Our goal is to help our clients’ consumer-oriented businesses grow and succeed while safeguarding brand equity and image and ensuring our clients’ assets are protected and defendable.

Retail and Consumer product companies face unique demands and we have focused on the requirements of clients engaged in this sector for a long time. From financings and acquisitions to product launches and licensing, we understand that all you do drives the company’s image and future.

Our innovation, leadership and experience in representing both public and private companies is evidenced by the clients we routinely assist with achieving strategic goals and objectives. Our clients manufacture and sell goods in a range of consumer entities including clothing and accessories, publishing and entertainment, food and beverage, and electronics and sporting goods. By combining our resources and experience in intellectual property, M&A, capital markets, regulatory compliance, labor, tax and litigation, we provide world-class legal representation tailored to the specific needs of each retail and consumer brand client.

Whether it be partnering with clients as they develop and extend brand image protecting rights in products, brands and proprietary technologies or executing on strategic acquisitions and financings or representing clients in a myriad of litigation matters, our dedicated professionals are on your team.  Some of the work for our clients (privately held and publicly traded entities, operating companies and private equity clients) includes:

Mergers & Acquisitions

• Skylark Co. Ltd. Representing Bain Capital in its proposed $2.1 billion acquisition of Skylark Co. Ltd., a restaurant operator in Japan.
• J. Crew Group Inc. Represented TPG Capital in its $3 billion acquisition, along with Leonard Green & Partners, of J. Crew Group, Inc., a leading clothing retailer.
• Donald J. Pliner. Represented Castanea Partners in its acquisition of Donald J. Pliner, a designer of men’s and women’s footwear.
• Timberland Co. Represented Timberland Co., a footwear company, in their $2.23 billion sale to V.F. Corporation.
• Green Mountain Coffee Roasters. Represented Green Mountain Coffee Roasters, which operates in the specialty coffee industry in North America, in its acquisitions of Van Houtte, Inc., Diedrich Coffee, Timothy's Coffees of the World, Inc., Tully’s Coffee Corporation, and Keurig Corporation.
• Fitness Anywhere. Represented Castanea Partners in its investment in Fitness Anywhere, a developer of innovative suspension training equipment and content under the TRX brand.
• Gymboree. Represented Bain Capital in its $1.8 billion acquisition by tender offer of Gymboree Corporation, a leading children’s clothing retailer.
• Bare Escentuals. Represented Bare Escentuals, a premium cosmetic company and a leader in the mineral-based cosmetic market, in its $1.7 billion sale to Shiseido, manufacturer and marketer of cosmetics, cosmetics equipment, and toiletries in Japan.
• Smashbox Beauty Cosmetics. Represented Smashbox Beauty Cosmetics, Inc., a provider of beauty care products, in its sale to Estee Lauder Companies Inc.
• Reebok International. Represented Reebok, a sports apparel company, in its acquisition by adidas-Salomon.
• Michael’s Stores. Represented Bain Capital in its acquisition of Michaels Stores, specialty arts and craft stores.
• OSI Restaurants. Represented Bain Capital in its acquisition of OSI Restaurant Partners, which includes Outback Steakhouse, Carrabba's Italian Grill, Bonefish Grill, Fleming's Prime Steakhouse & Wine Bar, Roy's, Lee Roy Salmon's, Blue Coral Seafood & Spirits and Cheeseburger in Paradise restaurants.
• Dunkin’ Brands. Represented Bain Capital in its acquisition of Dunkin Brands, premier quick service restaurant franchisor.
• Dollarama Inc. Represented Bain Capital in its acquisition and subsequent sale of Dollarama Inc., a Canadian consumer item store.
• Energy Brands, Inc. Represented TSG Consumer Partners in its investment in Energy Brands, Inc., marketer of Vitamin Water, a leading enhanced water beverage.

