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
Services + Industries
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 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.
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 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.
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.
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.
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 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.
Clean Water Act Violation Defense
Negotiated settlements with third-party citizen-suit claimants under the Clean Water Act.
Offsetting Civil Penalties Through Supplemental Environmental Projects
Successfully negotiated reductions and settlements of environmental enforcement actions, including offsetting penalties by supplemental environmental projects.
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.
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.
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.
Food Safety Recall Defense
Assisted a commercial aquaculture business in favorable resolving a food safety recall.
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.
Hamrick v. Employer
Obtained favorable settlement for local bakery in federal lawsuit filed by former employee for disability discrimination and FMLA interference.
Sorokina v. Employer
Obtained favorable settlement for local baker in lawsuit filed by former employee for age and gender discrimination and retaliation.
In re Americold Corporation
(Bankr. D. Or.) – Americold Corporation was the nation's largest supplier of refrigerated warehouse services to the frozen food industry, and the second biggest cold storage company in the world. 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.
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.
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.
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.
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.
Negotiated the lease for a Hawaiian-Time Restaurant in Springfield, Oregon.
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.
Wastewater Pond Decommissioning
Represented agricultural landowner regarding the decommissioning of a food processing wastewater pond.
Water Treatment System Compliance
Represented a bottler regarding the use and disposal of excess water from a reverse osmosis treatment system.
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.
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.
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.
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)
Sale of Delphina's Bakery
Represented Delphina's in its sale to a strategic buyer.
Tonkon Torp defended a client from accusations of trade secret misappropriation, ultimately obtaining a complete victory for the client on appeal. Short of trial, the Tonkon Team also helped defend a local manufacturer against a competitor’s claims for misappropriation of trade secrets and breach of a license agreement, knocking out a substantial portion of the competitor’s claims on summary judgment, and enabling the case to settle.
When a local company expanded into a new market, a competitor accused our client of infringing on the competitor’s trade dress. Tonkon Torp defended our client’s packaging, prevailing on summary judgment, and then successfully defended this decision on appeal.
Services + Industries
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