Retail & Consumer Brands

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Consumer-oriented businesses have long relied on Ropes & Gray for the help they need to grow and succeed while safeguarding their brand equity, image and assets.

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Overview

Ropes & Gray has a long history of working with prominent retail and consumer product businesses. Both public and private companies depend on our innovation, leadership and experience for help in achieving their most critical strategic, business and legal goals.

Our work with consumer-oriented businesses encompasses everything from protecting rights in products, brands and proprietary technologies to executing strategic acquisitions or financings and handling a wide range of litigation.

We work with clients in a variety of retail sectors, including: 

  • Clothing and accessories 
  • Cosmetics
  • Electronics
  • Entertainment
  • Food and beverage
  • Publishing 
  • Sporting goods

We provide world-class legal representation tailored to each client’s specific needs by drawing on our resources and experience in a broad spectrum of practice areas, including:

  • Commercial Litigation
  • Finance and Capital Markets
  • Intellectual Property 
  • Labor & Employment
  • Life Sciences
  • Mergers & Acquisitions
  • Privacy & Data Security
  • Sports
  • Tax

Regulatory

Our highly experienced attorneys represent consumer product clients regulated by the FDA, Federal Trade Commission (FTC), Consumer Product Safety Commission (CSPC) and other regulatory agencies.

In addition to our FDA experience, our team counsels clients on advertising and promotion-related issues, representing clients before the FTC’s Bureau of Consumer Protection and the National Advertising Division of the Better Business Bureau (NAD).

We also have considerable experience advising clients on CPSC-related submissions, including Section 15(b) submissions and “Fast Track Recalls.”

We are adept at addressing and handling the complexities that arise for our clients facing regulatory matters and enforcement issues. Our comprehensive services include deep experience in other relevant areas including:

  • Class action litigation 
  • State attorneys general investigations 
  • Lanham Act/advertising-related lawsuits and cease/desist letters 
  • FTC investigations 
  • NAD challenges 
  • Intellectual property 
  • Recalls 
  • Commercial litigation and supplier disputes 
  • SEC-related disclosure matters 
  • Due diligence

Experience

Our work with retail and consumer-oriented clients – including privately held and publicly traded entities, operating companies and private equity firms – encompasses the following areas:

Mergers & Acquisitions

  • Marquee Brands LLC. Representing Marquee Brands LLC in its acquisition of British men’s clothing brand Ben Sherman and its related intellectual property assets from Oxford Industries, Inc.
  • adidas Group. Representing the adidas Group in the $280 million sale of its Rockport shoe business to a new entity formed by New Balance and Berkshire Partners.
  • The Hillshire Brands Company. Represented the financial advisor to Hillshire Brands Company in connection with Hillshire’s sale to Tyson Foods.
  • Pabst Brewing Company. Represented TSG Consumer Partners in its investment in Pabst Brewing Company, a brewer of beers, lager beers, ales and malt liquor beverages.
  • TOMS Shoes. Represented Bain Capital in the acquisition of TOMS Shoes, a designer and manufacturer of shoes for men, women, and youth.
  • Retail Zoo. Represented Bain Capital in its $173 million acquisition of Retail Zoo, an Australia-based operator of food retail stores.
  • Easton-Bell Sports Inc., Represented Fenway Partners portfolio company Easton-Bell Sports Inc., a leading designer of branded athletic equipment, in its $330 million sale to Bauer Performance Sports Ltd.
  • Chobani LLC. Represented TPG Capital in its $750 million investment in Chobani LLC, a leading producer of Greek yogurt.
  • The Kroger Co. Represented the financial advisor to the buyer in The Kroger Co.’s, a grocery store chain, $2.65 billion acquisition of Harris Teeter Supermarkets, Inc.
  • Canada Goose. Represented Bain Capital in its acquisition of Canada Goose, a manufacturer and seller of cold weather outerwear for men, women, youth, and kids.
  • Hanesbrands Inc. Represented the financial advisor to the buyer in Hanesbrands’ $614 million acquisition of Maidenform Brands.
  • Kering SA. Represented Altuzarra LLC in its sale of a minority stake in Kering SA, a company engaged in the design, manufacture, and distribution of apparel and accessories worldwide.
  • Planet Fitness. Represented both the buyer and seller in TSG Consumer Partners’ acquisition of Planet Fitness, an operator of workout facilities.
  • Party City Holdings. Represented Party City Holdings, a party supply store, in its $2.7 billion sale to Thomas H. Lee Partners.
  • J. Crew Group. Represented TPG Capital in its $3 billion acquisition, along with Leonard Green & Partners, of J. Crew Group, a leading clothing retailer.
  • Timberland Co. Represented Timberland, a footwear company, in its $2.23 billion sale to V.F. Corporation.
  • Castanea Partners. Represented Castanea Partners in its acquisitions of Donald J. Pliner, Inc. and Proenza Schouler,LLC, leading footwear and accessories designers, and the Thymes, LLC, a creator of curated fragrance collections across the bath and body and home fragrance categories.
  • Keurig Green Mountain. Represented Keurig Green Mountain, which operates in the specialty coffee industry in North America, in its acquisitions of Van Houtte, Diedrich Coffee, Timothy's Coffees of the World, Tully’s Coffee and Keurig. 
  • Reebok International. Represented Reebok, a sports apparel company, in its acquisition by adidas-Salomon.
  • Dunkin’ Brands. Represented Bain Capital in its acquisition of Dunkin Brands, premier quick service restaurant franchisor.