Finance/Capital Markets

• Dunkin’ Brands. Represented Dunkin’ Brands Group Inc., operator of the Dunkin’ Donuts and Baskin Robbins chains, in its $400 million initial public offering and its $1.9 billion recapitalization.
• Green Mountain Coffee Roasters Inc. Represented Green Mountain Coffee Roasters, a coffee retailer, in its public offering of 9,479,544 shares of common stock.
• J. Crew Group Inc. Represented J. Crew Group, Inc., a specialty retailer and clothing distributor in the U.S., in its $400 million high yield debt offering.
• Gymboree Corp. Represented Gymboree Corp., an American retailer of children’s apparel, in its $400 million 144A private placement.
• Hasbro, Inc. Represented Hasbro, Inc. a global leader of children’s and family leisure time entertainment products, in its $493 million public debt offering.
• The TJX Companies. Represented The TJX Companies, the leading off-price retailer of apparel and home fashions (in the retail industry), in $400 million and $375 million public debt offerings.
• Dollarama Inc. Represented issuer Dollarama Inc, an operator of dollar stores in Canada, in its public offering.
• Domino’s Pizza. Represented Domino’s Pizza, the leading pizza delivery company in the world, in its IPO, tender offer and recapitalization.
• OSI Restaurant Partners. Represented OSI Restaurant Partners, a restaurant chain operator, in its $550 million 144A non-convertible debt financing.
• Easton-Bell Sports. Represented Fenway Partners and its portfolio company, Easton Bell Riddell, in the refinancing of the company's senior secured credit facilities and high yield bonds with $350 million of new senior secured bonds and an asset-based revolving facility.

Brand Management, Licensing and Strategic Operating Transactions

• Oscar de la Renta, Ltd. Representation of multinational high fashion designer and retailer in expansion into to new product lines and international joint ventures and license arrangements supporting global expansion of branded premium retailing.
• Green Mountain Coffee Roasters in their strategic supply alliances with a one of the world's largest QSR franchisors, and in strategic brand expansions through licensing partnerships and the acquisition of regional roasting and retailing brands.
• Simmons Mattress Company in the acquisition of new product technology through license, asset acquisition, and company acquisition.
• Foxwoods Casino. Represented the owners and operators of the Foxwoods Casino in the acquisition of the right to build and operate the MGM GRAND at Foxwoods casino.
• Gillette Company in the acquisition of the naming rights to Gillette Stadium, home of the New England Patriots of the National Football League.
• Reebok in the negotiation of its comprehensive exclusive branding and sports apparel agreement with the National Football League.
• TV Guide, Dow Jones, and other well known consumer brands in the strategic development, creation and management of their worldwide trademark portfolios.
• Anti-Piracy and Anti-Counterfeiting Activities. Including the representation of a major automobile manufacturer in developing and carrying out a major anti-counterfeiting and anti-piracy program, including both direct action and coordinating activities by customs and law enforcement agencies. Represent branded watch company and branded fashion apparel company in attacking sale of counterfeit goods through the internet.

Litigation

• Represented Gillette Company in consumer class action litigation challenging certain aspects of its advertising of the M3Power razor.
• Advocated on behalf of a leading national producer of athletic footwear and apparel in connection with SEC and DOJ investigations for alleged accounting fraud.
• Represented Target Corporation in a patent infringement action concerning patents directed to electronic coupons over the Internet
• Represented Bronco Wine Company regarding the constitutionality of a state law that restricted Bronco’s right to use its trademark and restricting the use of certain geographic wine brands.
• Representing Carter's, Inc. in a securities fraud class action related to its integration of Osh Kosh B'Gosh
• Regular represent a wide variety of retailers and consumer product companies in disputes with their major contracting parties: landlords, distributors, suppliers, franchisees, and other vendors.

Privacy Compliance and Data Security
Any number of litigation and transaction-related problems may arise when data is compromised. An experienced and expedient response is a client's best defense, and this is where our attorneys excel. Our partners' experience covers the range of litigation and transaction-related problems that can arise from the breach of a computer network and the theft or loss of private data, including:

• A data breach or loss leading to civil litigation
• Investigations by law enforcement or regulators
• Reporting and disclosure issues under the federal securities laws
• Negotiations with payment card companies or financial institutions
• Revisions to data privacy procedures

For further information on our Retail and Consumer Brands industry group, please contact:

• Jane Goldstein

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