Advising EMERAM Capital Partners’ portfolio company, Frostkrone UK Limited, on the purchase of Abergavenny Fine Foods by way of a share acquisition.

Abergavenny Fine Foods, located in South Wales, is a market-leader in the British retail and foodservice sector producing finger food and snacks. Frostkrone UK Limited ("Frostkrone") is an international food group headquartered in Rietberg, Germany, with modern production sites in Germany, France and the USA. It specialises in the development and production of frozen finger food and snack products.

We handled all UK law aspects of this deal, demonstrating in-depth sector knowledge and co-ordinating specialist input on employment, real estate and commercial contracts issues, for example. This cross-border transaction involved some complex issues around strucuting of the split exchange/completion mechanism to achieve tax objectives, options exercise, debt capitalisations, deferred consideration mechanisms, and financing restrictions with timing and structuring implications. We also had to meet a demanding timetable, achieving a critical timing deadline for exchange prior to potential tax changes being announced in the March 21 UK budget.

Key highlights

• The acquisition represented further commitment to Frostkrone's international expansion strategy.
• The acquisition showcased the best of Brodies as a full-service UK law firm.
• Cross-jurisdictional - Germany and Wales.

The Brodies team, led by Neil Burgess, were outstanding in supporting us on this transaction, delivering commercially-focused pragmatic advice throughout. They provided excellent guidance and expertise across the board, seamlessly working with our Germany counsel on cross-border elements. The drive, responsiveness and commitment of the Brodies team was invaluable to us in ensuring the success of the deal, which was a key strategic acquisition for Frostkrone Food Group.

Outcome

We previously acted for Frostkrone on its purchase of Innovate Foods in Scotland, and this was its second UK acquisition, being another significant, strategic acquisition for this portfolio company of German private equity client, EMERAM. We are chosen to represent them again due to our proven expertise, responsiveness, service quality and commerciality of advice.

The deal required us to efficiently project manage and deliver our multi-discplinary advice across different time zones and jurisdictions.

This was an acquisition which showcased the best of Brodies as a full-service UK law firm with international cross-border experience, providing specialist UK legal advice across multiple disciplines, while working closely with German law firm, GLNS,  who advised on certain German law aspects of the transaction.