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RELEVANT EXPERIENCE DOCUMENT

Food & Beverage

TABLE OF CONTENTS

EXECUTIVE SUMMARY 4

1. OVERVIEW 6

2. RELEVANT EXPERIENCE 9

– 2.1 MERGERS & ACQUISITIONS 9

– 2.2 REGULATORY 10

– 2.3 COMMERCIAL / CONTRACT 10

– 2.4 INTELLECTUAL PROPERTY 11

– 2.5 EU & COMPETITION 11

– 2.6 ENVIRONMENTAL & PLANNING 12

– 2.7 DISPUTE RESOLUTION 12

– 2.8 BELFAST OFFICE 12

– 2.9 ADDED VALUE 13

3. MARkET RECOMMENDATIONS 15

4. APPROACH 17

5. THE TEAM 19

EXECUTIVE SUMMARY

4Food & Beverage Relevant Experience

EXECUTIVE SUMMARY

A&L Goodbody is delighted to present our expertise in the Food & Beverage sector. We believe our experience, combined with our collaborative approach to client work, significantly increases the value you receive from legal services providers. We believe that A&L Goodbody is ideally positioned to provide Food & Beverage sector companies and organisations with the highest quality and best value legal advice, support and service in Ireland due to the following:

JJ Team & Experience. The A&L Goodbody Food & Beverage Group is led by individuals who are widely recognised as market leaders in their fields and have particular expertise in the Food & Beverage sector.

JJ Approach. Our approach to client relationships and managing assignments is underpinned by our collaborative culture - incorporating client service, responsiveness, innovation and integrity. We listen to and meet the requirements and preferences of our clients in terms of delivery of legal services and working style.

JJ Value. In addition to pricing and billing structures that are competitive, commercial and flexible in structure, we offer a range of value-add services free of charge including legal and sectoral updates, seminars, training and more.

JJ Reputation. A&L Goodbody is internationally and domestically recognised as one of Ireland’s leading law firms. We have a true international focus and client base and are one of the very few Irish law frms operating on an ‘all-island’ of Ireland basis, with offices in Dublin and Belfast.

John Coman Partner

T. +353 1 649 2211 E. [email protected]

Lee Murphy Partner


1. OVERVIEW


1. OVERVIEW

A&L Goodbody

A&L Goodbody is a leading Irish law firm which provides a full range of business legal services to the corporate sector across the entire island of Ireland:

JJ We offer an ‘all-island’ service with offices in Dublin and Belfast - which enables us to provide the necessary legal advice and support for transactions or legal matters with a connection to any or both parts of the island of Ireland.

JJ We have a strong international focus and maintain offices in London, New York and Palo Alto. Our international reach and connections enable us to service international clients with interests in Ireland. We are regularly retained as Irish advisors in legal matters or transactions with a multi-jurisdictional element.

JJ We operate the most extensive range of specialist services available on the island of Ireland through over thirty specialist practice groups. The range and calibre of specialist practices, enables us to offer in depth expertise to cater for the full spectrum of business needs as may arise in any given period or legal matter.

JJ Our Food & Beverage Group contains specialists in the different legal fields relevant to the sector. As well as expertise in legal matters relevant to the sector, this grouping has well established lines of contact and communication to key players in the Food & Beverage industry in Ireland. This document details the credentials and experience of our Food & Beverage Group.

JJ A&L Goodbody and its Food & Beverage Group advise and have advised many of Ireland’s most successful international and indigenous companies in the agri-food sector including:

» C&D Foods

» Premier Foods

» Yoplait

» Axereal

» McDonalds

» Britvic

» Cadbury / kraft

» Starbucks

» Pisces Fish Foods

» Sysco

» ABP Food Group

» Pernod Ricard

» Silver Hill Foods

» Coca-Cola

» Brown-Forman

» Heineken

» C&C

» Irish Distillers

» BWG Foods

» kellogg’s

» Origin Enterprises

» Danone

» Nestlé

» Campari

» Greencore

» ED&F Man

» Batchelors

» Bewleys

» Strathroy Dairy

» kilhorne Bay Seafoods

» WD Irwin & Son

» Suki Teahouse

» Devenish Nutrition


The Agri-Food Sector in Ireland

The agri-food sector is a fundamental part of the Irish economy and plays a key role in growing the Irish economy. There are approximately 230,000 jobs linked to the industry.

The export figures for the food and beverage sector continued to demonstrate the upward trend shown in 2011. In 2012, exports passed approximately €9bn in value for the first time which brought the increase over the last three years to approximately €2bn (or 28%).

Ireland’s food sector will play a significant role in economic growth with exports estimated to grow by 40%, up to €12bn, by 2020. Food and livestock is currently the 4th largest export category in Ireland.

Central to Ireland’s agri-food industry future as it grows and develops is the relationship with the EU’s Common Agricultural Policy (CAP). Among the developments on CAP, milk quotas are to be abolished in 2015 which will present significant opportunities for the Irish dairy industry. A reformed CAP is expected to be in place as from 1 January 2015. The European Commission presented a Communication on 18 November 2010 called “The CAP towards 2020”, which outlines options for the future of the CAP. In October 2011 the Commission presented a set of legal proposals designed to make the CAP a more effective policy for a more competitive and sustainable agricultural industry. Approval by the EU institutions of the different regulations and implementing acts is expected during the course of 2013/2014.

