Food & Beverage
Tonkon Torp represents bakeries, brewers, distributors, distillers, bottlers, wineries and restaurants throughout the Pacific Northwest. Because many food and beverage companies typically run land-intensive operations with a large number of employees, our clients appreciate our experience and skill in business, real estate and labor and employment law.

We understand that food and beverage companies rely on sophisticated corporate law as well as aggressive dispute resolution to stay profitable and competitive. When needed, our clients also draw on our intellectual property knowledge to protect their valuable trademarks and trade secrets.

Our services for food and beverage clients include:
  • Real estate acquisition, financing, sales and leasing
  • Distribution and resale agreements
  • State and federal liquor licensing
  • Business administration and regulatory compliance
  • Labor and employment matters
  • Corporate finance, including mergers, acquisitions and public offerings
  • Tax matters
  • Franchising

Tonkon Torp-Led Sale of NORPAC Foods, Inc. Named Global 2020 M&A Deal of the Year

The Tonkon Torp-led sale of NORPAC Foods, Inc. has been named an M&A Deal of the Year ($100MM-$250MM) in the 19th Annual M&A Advisor Awards, which selects the finest deals and professionals within the global M&A and Turnaround industry annually.

Tonkon Torp Helps Columbia Distributing Continue Expansion

Tonkon Torp partners Ron Greenman and James Hein assisted the firm’s long-term client, Columbia Distributing, in its acquisition of Graybeal Distributing. The transaction adds new beverage brands to Columbia’s portfolio and expands its territory into Eastern Oregon.

Tonkon Torp Leads Sale of Pendleton Whisky Brands for Hood River Distillers

In early 2018, Tonkon Torp concluded the $205 million sale of the Pendleton Whisky brands by its client Hood River Distillers, Inc. (HRD) to Proximo Spirits, whose international portfolio of spirits includes Jose Cuervo tequila. HRD was Oregon’s first distillery, and one of Tonkon's original clients.

Tonkon Torp Guides Pacific Foods through Oregon’s Largest Acquisition of 2017

Tonkon Torp led Oregon's largest M&A transaction in 2017, the $700 million acquisition of Tualatin-based Pacific Foods of Oregon LLC by Campbell Investment Company. Pacific Foods is an iconic, nationally distributed organic food brand founded in 1987.

United States Bakery

Tonkon Torp has represented United States Bakery (USB), best known for its Franz Family Bakery brands, for more than 40 years. Find details and more featured cases here.

Tonkon Torp Leads Oregon Grocery Chain Out of Bankruptcy

In one of the quickest and most successful conclusions of a grocery chain bankruptcy proceeding, Tonkon Torp secured court approval of a reorganization plan for C&K Market, Inc., to emerge from Chapter 11 bankruptcy just seven months after filing. Find details and more featured cases here.

Tonkon Torp Facilitates Hood River Distillers Acquisition

Tonkon Torp attorneys Morris Galen and David Forman represented Hood River Distillers in its recent acquisition of Portland, Oregon-based Clear Creek Distillery. Hood River Distillers is the Pacific Northwest’s largest and oldest importer, producer, bottler and marketer of distilled spirits.

Tonkon Torp Helps Create Oregon Benefit Companies

Tonkon Torp client Rogue Creamery became the first Oregon enterprise to become a Benefit Company on January 1, 2014, the date Oregon’s new law went into effect. Find details and more featured cases here.

Successfully Navigated DOJ Antitrust Concerns for NORPAC Foods Bankruptcy

Tonkon represents NORPAC Foods, Inc. and its affiliates as debtors-in-possession in their chapter 11 bankruptcy cases. The case has included two major asset sales, the first of which caused the United States Department of Justice Antitrust Division to withhold approval and investigate potential anticompetitive impacts and other antitrust violations. Tonkon worked with the DOJ through its investigation by submitting voluntary document productions, offering key witnesses for interviews, and submitting white papers on various legal issues. The DOJ eventually closed its investigation without taking any action and the sale proceeded without incident.

Acquisition of Eastern Oregon-Based Beverage Distributor

We assisted our client, Columbia Distributing, in its acquisition of Eastern Oregon-based Graybeal Distributing. This expands Columbia's territory as it continues to grow as one of the largest U.S. beverage distributors.

Sale of Portland Bottling Company

Tonkon Torp negotiated the sale of 92-year old Portland Bottling Company. The buyer is an entity formed by Ed Maletis, former founder of beer and spirits giant Columbia Distributing.

Represented Applicant at USPTO Trademark Trial and Appeal Board

Successfully represented trademark applicant Fresh Hemp Foods Ltd. in an opposition proceeding before the USPTO's Trademark Trial and Appeal Board.

Restaurant Lease

Negotiated the lease for a Hawaiian-Time Restaurant in Springfield, Oregon. 

In re C & K Market, Inc.