Finance/Capital Markets

  • Planet Fitness. Represented Planet Fitness in its $216 million IPO of 15,525,000 shares of common stock issued by the Dover, N.H.-based company and TSG Consumer Partners.
  • DAVIDsTEA. Represented DAVIDsTEA, a producer of loose-leaf and packaged teas, in its IPO.
  • Habit Restaurants. Represented Habit Restaurants, a casual restaurant operator, in its $90 million IPO.
  • Wayfair LLC. Represented the lead underwriters in the $319 million IPO for Wayfair LLC, an online retailer of home furnishings.
  • Michaels Stores. Represented Michael’s Stores, Inc., owner and operator of the largest arts and crafts specialty store in the US, in its $472 million IPO, its $442 million follow-on offering its $212 million, $200 million and $250 million senior notes offerings and its $800 million high yield offering.
  • Party City Holdco Inc. (In Registration) Representing Party City, a leading party goods retailer, in its proposed $500 million IPO and its $700 million and $350 million exchange offers.
  • HD Supply Holdings, Inc. Represented the lead underwriters in the $957 million IPO and the $780 million, $550 million and $1.1 billion follow-on offerings for HD Supply Holdings, Inc., a distributor of home products.
  • Bright Horizons. Represented Bright Horizons, a provider of employer sponsored child care, in its $220 million IPO and its $280 million, $281 million $257 million and $360 million follow-on offerings.
  • Bloomin' Brands. Represented the lead underwriters in the $176 million IPO and the $464 million, $408 million, $441 million and $375 million follow-on offerings for Bloomin' Brands, an operator of quick service restaurants.
  • Mattress Firm. Represented Mattress Firm, which owns, operates, and franchises a chain of mattress retail stores in the United States, in its $115 million IPO and its $141 million and $134 million follow-on offerings.
  • Dunkin’ Brands. Represented Dunkin' Brands, which operates a chain of coffee and baked goods restaurants, and ice cream specialty stores, in its $422 million IPO, its $280 million, $281 million $257 million and $360 million follow-on offerings, its $2.3 billion 144A debt offering and its $1.9 billion recapitalization.
  • DYNAM Japan Holdings. Represented DYNAM Japan Holdings, a video game hall management company, in its $202 million IPO.

Brand Management, Licensing and Strategic Operating Transactions

  • Dunkin Brands in the reorganization of IP rights to support multibillion-dollar securitization of licensing income.
  • Oscar de la Renta, Ltd. Representation of the multinational high fashion designer and retailer in its expansion into new product lines and international joint ventures and license arrangements, supporting global expansion of branded premium retailing.
  • Green Mountain Coffee Roasters in its 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 GuideDow 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.

Regulatory

  • Successfully represent many consumer product companies before the Food and Drug Administration, including responding to Warning Letters, recalls, submitting necessary regulatory filings, etc.
  • Successfully defended many companies in FTC investigations and NAD challenges, and successfully initiated NAD challenges against competitors.
  • Successfully represented a large national retailer subject to FTC investigation for alleged failure to comply with consumer protection statute, resulting in a public closing letter.
  • Submitted 15(b) filings with the CPSC and coordinated product recalls on behalf of numerous consumer product companies and retailers.
  • Successfully defended a company against a CPSC challenge regarding appropriate age-grading of consumer products.

Litigation

  • Advocated on behalf of a leading national producer of athletic footwear and apparel in connection with SEC and U.S. Department of Justice investigations for alleged accounting fraud.
  • Represented Target Corporation in a patent infringement action concerning patents directed to electronic coupons over the Internet.
  • Secured dismissals of three securities class actions for Keurig Green Mountain regarding alleged accounting improprieties. The Second Circuit affirmed one of the dismissals, while the firm also represented the company in a related SEC inquiry that closed with no enforcement action taken.
  • Successfully defended Keith Cowan, an independent director on Demoulas Supermarket’s board (owners and operators of supermarket chain, Market Basket) against a preliminary injunction challenging his independence. The litigation victory allowed our client to continue serving as chairman of the board. Also advised the board’s Special Committee in the sale of Demoulas from the Arthur S. Demoulas side of the family to the Arthur T. Demoulas side of the family in a transaction valued at over $1.6 billion.
  • 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 in a securities fraud class action related to its integration of Osh Kosh B’Gosh
  • Regularly represent a wide variety of retailers and consumer product companies in disputes with their major contracting parties, including landlords, distributors, suppliers, franchisees, and other vendors.

Privacy & Data Security

  • Representing Target as lead outside counsel responding to card brand inquiries and defending card issuer litigation stemming from the data security breach that Target announced in December 2013.
  • Representing a leading consumer technology company as global coordinating counsel in multiple litigations and government investigations arising from criminal cyber-attacks on certain computer networks.
  • Representing The Home Depot in responding to card brand inquiries stemming from the data security breach that Home Depot announced in September 2014.
  • Representing Supervalu Inc. as lead outside counsel in defending and responding to all litigation claims, and regulatory inquiries, stemming from the data security breach that Supervalu announced in August 2014.