Irish food and drink exports to Asia are up by 75% since 2010. Such increases are expected to continue and are further encouraged by recent trade missions by the Taoiseach, Enterprise Ireland (Agri services) and Bord Bia to the region . The establishment by Bord Bia of the China Food hub will provide further assistance to Irish food companies wishing to establish themselves within the market.

The strongest performing categories are dairy and ingredients, seafood, prepared foods, meat and beverages. The recent growth has been boosted by global prices and favourable exchange rates, but volume growth and improved market access accounted for a substantial amount of the increase.

With the strength and central importance of the Irish agri-food sector, the development of the CAP and the likely liberalisation of trade in agri-food products, the Irish agri-food industry will become even more market-oriented to take advantages of these development.

In this context, A&L Goodbody has been providing legal advice to its agri-food clients as they evolve and develop to take advantage of these opportunities and meet these challenges.

2. RELEVANT EXPERIENCE


2. RELEVANT EXPERIENCE

A&L Goodbody and its Food & Beverage Group advise many of Ireland’s most successful international and domestic companies in the food and beverage sector. We summarise some of our recent involvement below.

MERGERS & ACQUISITIONS

A&L Goodbody has been ranked the No.1 Irish M&A Law Firm for 6 consecutive years (2007-2012) by Bloomberg and Thomson Reuters. This ranking continues with Mergermarket and CorpFin also ranking A&L Goodbody as the No.1 Irish M&A Law Firm for 2012. The Firm’s Belfast office was also ranked No.1 M&A Law Firm in Northern Ireland and Corporate Law Firm of the Year in Northern Ireland in 2013 (Insider).

A&L Goodbody’s M&A experience in the food and beverage sector is also evidenced by its No.1 Mergermarket ranking for Irish deals in the consumer foods sector in 2011/2012.

Listed below are some of the more recent M&A transactions in the food and beverage sector A&L Goodbody has advised on. These transactions were often high profile, extremely complex and many had significant cross border aspects.

JJ Nestlé’s acquisition of Pfizer’s Infant Milk business.

JJ C&D Foods and \ABP Food Group on the acquisition of the pan European pet food manufacturer Arovit A.S

JJ Valeo Foods on the competition aspects of its acquisition of Jacob Fruitfield Food Group.

JJ Premier Foods on its sale of certain brands to Boyne Valley Group.

JJ ABP Food Group on the acquisition of 50%, and later 30% interest in C&D Foods.

JJ C&D Foods on the acquisition of further interest by ABP Food Group.

JJ Cadbury on the Irish aspects of its takeover by kraft Foods.

JJ Campbell Bewley on the acquisition of British coffee distributor Darlington’s.

JJ Axereal Union de Cooperatives Agricoles on its acquisition of the malt business of Greencore Group.

JJ Campari on its €128.2m acquisition of Carolans, Frangelico and Irish Mist from William Grant & Sons.

JJ Pallas Foods on its acquisition of Crossgar.

JJ Campbell Bewley on the sale of Cambell Catering to Aramark and several recent investments by private equity providers.

JJ The shareholders of Batchelors in the disposal of its business to Capvest backed Valeo Foods.

JJ C&D Foods on its acquisition of a production facility from Nestle.

JJ Heineken on the Irish aspects of its acquisition of Scottish & Newcastle, securing an unconditional clearance for Heineken from the Irish Competition Authority in an unprecedented referral by the European Commission.

JJ Britvic plc on its €249.2m acquisition of the soft drinks and distribution businesses of C&C Group.

JJ Nestlé on the disposal of its ambient food business to Fruitfield Foods.

JJ Pernod Ricard on its €13.4bn acquisition of Allied Domecq.

JJ The Board of Directors of BWG Group on the management buy-out of the BWG Group.

JJ Thai Union Frozen Products on the Irish aspects of its acquisition of MW Brands and John West canned-fish brand from Trilantic Capital Partners.

JJ Groupe Danone on the sale of Jacobs Biscuits to United Biscuits, and the sale of Irish Biscuits to Fruitfield.

JJ Stonyfield Europe, the French holding company, in relation to its acquisition of a 37% stake in Glenisk.

JJ Kilhorne Bay Seafoods on its sale of the entire issued share capital of Rockall Seafoods.

JJ Suki Teahouse in its equity offering to Matthew Algie & Co. Ltd.


Aside from our ability to advise, deliver and execute M&A transactions of whatever size, A&L Goodbody’s closeness to the food and beverage sector has enabled us to identify at an early stage and advise accordingly on certain sector specific items or issues that can appear in the agri-food sector. Such sector specific matters can include:

JJ Licensing and regulatory compliance matters including Food Standards Agency (Uk) and the Food Safety Authority of Ireland approvals.

JJ Environmental and waste matters.

JJ Product recall policies and matters, shared contracts and change of control generally (including possible effect of public procurement law on same).

JJ Food & Agri Government grants and related consents.

JJ Combined brand registration.

REGULATORY

Our experienced Regulatory Team provide dedicated support and direct ad hoc advice on all regulatory issues relevant to the food and beverage sector. We have advised clients across the whole sector and have a familiarity and understanding of the regulatory issues affecting them. This has included in recent months advising food processing clients on regulatory, labeling and other matters relating to alleged contamination of products. Regulatory issues in the food sector, such as foods for particular uses, often crossover with issues in other heavily regulated sectors, particularly in the area of medicinal products, vetinary medicinal products and chemicals regulation. We also advise such manufacturers and distributors of human and veterinary medicinal products, chemicals and biocides.