(Bankr. D. Or.) - Headquartered in Brookings, Oregon, C & K Market is an independently owned grocery store chain located primarily in small communities in southern and central Oregon and northern California. Tonkon Torp represented the company in its Chapter 11 case, which recapitalized the company through a debt-for-equity exchange and enabled the company to emerge with a strong balance sheet and solid earnings. During the seven-month reorganization, the company sold its 15 pharmacy operations, sold or closed 20 of its original 60 grocery stores, and refinanced its secured debt. A team comprised of bankruptcy lawyers Al Kennedy, Mike Fletcher and Ava Schoen led extensive negotiations with the grocer’s secured and unsecured creditors to ensure the uninterrupted support of trade creditors, manage PACA liabilities, and confirm and implement the plan.

Grocery Store Reorganization Financing

Helped a large grocery store chain obtain funds in new financing secured by over 30 owned or leased properties in southern Oregon and northern California.

Natural Resource Acquisition for Commercial Aquaculture Business

Represented an association of commercial aquaculture businesses in obtaining a reversal of the Oregon Department of Environmental Quality's proposed denial of Section 401 water quality certification to the US Army Corps of Engineers (USACE) Nationwide Permit 48 for commercial shellfish operations, and in avoiding the need to obtain dredge and fill permits for standard commercial shellfish operations.

Commercial Shellfish Regulation

Represented commercial shellfish growers in regulatory matters, including the Clean Water Act.

Water Treatment System Compliance

Represented a bottler regarding the use and disposal of excess water from a reverse osmosis treatment system.

Wastewater Pond Decommissioning

Represented agricultural landowner regarding the decommissioning of a food processing wastewater pond.

Offsetting Civil Penalties Through Supplemental Environmental Projects

Successfully negotiated reductions and settlements of environmental enforcement actions, including offsetting penalties by supplemental environmental projects.

Clean Water Act Violation Defense

Negotiated settlements with third-party citizen-suit claimants under the Clean Water Act.

Food Safety Recall Defense

Assisted a commercial aquaculture business in favorable resolving a food safety recall.

Coho

Represented Columbia Distributing, one of the nation's largest malt beverage, wine and non-alcoholic beverage distributors, in a nine figure sale to a financial buyer.

Sorokina v. Employer

Obtained favorable settlement for local baker in lawsuit filed by former employee for age and gender discrimination and retaliation.

Hamrick v. Employer

Obtained favorable settlement for local bakery in federal lawsuit filed by former employee for disability discrimination and FMLA interference.

Sale of Delphina's Bakery

Represented Delphina's in its sale to a strategic buyer.

In re Chef Solutions, LLC, et al

(Bankr. D. Del.) - Tonkon assisted Reser's Fine Foods, Inc. in providing post-petition financing to and acquiring the assets of Chef Solutions through a Delaware bankruptcy case.

City of Hermiston v. LGW Ranch, Inc.

Represented LGW Ranch, Inc., a cattle ranching operation, in a condemnation proceeding involving diversion of treated municipal wastewater. The matter was resolved through a negotiated agreement favorable to our client.

Representation of Restaurant Owner

Represented a company that owned a chain of restaurants in a Chapter 11 proceeding which resulted in a successful confirmed plan of reorganization. On behalf of this company, Leon Simson led a Tonkon Torp team to seek protection under Chapter 11 and to produce a fast track resolution that resulted in a confirmed plan of reorganization allowing the reorganized company to emerge from bankruptcy.

Multi-Plaintiff Sexual Harassment Defense

Defended multi-plaintiff sexual harassment lawsuit brought by the EEOC, resulting in a dismissal of 2 of the plaintiffs and a favorable settlement with the remaining 4 plaintiffs.

Employment Law

Obtained affirmance of a summary judgment decision holding that a bakery's compensation system for a class of route sales drivers provided the reasonable equivalent of overtime and was therefore exempt from Washington's overtime laws. (Washington Court of Appeals, Washington Supreme Court)

In re Americold Corporation

(Bankr. D. Or.) - Americold Corporation was the nation's largest supplier of refrigerated warehouse services to the frozen food industry. The company also provided transportation management services to frozen food manufacturers. Services were provided through a nationwide network of refrigerated warehouse facilities. Americold's revenues exceeded $200,000,000 annually and its total debt exceeded $470,000,000. Most of the debt was publicly-held. Tonkon represented Americold in its pre-packaged Chapter 11 case. The case was filed on May 8, 1995, and the Plan of Reorganization was confirmed on June 19, 1995. 

