Case Studies

Acquisition of Beer Distributorships in New England

Our clients, individuals who are prominent in beer and soft drink distribution in various parts of the US, sought to form a joint venture to acquire beer and malt beverage distribution rights in New England. The clients identified two prominent distributors in the area. Tannenbaum Helpern negotiated the joint venture among the clients and represented the joint venture in the acquisition of one distributor and in the formation of a new joint venture between our clients and the other distributor. The assets of both distributors were contributed to the new joint venture in a tax free transaction pursuant to a contribution agreement drafted by Tannenbaum Helpern. Tannenbaum Helpern also represented the new joint venture in obtaining secured financing for its operations and negotiated the lease and purchase option for the distribution facility from which the joint venture operates the combined businesses. Tannenbaum Helpern assisted its clients in the due diligence process, including with respect to environmental due diligence. Tannenbaum Helpern also assisted the joint venture in obtaining federal and state alcohol beverage licenses. Since the closing of the series of transactions described above, Tannenbaum Helpern has assisted the joint venture in, among other matters, the exercise of the joint venture's option to acquire title to its distribution facility and the assumption of the securitized mortgage loan on such property.

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