Irish food law regulates food businesses operating at every link along the food chain from ‘farm to fork’. We advise clients on day to day issues such as HACCP compliance and other food hygiene requirements in the manufacture and preparation of food, on food information & labelling, on advertising and promotion and on health claims. We also advise clients on ‘emergency’ issues, such as product recalls, food product liability litigation, on notifications to and enforcement actions by food regulators, as well as advising on the regulatory aspects of major mergers and acquisitions in the food and beverage sector. The regulation of the sector is, for the most part, overseen by the Food Safety Authority of Ireland & the Department of Agriculture, Food and the Marine institute, although a number of other statutory agencies play a role in regulating the activities of food businesses (including the Health Service Executive and the Advertising Standards Authority of Ireland). We have good lines of communication with key individuals in all of these agencies.

We understand the growing regulatory pressures on the activities of food business operators in the health and beverage sector and our tailored, specific and focused regulatory advice helps to manage those pressures. One of the more heavily regulated areas in the sector, and one which is coming under increased regulatory pressure at the moment is food information (including labelling, packaging, advertising & promotion). EU Regulation 1169/2011, which modernises the rules in relation to food information, will apply industry wide from 13 December 2014 (with some exceptions) and applies to food businesses at all stages of the food chain where any of their activities concern the provision of food information to consumers. Between now and December 2014, food businesses will need to ensure that the manner in which they provide food information complies with this new Regulation and we can advise on how best to address these new requirements.

Clients we advise in the regulatory field include ABP Food Group, Starbucks, Danone, Responsible Retailing of Alcohol in Ireland (RRAI), Cadbury/kraft, Heineken and Coca-Cola.

COMMERCIAL / CONTRACTUAL AGREEMENTS

Contractual agreements form the basis of business between parties at every level of the food business chain. Our extensive experience in the food sector provides us with a good commercial context to the advices we are providing and assists in ensuring legal items are identified and addressed in collaboration with our client. The Food & Beverage Group is involved on a day to day basis in drafting, negotiating and advising on commercial contracts in their various


forms, whether supply agreements, distribution and agency agreements, franchise agreements, shared contracts, co-operation and partnering agreements, transition agreements, quality control and product recall agreements brand agreements, bottling or other service agreements, manufacturing agreements, etc.

Change of control and assignment clauses are often key, as can be entire agreement clauses, contract defences, variation, direct/indirect losses clauses, liability (and limitation of same), governing law and jurisdiction.

A&L Goodbody is proactive in updating clients in relevant case law in the law of contract and developments and in organising on-site contractual workshops if appropriate for the benefits of its clients and employees. Clients we advise regularly on contractual matters include C&D Foods, Coca-Cola, Heineken Ireland, Cadbury/kraft, Irish Distillers, BWG Foods and Danone.

INTELLECTUAL PROPERTY

Our IP & Technology Group provides a full suite of intellectual property services to clients in the agriculture, food and beverage sector. We have acted for these clients in some of the leading trade mark/brand disputes to come before the Irish courts, including for Irish Distillers in a case involving the Jameson whiskey brand and United Biscuits in a precedent setting passing-off case. In addition, we advise on all commercial transactions with an IP dimension, including on the acquisition and divestment of IP portfolios, tax favourable Irish IP licensing structures, negotiating trade mark licence agreements and the outsourcing of IT and manufacturing functions by food and agriculture clients.

We also advise clients such as McDonalds, Topps International, Danone, Coca-Cola, Heineken and Cadbury on the full range of customer facing legal issues, including advertising campaigns and competitions, compliance with consumer protection legislation, website terms and conditions, data protection, privacy statements, sponsorship and product endorsements.

EU AND COMPETITION LAW

A&L Goodbody’s Food and Beverage Group includes our EU & Competition Unit which has been very actively involved in a wide-range of competition law matters in the agricultural, food and beverage sectors.

To include acting: (i) in a successful defence against a claim of abuse of dominance against an Irish drinks company in relation to alcoholic beverages; (ii) for Origin Enterprises in a Phase 2 investigation by the Irish Competition Authority into a merger between its subsidiary, R&H Hall and W&R Barnett in the agri-inputs sector which resulted in an unconditional approval; and (iii) for an Irish drinks company before the European Commission in relation to the Guinness/Grand Met merger, our Unit has acted for a range of companies in relation to all types of EU and Irish competition law matters.

We advise a wide range of agricultural, food and drinks companies in cutting-edge EU and Irish competition law developments such as competition law advisory work, competition compliance, competition contractual drafting, dealing with competition complaints, merger control, providing advice on general EU law developments (such as recently in the beverages sector regarding the implications of EU legislation on geographic indications of origin) and international trade matters.

We regularly advise on all aspects of pricing, discounting and rebate schemes for dominant and non-dominant products and parallel trade issues. We have devised numerous competition compliance programmes for undertakings operating in the retail sector, as well as advising on the application of the vertical block exemption regulation and notification requirements for some of the largest retail mergers and acquisitions in Ireland.

Our wide-ranging experience for both Irish and international clients (including Heineken, Pernod Ricard, kellogg’s, Coca-Cola and Valeo Foods) give us a keen grasp of how agriculture, food and drinks markets are structured and also the future dynamics of these sectors, in particular as EU law developments impact on our clients in these areas.


ENVIRONMENTAL & PLANNING

Our Environmental & Planning team provides legal advice on environmental, planning and health and safety issues to local and international businesses across a range of sectors, including food and agri-business, manufacturing, pharmaceutical, energy, construction and waste industries, as well as many others.