Don't Get in a Pickle – Food and Beverage Companies Need to Stay Mindful of Environmental Regulation

They may not realize it, but the manufacturers of many of America's favorite foods (beer, bread, coffee, jerky, salsa, salad dressing, etc.) are subject to a multitude of environmental regulations for food and beverage companies.
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Court Decision Favors Businesses Claiming Insurance Coverage for COVID-Related Losses

Companies across the state, and around the country, have suffered significant loss of income due to interruptions to their business caused by the spread of COVID-19 and the ensuing government-ordered closures. These companies have been disappointed…
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Governor Releases Phase One Reopening Guidance for Oregon Employers

On May 7, 2020, Governor Brown and the Oregon Health Authority (OHA) released a series of guidelines and resources concerning the prerequisites to “Reopen Oregon.” Among the guidelines, and of immediate interest to many Oregon employers, is the…
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Trump Proclamation Suspends Entry of Immigrant Visa Applicants Into U.S. for 60 Days

On April 22, 2020, President Trump issued a Presidential Proclamation temporarily suspending entry into the United States of certain foreign nationals outside the United States seeking immigrant visas. The Proclamation has several exceptions, and…
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Hemp and the Pitfalls of the USDA’s Interim Final Rule

Despite regulatory uncertainty and increased competition, we continue to see explosive growth in the amount of hemp production in the United States, with the amount of total acreage increasing by approximately 550% since the passage of the 2018 Farm…
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Top 6 Ways to Protect a Cannabis Business Brand

As I previously discussed in my article and podcast published in the Portland Business Journal, U.S. federal trademark law does not currently extend to cannabis products. Because the required “use in commerce” of the cannabis plant and related…
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What You Need to Know About Buying and Selling Products Containing Cannabidiol (CBD)

It seems as though products containing cannabidiol (CBD) are everywhere – in supermarkets, health food stores, gyms, even the corner convenience store. And CBD can come in almost every product, regardless of the shape or size: oil, toothpicks, dog…
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The Challenging State of Brand Protection in the Cannabis Industry

Trademark law in the U.S. protects “any word, name, symbol, or design, or any combination thereof, used in commerce” to identify one company’s goods or services from another, and to indicate the source of the goods or services. Protection is…
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Tyler Harkness Breaks Down Nuts and Bolts of Term Sheets for Oregon Angel Food

On July 20, Tonkon Torp attorney Tyler Harkness led a session on term sheets for the Oregon Angel Food (OregonAF) 2021 workshop series.
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Parna Mehrbani Covers Intellectual Property for Oregon Angel Food

On July 20, Tonkon Torp partner Parna Mehrbani led a session on intellectual property for the Oregon Angel Food (OregonAF) 2021 workshop series, hosted by the Oregon Entrepreneurs Network.
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Tonkon Torp-Led NORPAC Foods Deal Named One of 2020’s Most Captivating

The Portland Business Journal named the Tonkon Torp-led sale of NORPAC as one of its five most captivating M&A deals for 2020 in its annual roundup of the state’s largest M&A transactions.
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Parna Mehrbani Introduces Intellectual Property Fundamentals for Oregon Angel Food

Tonkon Torp Partner Parna Mehrbani led the July 28 session of the Oregon Angel Food (OregonAF) 2020 workshop series, hosted by the Oregon Entrepreneurs Network. Each session in the virtual series covers information to help owners and investors…
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Pilot House Distilling Navigates Hand Sanitizer Production

First responders and essential workers in Clatsop County were the first recipients of Pilot House Distilling’s 160-proof hand sanitizer, made to the specifications of the World Health Organization. Owned by Tonkon Torp client Buoy Beer, the…
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Burgerville Treats Essential Workers to Burger Breaks

From physical safety to physical comfort, we are continually impressed by the many ways our local businesses are delivering support directly to essential workers. Tonkon Torp client Burgerville launched its “Burger Break Brigade” at the end of April…
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Three Cheers for Hood River Distillers and Its Efforts to Keep Front Line Workers Safe

In a fine example of adaptive pandemic production, Tonkon Torp client Hood River Distillers will produce 24,000 gallons of hand sanitizer for local first responders, medical facilities, and food service employees by the end of May. As soon as COVID…
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Sherrill Corbett and Jessica Morgan Explore Cannabis Business Transition Strategies for PBJ Podcast

Sherrill Corbett and Jessica Morgan were featured guests on the April 8 episode of the Portland Business Journal’s Thought Leadership Podcast. Their episode explored smart transition strategies for businesses in the cannabis industry.
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Christopher Morehead Talks FFCRA Emergency Leave Options for Craft Beverage Industry

Tonkon Torp attorney Christopher Morehead was a featured guest for a webinar program on emergency leave for craft beverage businesses hosted by The Oregon Brewers Guild, B.I.N.G., and The Caputo Group.
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Pallanch and Forman Discuss Patchwork CBD Regulations for PBJ Thought Leadership Podcast

Tonkon Torp attorneys Christopher Pallanch and David Forman are featured guests on the October 22 episode of the Portland Business Journal’s Thought Leadership Podcast. Their episode explores the complicated regulatory landscape of cannabidiol (CBD…
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Representative Matters

Successfully Navigated DOJ Antitrust Concerns for NORPAC Foods Bankruptcy

Tonkon represents NORPAC Foods, Inc. and its affiliates as debtors-in-possession in their chapter 11 bankruptcy cases. The case has included two major asset sales, the first of which caused the United States Department of Justice Antitrust Division to withhold approval and investigate potential anticompetitive impacts and other antitrust violations. Tonkon worked with the DOJ through its investigation by submitting voluntary document productions, offering key witnesses for interviews, and submitting white papers on various legal issues. The DOJ eventually closed its investigation without taking any action and the sale proceeded without incident.