Grocery Law

The process of buying or selling stores. either individually or as part of a chain is a complicated and difficult one, Issues involving valuation of inventory, flow-through liabilities, customer loyalty programs, lease assignability and supplier rights of first refusal are just a few of the unique issues involved in the sale and purchase of supermarkets. Our attorneys will provide expert representation including not only appropriate legal services, but we work to maximize the tax benefits of such a transaction.

Once an acquisition. merger or sale has taken place. there are often on-going relationships between the parties. Our team can work to structure solid. beneficial Agreements that provide fair and clear terms that protect your interest going forward.

While the unfortunate reality of bankruptcy is that there are assets available to be found at less than market value, it is also true that the process of acquiring those assets through bankruptcy court is cumbersome. We have extensive experience in the bid process. break-up fees, and the interplay between lease rights. inventory purchases, and the asset acquisition. We can provide expert guidance to assist in purchasing available assets while carefully monitoring your liability and tax position.

One of the mainstays of small and mid-size grocery chains is the cooperative distributor organization. We have represented one of the most successful Midwest distributors for many years. Establishing and maintaining these cooperatives can be a difficult and complicated process. The benefits gained from such an arrangement can easily be defeated through poor organizational structure, tax planning or record keeping. Our firm brings extensive experience in establishing and maintaining successful cooperative organizations.

All profits made from a cooperative are patronage. right? Wrong. Earnings derived at the cooperative level that have nothing to do with the purchase of the goods sold by the cooperative need to be allocated differently, distributed differently. and are taxed differently. Cooperatives cannot make the mistake of building up non-patronage assets and profits without an equitable allocation scheme in place. Planning ahead avoids disastrous results.

Over the life of a successful venture, your business will create value associated with its name. It is critical that you protect such good will from misappropriation from competitors. We can implement a business strategy to protect goodwill by using trademark protection with the United States Patent and Trademark Office. In addition, customer and business relationships that you foster over time will become valuable assets in and of themselves. It is critical that you protect the trade secrets that give your business a competitive advantage. It is dangerous to operate your business without an intellectual property security system in place.

Your success is very much tied to the management staff that you are able to attract and keep. In a business of tight margins. maximising your income opportunities is essential. Central to your success may be incentive agreements that motivate your top line managers while protecting your corporate structure. Be careful, incentive stock options can be problematic during the roll out because of AMT issues. Our experience in drafting fair and appropriate agreements can provide sound footing for all parties.

Creating and managing a growing cooperative creates many management advantages and increases your leverage but also requires very thorough planning. Few areas in the grocery industry are as complex as creating organizational documents, and by-laws under which a cooperative will operate. With experience in this area, we ensure that all members are protected, legally and financially.

As a grocer, cooperative or distributor in the food industry, it is your objective to have a secure and lasting place in the industry. As such, your long-term strategy and success may be very dependent on prudent store or distribution site location decisions and commitments. When should you partner up with a landlord, developer, or landowner to expand your operation? How can your lease be structured to best suit your growth needs? What financial assistance can you expect from the municipality to better serve your needs? Our attorneys are experienced in a variety of contract matters related to real estate and can provide the expert guidance that will protect your long term objectives.

Your position as the anchor tenant in a new or existing shopping center is most likely critical to your success and that of the center. Both sides benefit from extended leases that allow the site to have long-term stability and profitability. Know when to flex your muscle and still accommodate the developer/landlords' lender. Crafting a lease that allows for a strong relationship on site as well as flexibility for what the future may hold is essential. Let our experts provide you with the benefits of their experience in drawing up reliable and advantageous tenancy leases.

As a law firm that has over 25 years of expertise in grocery stores and other produce businesses in the Midwest, Lavelle Legal Services has the experience to handle issues that arise under the Perishable Agricultural Commodities Act ("PACA"). In addition to litigating claims before the federal courts, we also monitor all legislative and regulatory changes to the PACA so you can he confident you are being advised by knowledgeable legal counsel.