Environmental matters can have a strong relevance in the food and beverage sector particularly at the manufacturing level. Environmental issues for example are a major consideration in assessing site viability and in large scale acquisitions of manufacturing units.

On a separate level, we advise on issues such as assessing environmental risk, defending prosecutions and on regulatory and compliance issues. The team also works closely with our Corporate/M&A team in carrying out environmental due diligence, preparing and reviewing environmental warranties, and negotiating indemnities and disclosures.

More recently, and with the Environmental Protection Agency’s greater focus being placed on the issue, we have been advising businesses on the financial provision requirements of IPPC licenses, particularly in circumstances where a license is being transferred. Our clients have included Irish Distillers, Pfizer, Bord Gáis Éireann, Ferrovial Agroman (Ireland), Elan and ED & F Man.

DISPUTE RESOLUTION

A&L Goodbody’s dispute resolution team have advised on a significant number of disputes in the food and beverage sector including commercial court proceedings in relation to the termination of distributorship agreements, defence of passing off injunction proceedings and products liability claims, including:

JJ Group Danone plc in Commercial Court proceedings arising out the termination of a distributorship agreement in relation to two leading brands - Volvic and Evian mineral waters.

JJ United Biscuits, owner of several leading household brands including McVitie’s in its defence of a passing off injunction action taken by Jacobs Fruitfield, in an attempt to prevent United Biscuits from launching its new Fig Rolls and Cream Cracker products on to the Irish market and which interlocutory injunction action was before the Commercial Court.

JJ ABP Food Group in relation to various matters with suppliers and distributors in the retail sector.

JJ Ewos Limited, a fishmeal producer in defence of product liability claims by a number of Irish salmon farmers.

JJ ED & F Man Nederland BV in the prosecution of High Court proceedings arising out of the contamination of glucose & molasses with MPA (medroxyprogesterone acetate).

JJ Pisces Fish Foods in defence of High Court proceedings arising out of an allegedly defective fish feed product.

BELFAST OFFICE

The Belfast office of A&L Goodbody is a leading corporate law firm in Northern Ireland advising the domestic and international business community. This market position is particularly evident from the instructions received to advise on some of the most significant and complex transactions and cases taking place in the jurisdiction. Recent examples of transactions completed in the food and beverage sector include advising Sysco Corporation on its acquisition of Crossgar Foodservice, kilhorne Bay Seafoods on its disposal of Rockall Seafoods and Suki Teahouse Ltd on the equity investment of Matthew Algie & Co. Ltd. The Belfast office has worked seamlessly with Dublin colleagues on transactions for Axereal, ABP Food Group, Campbell Bewley and Britvic plc in recent years providing a true all-island service. The Belfast office also advises clients such as Heineken, Coca-Cola, Strathroy Dairies, Devenish Nutrition and Golf Holdings on a full range of commercial, regulatory, employment, property, planning and licensing issues.

A&L Goodbody is uniquely positioned in Northern Ireland from the combination of local market leading expertise and knowledge with the strength and depth of resources of a law firm, which is internationally recognised to be of the highest quality available.


ADDED VALUE

In addition to the specific Food & Beverage experience outlined above, A&L Goodbody is a full service firm and has extensive expertise in all legal areas, including areas not mentioned above such as Tax, Property, Employment and Insurance and other areas that are relevant to operating businesses in any sector.

We have the highest rated dedicated knowledge Unit which supports each of our practice areas. This is a resource which we proactively pass on to our clients as a value-add initiative through seminars, sector focussed e-zines and development updates, and through on-site training and workshops. More information is set out on these matters in Section 4: Approach, which we would be delighted to discuss with you.

3. MARkET RECOMMENDATIONS


3. MARkET RECOMMENDATIONS

Our key business objective is to be the best law firm in Ireland focusing externally on our clients and internally on the development of and working environment of our staff.

Our track-record is internationally recognised, including most recently:

JJ Irish Law Firm of the Year (2013) - International Financial Law Review (IFLR)

JJ Advised on “Deals of the Year” in Most Innovative, Mergers & Acquisitions, Loans & Financing, Restructuring and Financial services (2013) – Finance Dublin

JJ Ireland’s IP Law Firm of the Year (2013) - Managing Intellectual Property

JJ Irish Law Firm of the Year (2012) - Chambers Europe

JJ No. 1 Irish M&A Law Firm - Mergermarket, Thomson Reuters, Bloomberg and Corpfin (2012)

JJ Ranked in the top 20 law firms globally by IFLR1000 (2011) - the Guide to the World’s Leading Financial Law Firms.

JJ Irish Law Firm of the Year (2011) - Who’s Who Legal

JJ The only Irish Law firm shortlisted for the Financial Times Innovative Lawyers Awards 2012

JJ Irish Tax Firm of the Year (2011) - International Tax Review

JJ Advised on “Deals of the Year” in M&A (Public), IFSC, Most Innovative and Financial Services (2012) – Finance Dublin Magazine.

A well-organised, well-structured firm that really cares about its clients... this firm has the depth of

resources to offer its clients a seamless service, making it a first choice for high-value, complex deals.

Chambers Global 2011

A&L Goodbody exhibits dedication and professionalism that is top class.

Legal 500 2012

It is the go-to firm for some of the most complex, high-value deals on the market...

A&L Goodbody is a firm that is focused on getting the deal done and being practical and commercial

at the same time.

Chambers Global 2012

They provide an excellent service. They are very flexible\you get very good commercial advice from

this firm but also top legal knowledge.

