." Chambers Global, 2020
  • Rachel Fox
    • "Rachel is enormously helpful. She provides detailed, thorough advice and is happy to talk through tax issues on the phone. She is highly responsive and gives enough context to allow us to anticipate future tax issues before they arise." Legal 500 EMEA, 2020
    • The "highly responsive" Rachel Fox, has experience in capital markets transactions" Legal 500 EMEA, 2020

Key Contacts

Andrew McIntyre Partner

Breffni Sheridan Senior Associate

Leo Moore Partner

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