Beverage Alcohol Industry
Farella Braun + Martel is considered the premier law firm in California for the beverage alcohol industry. We represent over 100 wineries, distillers, importers, and brewers, as well as grape growers, winemakers, distributors, domestic and international investors, and consultants. Beginning in 2007, FBM's regulatory practice received a nationwide ranking for its Food & Beverage (Alcohol) practice by Chambers USA's Guide to America's Leading Business Lawyers.
In an increasingly sophisticated global beverage market, the bandwidth of our lawyers provides a competitive advantage for beverage alcohol clients. We assist food, spirits, beer and wine producers, retailers, suppliers and distributors comply with the myriad industry regulations and laws in California and throughout the US. Specifically, we counsel clients on federal and state regulations on the production, labeling, marketing and distribution of wine, beer and spirits. In addition, we advise beverage alcohol importers and producers on the Bioterrorism Act, California's Proposition 65, and advertising, consumer protection and privacy, e-commerce, and weights and measures laws.
Facility Acquisition and Sale
Many industry businesses are family owned and have unique issues, goals and structures that affect the governance and daily operations as well as the structure of deals. We counsel entities to acquire vineyards, production facilities and brands, and often represent or conduct deals between corporate entities and various generations of families. For example, we represented a family in the sale of its vineyards, winery and brand where we successfully negotiated a lease back agreement that enabled the family to continue to produce wine under a new brand label - with some restrictions. The deal was a win-win. The purchaser acquired an established brand that was well situated for growth and the family gained access to capital and the ability to stay involved in an industry that it has strong roots.
Regulatory and Trade Practice Compliance
We actively advise importers and suppliers on compliance with antitrust and beverage alcohol trade practice laws. For example, we audited a distilled spirits company's trade practice compliance, prepared witnesses for governmental interviews and developed a response to a state Attorney General inquiry. Periodically, we educate client sales forces via in-person training and develop manuals that address the trade practice regulations of all 50 states.
Equity Investment and Financing
The beverage alcohol industry is increasingly attracting new investors, including entrepreneurs, investment banks, institutional investors and global conglomerates. The deals include acquiring brand portfolios and marquis properties, as well as permitting new facilities to legally produce beverage alcohol products. We advised a private equity group in connection with its acquisition and launch of a custom processing facility located in St. Helena, California.
Brand Management and Transition
The value of alcohol brands, both boutique and established, has increased significantly and in many situations into the realm of hundreds of millions of dollars. We guide companies through significant brand transitions. Transition is more than a purchase, and a minor misstep could develop into significant litigation resulting in costly fines and prolonged market entry. For example, we counseled a major U.S. winery on its brand distribution strategy upon acquiring the exclusive rights to import and sell over 40 European Union brands that involved counseling on state franchise laws prior to consolidation of distribution networks and registering 40 brands and many brand extensions with federal and state regulators.
Packaging, Labeling and Intellectual Property
Regulated industries have strict standards and guidelines for nearly every aspect of the product. We have assisted clients with new brand development from evaluating intellectual propriety issues to launching new labels and packaging in compliance with state and federal law. We also review advertising, marketing materials, product placement and sponsorship agreements in all media types from print to billboards and electronic (e.g., Internet) to in store promotion.
Contract Negotiation and Litigation
Our deep experience in the industry representing distillers, brewers, wineries and vineyard owners provides our clients with the unique comfort and understanding that we have experienced all variants of contracts and contract disputes. Whether the acquisitions and sale of a brand or facility to vineyard leases, supplier contracts, custom-processing agreements and import, broker and distribution agreements we have advised clients with regard to protecting their assets and compliance with beverage alcohol regulations and laws. We regularly guide clients through antitrust issues and investigations involved in acquisition agreements and the purchase and use of various types of insurance coverage. We routinely negotiate standard industry contracts including importation, distribution, co-pack, private label, custom crush and alternating proprietor agreements.
FBM Beverage Alcohol Team
Our lawyers have practical business judgment based on long-time industry experience. We have been in the industry as winery owners, investors and officers of companies since the early 1960's. FBM's beverage alcohol attorneys include a former in-house lawyer for Kendall-Jackson Wine Estates and a former U.S. Department of Justice attorney who, on behalf of the Bureau of Alcohol, Tobacco, and Firearms (now TTB), defended challenges to labeling statutes and BATF adverse labeling decisions, under the federal Alcohol Administration Act.
In addition to experience gained working for companies and institutions directly involved in the industry, nearly every practice area at FBM has attorneys with experience representing beverage alcohol clients. Our Business Transactions group has extensive experience in corporate transactions including mergers and acquisitions, initial public offerings, reorganizations and financing. FBM's land use and environmental attorneys handle erosion control plans, processing, use permits and variances, CEQA and environmental compliance work, lot-line adjustments and certificates of compliance, and environmental, title, and regulatory due diligence associated with beverage alcohol industry real estate transactions. Our estate-planning and tax attorneys assist business owners with wealth-transfer strategies and business-succession plans. The firm's litigation department has handled disputes involving major insurance claims, real-property, construction claims, distribution contracts, employment, environmental, and intellectual property conflicts.