IFLR1000 2013

Excellent from start to finish.

Chambers & Partners 2013

....they were certainly ahead of the game – they gave us a lot of confidence.

Chambers & Partners 2013

4. APPROACH


4. APPROACH

We approach all client engagements on the basis of the following principles:

Expert led: Our client service methodology stems from an expert team approach where legal services are provided by a dedicated team of relevant specialist partners.

Efficient allocation of resources: to ensure that the relevant expertise, at the appropriate level, is applied at all times in a cohesive and cost effective manner. While the support would be primarily partner led, we would also involve our experienced assistant solicitors as required.

Relationship focused: We consider any engagement as an opportunity to start to build a solid and long term relationship. To that end, we happily extend our value added services appropriately tailored to your needs.

BENEFIT DETAILSLegal updates We publish regular on-line and email updates on legal developments. These updates

cover the areas of domestic, EU and relevant Uk law. Regulatory developments are also addressed. These updates focus on the practical implications of what’s new and may be tailored to the specific needs of particular sectors of business which cover litigation, tax and employment/pensions/benefits alerts.

Extranet Our knowledge Extranet - “ExtraLaw” - provides useful knowledge and insight in the form of checklists, FAQ and practice notes across a number of practice areas including company law, financial services regulation, banking, employment, procurement, discovery and litigation matters. It provides access to a repository of legal articles, presentations, know how documents, and audio-visual legal talks in key practice areas.

Relationship Partner Visits

We offer Relationship Partner visits tailored to client needs designed to review progress on matters and provide general ad hoc legal advice as and when required.

Courses and Seminars We run a range of seminars ranging from annual round-ups of legal issues, to specific sessions on areas of specialist law related to the Food and Beverage sector. Some examples of topics covered in seminars include: Competition Law; Procurement; Employment Law; Developments in Contract Law; EU law and any proposed or newly implemented EU regulations.

Professional Support Lawyer HelpLine

Our unrivalled knowledge team means that we are able to offer our clients access to our PSL team. This facility would enable you to telephone or email the appropriate PSL with ad hoc legal queries, for example, information about new legislation or the impact of a court decision on a particular aspect of your business.

Ireland’s General Counsel Forum

A&L Goodbody is the only law firm in Ireland to run and facilitate a forum for General Counsel to share legal and commercial knowledge, experiences and best practice – both in open and private sessions. This forum is held on an annual basis and has proved highly successful with senior in-house counsel attending.

5. THE TEAM


5. TEAM MEMBERS - DUBLIN

Lee Murphy

Partner in the Corporate Department


John ComanPartner in the Corporate Department and leads the Firm’s Inward Investment team


Sheena DoggettPartner in the Corporate Department


Mark WardPartner in the Corporate Department and Head of Mergers & Acquisitions


Kevin PowerFood and Pharmaceutical Regulatory Associate in the Litigation and Dispute Resolution Department



5. TEAM MEMBERS - DUBLIN

Alan McCarthyPartner in EU, Competition & Procurement Group


Alison FanaganConsultant in the Litigation and Dispute Resolution Department and Head of Environmental & Planning Group


John CahirPartner in the IP & Technology Group


Jason MilneAssociate in the Litigation and Dispute Resolution Department



5. TEAM MEMBERS - BELFAST

Peter StaffordPartner, Chair of the Belfast Office

T. +44 (0)28 9072 7590 E. [email protected]

Ivan WaidePartner, IP & Technology T. +44 (0)28 9072 7430 E. [email protected]

Kate KeithAssociate, Corporate & Commercial



Lee MurphyPartner


JJ Pernod Ricard on Irish aspects of its €6bn acquisition of Absolut Vodka.

JJ Quinn Group Limited on the €1.3bn financial and corporate restructuring of the Quinn Group completed December 2011.

JJ Escher Group Holdings plc on its admission to the AIM Market of the London Stock Exchange - this was the only listing of an Irish company on AIM in 2011.

JJ TNS Distribution Limited on its sale to PCH International in June 2011.

JJ The acquirers of the A-Wear fashion business in February 2012.

JJ Atlantic Bridge on establishment of ABVEN II technology fund.

JJ Oracle Group on various multi-jurisdictional group reorganisations.

JJ Irish Life & Permanent plc reorganisation via scheme of arrangement.

JJ Gilead Sciences on acquisition of Nycomed.

JJ Champion Sports on its acquisition and subsequent sale to JD Sports.

JJ Custom House fund administration on its merger with Equity Trust fund administration.

JJ ABN Amro on sale of Fortis prime funds solution business to Credit Suisse.

BACkGROUND

Lee Murphy is a Partner in the Firm’s Corporate Department. He specialises in mergers & acquisitions, private equity and fund-raisings, group reorganisations, corporate restructurings, insolvency led sales and acquisitions, shareholder arrangements, corporate governance matters, contractual and general corporate advisory matters.

Before training as a solicitor Lee trained and practised as a Veterinary Surgeon for 7 years, giving him a deep understanding of the agriculture industry in Ireland \and various issues arising within the food and beverage sector from initial producer stages onwards.

EXPERIENCE

5. TEAM PROFILES


John ComanPartner


JJ Pernod Ricard in connection with the Irish aspects of the acquisition of the Absolute brands from the Swedish Government the Allied Domecq acquisition.

JJ The board of Quinn Group Ltd, one of Ireland’s largest private companies, on the restructuring of €1.3bn.

