Agribusiness

By the end of the century, the global population is expected to rise to 11 billion. As a result, food and agricultural companies throughout the supply chain, large and small, multinational and domestic, organic and conventional, continue to seek ways to innovate their practices through technology, improve on product quality and quantity, and meet the demands of their customers, all while complying with the requirements of state, federal and international regulatory bodies.

Key Contacts

Anne W. Glazer Partner Portland, OR
Eric A. Bartsch Partner Minneapolis, MN
Edward C. Duckers Partner San Francisco, CA
Nicole C. Hancock Partner Boise, ID
See all contacts
Overview

In the past several years, this diverse industry, consisting of producers, processors, agricultural chemical manufacturers, and importers, has grown to represent $1 trillion of the U.S. GDP. The business of food and agriculture has exploded, but so too have the challenges the industry faces. Our attorneys can help you address those challenges.

We have one of the largest food and agribusiness law practices in the U.S. with comprehensive transactional, regulatory, financing and corporate experience across every tier of the food and agribusiness industry, from farm to fork: growing, processing, distribution and marketing. Not only do we offer an interdisciplinary team who knows the operational, regulatory, tax, lending and land use issues, but we offer a team with deep-rooted passion for and personal interest in food and where it comes from. Our attorneys are ranchers, winery and brewery owners, and backyard gardeners. We know the legal, business and practical issues related to food and agriculture.

Our Services

  • Regulatory Compliance
  • Litigation
  • Real Estate
  • Business Formation, Capitalization and Transactional Services
  • Environmental Compliance and Permitting
  • Cooperatives
  • Financing
  • Contracting
  • Workouts and Bankruptcy - both lenders and debtors
  • Mergers and Acquisitions
  • Permitting
  • Water Rights and Water Resource Planning
  • International Marketing Agreements
  • Food Liability
  • Labeling, Marketing and Food Safety
  • Labor and Employment - including migrant farm worker issues
  • Debtor/Creditor
  • Proposition 65 Compliance and Defense
  • UCC Issues
  • State Agricultural Liens and Trusts

Our compliance attorneys will ensure your operation is aligned with the full range of federal and state statutes pertaining to agriculture-related businesses including the Perishable Agricultural Commodities Act (PACA), Agricultural Marketing Act (AMA), Food Security Act (FSA), Packers and Stockyard Act and regulations issued by the USDA, FDA, EPA, FTC, U.S. Department of Commerce and the Bureau of Alcohol, Tobacco and Firearms and Explosives. 

Food and Agribusiness Litigation

We’ll defend you when faced with litigation ranging from contract disputes and general commercial litigation to multi-state, multi-plaintiff class actions. We’ve defended the largest agribusiness companies in groundbreaking GMO cases and served as trial counsel for major dairy cooperatives.

Our clients span the supply chain as well as discrete industry segments. Critical to our clients, our offices are located in the nation’s epicenters of agricultural activity: Minnesota, Idaho, California, Utah, Washington and Oregon.

We represent growers of fruits, vegetables, seeds and commodity crops; producers of meat, seafood and eggs; processors of fresh and packaged foods; agricultural cooperatives and trade associations; institutional lenders and investors; large-production farms and corporate producers; vineyards; dairies; ranches; timber operations; and food and agricultural equipment manufacturers.

We are committed to our growing food and agriculture practice:

  • We are drafters of the agricultural business provisions in Article 9 of the Uniform Commercial Code (UCC).
  • We documented the largest dairy loans in Idaho and Washington.
  • Our clients are both domestic and global.
Matters
  • Served as lead counsel for Monsanto Company in multiple class actions filed in numerous states arising out of the discovery of genetically modified wheat on a single Oregon farm. These cases have been consolidated as MDL No. 2473 in the United States District Court for the District of Kansas. The cases sound in negligence and contend that the release of genetically modified wheat into commercial wheat channels has damaged the worldwide market for U.S. wheat and harmed U.S. farmers. Similar cases against other agribusiness companies have resulted in nine figure settlements. Founded in 1901, Monsanto Company is a publicly traded American multinational agricultural biotechnology corporation headquartered in Creve Coeur, Missouri.
  • Served as lead counsel for Darigold, Inc., and the Northwest Dairy Association in a consumer class action filed in the Northern District of California alleging violations of the CLRA and UCL. This was an important case because it was part of a global United Farm Worker organizing campaign.
  • Represented the Northwest Dairy Association, an integrated milk marketing and processing cooperative with more than 550 farms across five states, in litigation brought by former agricultural cooperative members alleging fraud, breach of fiduciary duty, unjust enrichment, mistake and breach of contract in connection with multimillion-dollar milk purchase contracts. We obtained a full defense verdict on behalf of the client and an order granting Northwest Dairy Association all of their attorney’s fees and costs. The parties eventually settled favorably to our client.
  • Represented Living Essentials, LLC, in cases involving Attorney Generals in six states alleging that the company’s advertisements violate their consumer protection laws. We are representing the company in the lawsuits filed in Idaho, Oregon, and Washington, and have been lead outside counsel with respect to expert testimony in all six states (the other states are Vermont, Indiana and Hawaii).
  • Represented Unified Grocers, Inc., in two matters in which a perishable goods wholesaler attempted to seek funds from Unified.  The wholesaler argued that Unified breached the non-segregated floating trust established under the federal Perishable Agricultural Commodities Act (“PACA”) when it accepted payment for non-perishable goods sold to a third-party retailer that was also a customer of the wholesaler.  We recently obtained summary judgment in Unified’s favor in the first of the two matters.  In this case of first impression, the District of Oregon determined that the wholesaler, which was the PACA trust beneficiary, entered into an implied agreement with the third-party retailer to extend payment terms in excess of those allowed by PACA, thus waiving the wholesaler’s rights that it may assert against Unified.  After obtaining summary judgment in the first case, the same plaintiffs settled the second case, which addressed exactly the same issues, for a nuisance payment.   The settlement will preserve the District Court’s opinion, which our client may use in future actions to defend itself.
  • Serve as lead counsel in an antitrust lawsuit alleging that Pacific Seafood Group’s proposed acquisition of a seafood processor violates federal antitrust laws. The matter is on interlocutory appeal to the Ninth Circuit on preliminary injunction and arbitration issues.
    Pacific Seafood group is a family-owned seafood business employing over 2,500 people in 35 facilities located in four states in the West Coast. 
  • Represent Albertson’s LLC in a case involving a current employee of the retailer and the company in proceedings on file in the state of Minnesota. Albertsons recently merged with another large retailer, Safeway.
  • Represent Agri-Service LLC in the strategic purchase of a competitive company. The purchase will allow Agri-Service to grow through acquisition in two new markets. Acting as the primary counsel in the negotiation of the purchase and planning for post-acquisition integration of the new divisions. Agri-Service LLC is one of the largest AGCO dealerships in North America supplying the agribusiness industry as one of the largest retailers of farming equipment in the country.
  • Represented SunOpta Inc., a publicly traded $1.2 billion global organic foods company, in the following transactions:
  • Buyer’s counsel in the $44 million acquisition of Minnesota-based Dahlgren & Company, Inc., a sunflower procurement, roasting, and packaging facility. The acquisition establishes SunOpta as one the largest confectionary sunflower businesses in the world. Our work for SunOpta included purchase negotiations, the drafting of the stock purchase agreement and related due diligence.
  • Buyer’s counsel in a $7.5 million acquisition of a fruit bar processing and packaging facility in Carson City, Nevada.
  • Represented U.S. Premium Beef, LLC, in the following transactions:
  • $560 million sale of ownership interests in a National Beef Packing Co. subsidiary to a foreign publicly traded company.
  • $204 million acquisition of the majority interests of Farmland National Beef.
  • Restructuring of a business enterprise from a cooperative to a limited liability company; transaction involved S-4 registration with the Securities and Exchange Commission as part of the merger of the cooperative into a limited liability company.
Team
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