JJ Cartrawler on the sale to ECI.

JJ Champion Sports on a debt equity swap and sale.

JJ Escher Group plc on its floatation on AIM.

JJ Irish Distillers on ongoing advisory and contractual matters.

JJ The largest shareholder on the sale of NCB to Investec.

JJ SanDisk Corporation on a global group structuring transaction.

JJ Gilead Sciences on the acquisition of the Nycomed facility in Cork.

JJ McAfee on the establishment of its European Headquarters in Ireland.

BACkGROUND

John Coman is a Partner in the Corporate Department and leads the Firm’s Inward Investment team. His areas of practice include mergers and acquisitions, joint ventures, inward investment and general corporate work.

He joined A&L Goodbody in 1989 and became a Partner in 1995. During 1993 and 1994, John managed the Firm’s New York office.

EXPERIENCE

MARkET RECOMMENDATIONS

John is recommended in IFLR1000 2013, Chambers Global 2008, 2009, 2010, 2011 and 2012 where he is described as “capable and affable”, a “very solution-driven lawyer”, “pragmatic and commercial” and “efficient and experienced”. He is also recommended by Best Lawyers 2010.


Sheena DoggettPartner


JJ Nestlé on its acquisition of Pfizers’ Infant Nutrition business.

JJ Funds managed by Apollo on the acquisition of the MBNA Irish.

JJ Sumitomo Mitsui Banking Corporation on its acquisition of RBS Aerospace.

JJ HSBC on its disposal by auction of its insurance and reinsurance operations.

JJ Telecity Group on its acquisition of Data Electronics.

JJ Creganna Tactx Medical’s sale to Funds managed by Permira.

JJ The acquisition of Beamish & Crawford by Heineken.

JJ The refinancing of TV3.

JJ The acquisition of Airtricity by Scottish & Southern Energy.

JJ The sale of TV3 to Doughty Hanson.

JJ The restructuring of SR Technics Irish operations.

JJ The sale of Irish Shell to Topaz.

JJ The establishment of European HQs for various multinationals - including kellogg & Doosan Bobcat.

BACkGROUND

Sheena Doggett is a Partner in the Firm’s Corporate Department and has worked with A&L Goodbody for more than 20 years. A&L Goodbody’s M&A team has been ranked No.1 Irish M&A Law Firm for 2012 by each of the leading international research publications – Mergermarket, Bloomberg, Thomson Reuters and Corpfin

Sheena’s key areas of expertise include Corporate Finance, Mergers and Acquisitions, Joint Ventures, Private Equity, Employee Benefits, Corporate Restructuring, Corporate Governance and General Commercial Matters.

Sheena’s practice involves working on behalf of a wide range of domestic and international corporations, both public and private and for private equity funds and financial institutions, with significant operations in Ireland.

EXPERIENCE


Sheena is recommended by a number of legal publications and directories including IFLR1000, Chambers Global, PLC Which Lawyer?, and The Legal 500. “Sheena is admired by commentators as a tough lawyer who builds good relationships with her clients” (Chambers Global). Chambers Global describes her as “fantastic” and is “adept at handling difficult issues.” Clients see her as “extremely competent and responsive” as well as “pleasant and personable.” In Chambers Global she is described as a “no-nonsense and immensely capable lawyer.”


Mark WardPartner


JJ Premier Foods on its manufacturing Co-Pack arrangements with Boyne Valley Foods.

JJ Bloomberg L.P. on its acquisition of PolarLake Limited.

JJ ABP Food Group in the acquisition of interests in C&D Foods.

JJ Icon plc in its acquisition of Firecrest.

JJ Capita Group in its acquisition of AIBIFS.

JJ GenNx Capital Partners (US private equity) in connection with its increased shareholding in Syncreon.

JJ Axereal Union de Cooperatives Agricoles on its acquisition of the malting business of Greencore for €116m.

JJ Irish Life & Permanent plc in connection with the State recapitalisation.

JJ Icon plc on its acquisition of Oxford Outcomes.

JJ Blockbuster, a leading global provider of media entertainment on its sale of Xtra-vision Limited to Birchhall Investments.

JJ Bord Gáis Éireann on the acquisition of SWS Energy.

BACkGROUND

Mark Ward is a Partner in the Firm’s Corporate Department and Head of Mergers & Acquisitions. He specialises in mergers and acquisitions, company law, corporate finance, private equity, joint ventures, venture capital, corporate restructurings, commercial contractual arrangements and corporate fundraisings.

Mark’s clients include public and private corporates, private equity, financial institutions and commercial enterprises generally. Mark’s work ranges from general advise on compliance, including corporate governance, to advise on transactions, restructurings and on commercial contract arrangements.

EXPERIENCE


Mark is recommended by a number of leading legal directories including Chambers Global 2008, 2009, 2010, 2011 and 2012, Best Lawyers 2010, the Legal 500 2008, European Legal Experts 2009 and PLC which lawyer? 2011. “Mark Ward is a top-tier M&A and public company lawyer” (The Legal 500). “He is highly regarded by clients, who say he is very impressive and excellent at communicating his point” (Chambers Global 2012). “He is well regarded by clients as an energetic and focused lawyer with a hands on approach” (Chambers Global 2011). “Mark is an excellent leader in M&A” (Chambers Global 2009). Commentators describe him as “practical, commercially astute and adept at managing major transactions” (Chambers Global 2010). He is also described as a “top-class lawyer” (Chambers Global 2008).


Kevin PowerAssociate


JJ An International Law Firm, in relation to advising a multinational manufacturer of medical devices on all of the regulatory requirements referable to medical devices in the Irish sector.

JJ An Irish manufacturer of high potency drugs, on a potential regulatory investigation and enforcement action by the Irish Medicines Board as a consequence of allegations made by an employee with regard to the alleged improper use of a potentially teratogenic high potency drug.

JJ Baxter Healthcare, on various regulatory aspects of the regulation of blood and blood products in Ireland.

JJ Pfizer - on various regulatory aspects of the operation of the High Tech Drugs Scheme (HTDS) in Ireland.

JJ Biovail Technologies (Ireland) Ltd - with regard to various regulatory and supply chain aspects of their setting up of a wholesaling facility in Ireland.

JJ A veterinary medicine manufacturer on a potential enforcement action by the Department of Agriculture, Forest & Fisheries, in respect of allegedly excessive drug residues in animal milk, intended for human consumption.

JJ A cosmetics manufacturer on a potential regulatory action by the Department of Agriculture, Fisheries & Forestry in respect of an alleged contravention by them of the provisions of the Cosmetics Product Directive and the Biocidal Product Directive (and the relevant Irish implementing legislation).

BACkGROUND

kevin is an Associate within the Regulatory and Healthcare and Life Sciences Unit of the Litigation and Dispute Resolution Group at A&L Goodbody. He joined the firm in 2005. kevin advises a wide range of clients in the pharmaceutical and food and beverage sectors on various regulatory issues affecting the sector, and on those issues affecting the healthcare supply chain, in particular. He also has a wider practice advising clients in the broader healthcare sector on a wide range of legal, ethical and regulatory issues as well as representing healthcare clients before the courts and other statutory inquiries.

Before training as a solicitor, kevin trained and then practised as a medical doctor for 7 years, giving him a deeper understanding of the pharmaceutical and healthcare sector, and the regulatory, scientific and clinical issues that arise.

EXPERIENCE


Alan McCarthyPartner


JJ Alan specialises in advice on the competition law implications of mergers and joint ventures. He has advised on many of the recent mergers notified to the Irish Competition Authority (including mergers that have been investigated in Phase 2 of the Irish Competition Authority’s merger procedures) and on mergers notified to the European Commission.

JJ Alan also specialises in advice on competition law enforcement issues (such as leniency applications, dawn raids, compliance programmes and competition law litigation) as well as complaints to the Irish Competition Authority and the European Commission. He has significant sectoral regulatory experience, particularly in the telecommunications and energy sectors in Ireland. In addition, he advises on a wide range of other EU law matters such as State aid.

BACkGROUND

Alan McCarthy is a Partner in EU, Competition & Procurement Group. Alan has represented clients in a range of sectors including food and beverage, telecommunications, aviation, banking, insurance, healthcare and petroleum before the Irish Competition Authority and the European Commission

EXPERIENCE


Alan is recommended in a number of leading legal directories where he is described as: “An outstanding, straightforward, pragmatic adviser” (Chambers Europe 2012); Erudite and technically very astute” (Chambers Europe 2011); “A brilliant, pragmatic lawyer who focuses on the important issues” (Chambers Europe 2010); “An incredibly hard worker who is technically skilful on complex issues” (Chambers Europe 2009) and “Extremely knowledgeable on competition law issues, very hardworking and thorough” as well as “Even-tempered and courteous” (Chambers Europe 2008). He is also recommended in Global Competition Review 2009 as being among the world’s pre-eminent Competition lawyers and is ranked in Best Lawyers 2010, The International Who’s Who of Competition Lawyers 2010, PLC Which Lawyer? 2008, 2009, 2010 and 2011, The Legal 500 2008 and Who’s Who Legal 2010 and 2011.


Alison FanaganConsultant


JJ As a litigator, Alison specialises in judicial review cases, challenging decisions of regulatory and public bodies. She defends companies and directors against environmental and health and safety prosecutions, planning injunctions and other regulatory enforcement actions. She advises on the full spectrum of contentious and non-contentious environmental work including advice on IPPC and waste licensing, third party liability claims, corporate support/due diligence and planning oral hearings particularly for large infrastructural projects.

JJ Amongst Alison’s clients are Tk Maxx, Irish Distillers, Anglo American Mining Corporation, Ferrovial Agroman, Panda Waste, Pfizer, Irish Waste Management Association, One51 and Balfour Beatty.

BACkGROUND

Alison Fanagan is a Consultant in the Firm’s Litigation and Dispute Resolution Department and a former Partner of A&L Goodbody. She is joint head of the Environmental and Planning Group.

EXPERIENCE


She is recommended in a number of leading legal publications including Chambers Global 2010, 2011 and 2012, The Legal 500 2009, 2010 and 2011, PLC Which Lawyer? 2008, 2009, 2010 and 2011 and Who’s Who Legal 2010 and 2011.

Credited as an “incredibly commercial, practical and proactive lawyer” (Chambers Global 2012). She is “admired for her strong environmental practice, to which she adds expertise in regulatory litigation and judicial review” (Chambers Global 2011); “highly regarded for her strong knowledge of waste management and planning issues” (Legal 500, 2010); is praised for providing “timely and effective legal advice and solutions, rather than sitting on the fence” (Chambers Global, 2008) and is “business-like and very accomplished” (Chambers Global 2009). Alison is also ranked by Best Lawyers 2010, Chambers Europe 2008, European Legal Experts 2009 and Who’s Who Legal 2010 for her expertise in Planning and Environment Law.


John CahirPartner


BACkGROUND

John Cahir is a Partner in the Firm’s IP & Technology Group. His practice covers both contentious and non-contentious aspects of intellectual property, information technology, data protection and media law.

EXPERIENCE

John advises clients across a wide range of industry sectors on their IP and technology law requirements. He has acted on some of the highest profile technology disputes to come before the Irish courts as well as on the leading transactions. He acts for many of the multinational corporations that have established their European operations in Ireland and he also advises a wide spectrum of domestic clients.


John is described as “outstanding” by the Legal 500 (2012) and “highly regarded” by Chambers Europe (2012). He has also been recommended in Chambers Europe 2011, Chambers Global 2008, 2009 and 2010 and the Legal 500 2008, 2010 and 2011


Jason MilneAssociate


JJ Advising a major utilities operator on environmental legal issues associated with the acquisition of the Tarbert and Great Island power plants, including advising on the current financial provisions in place in respect of clean-up liability following the closure of the plants.

JJ Advising the owners of Strancally Castle and Demesne, Co Waterford in relation to an appropriate assessment under Habitats legislation for works carried out in an area of the River Blackwater candidate Special Area of Conservation. This also includes advising on the substitute consent procedure under section 57 of the Planning and Development Act 2010.

JJ Advised an American private equity investment group on the environmental due diligence aspects of a proposed acquisition of a major Irish retailer.

JJ Shannon LNG in respect of the Strategic Infrastructure planning application for a liquefied natural gas terminal on the Shannon estuary, the first successful application of its kind in Ireland.

JJ Bord na Mona on the Strategic Infrastructure planning application for the extension of Drehid Landfill. This included carrying out a legal review of the EIS and preparing witnesses for the oral hearing.

JJ Advised Finnavera Renewables on a strategic response to a proposed grid connection offer for a 100 MW capacity/€200 million on-shore wind farm project, where the proposed connection route would traverse a Special Area of Conservation and would be unlikely to obtain satisfactory planning approval.

BACkGROUND

Jason is an environmental lawyer, who previously worked as an environmental consultant and, as a result, has over 13 years experience in the field.

At A&L Goodbody Jason specialises in the areas of environmental and planning law, as well as practising commercial litigation. He has gained extensive skills across a wide variety of environmental services, with specialist knowledge in the areas of Strategic Infrastructure, Environmental Impact Assessment, IPPC licensing, and contaminated land assessment, monitoring and remediation. He advises on a wide range of environmental issues including advising on habitats legislation, the assessment of environmental risk, defending prosecutions, regulatory and compliance issues, environmental due diligence, the preparation and review of environmental warranties, negotiating indemnities and disclosures. He also advises on planning issues including appeals, oral hearings, compulsory purchase orders and judicial review.

EXPERIENCE


Peter StaffordPartner, Chair of Belast Office


JJ Sysco Corporation on its acquisition of Crossgar Foodservice.

JJ kilhorne Bay Seafoods on its disposal of Rockall Seafoods Limited.

JJ Body Shop International plc on buyback of its Norther Ireland franchise stores. \

JJ Atlantic Bridge on its investment in Sophia Search.

JJ Motis Ireland Ltd on its acquisition of the agency business of Dover Harbour Board.

JJ Crescent Capital on its equity investments into i-path diagnostics and Axis Three.

JJ The Viridian Growth Fund and the Nitech Growth Fund on their early stage equity investments in local startup companies including Fusion Antibodies, TraceAssured and Biomass CHP.

JJ Certus on its outsourcing service level agreement with Bank of Scotland (Ireland) and issues pertaining to its establishment in Northern Ireland.

JJ Axereal Union de Cooperatives Agricoles on its acquisition of the malt business of Greencore Group.

JJ National Museums Northen Ireland on various commercial matters.

JJ Northern Bank on various financing matters.

JJ Icon plc on its acquisition of Oxford Outcomes.

JJ Invest Northern Ireland on all areas of company and commercial law.

JJ A global private equity consortium on its bid for Belfast City Airport.

JJ Britvic on the Northern Ireland aspects of its €249m acquisition of the soft drinks and distribution businesses of C&C Group.

JJ Datactics on its recent funding round led by Thule Investments.

JJ kelsius on its recent funding round led by Enterprise Equity.

JJ Suki Teahouse Ltd on the equity investment of

BACkGROUND

Peter Stafford is Chair of our Belfast office and is a member of the Corporate Department. He specialises in corporate finance work including public and private company acquisitions and disposals, management buy outs, private equity transactions, projects and commercial contracts. Peter trained and worked following qualification with City law firm, Herbert Smith. In April 2013, Peter was awarded the prestigious award of “Dealmaker of the Year” by Insider.

EXPERIENCE


Peter is rated as a leading corporate finance lawyer in Chambers Uk and Legal 500. He is described as “very creative” by (Chambers Uk 2013); “A high quality lawyer with a quiet, reassuring approach that gives clients confidence” by (Legal 500 2012); “Very commercially astute and very responsive to requirements” by (Chambers Uk 2012); “Exceptional lawyer” by (Legal 500 2011) and “Technically excellent and very reliable” by (Chambers Uk 2011).


Ivan WaidePartner, IP & IT


JJ Coca Cola GB & Ireland in respect of media advertising campaigns for its beverage products

JJ Heineken in relation to website terms and conditions, promotions and competitions, sponsorship and other commercial agreements in relation to its products

JJ McDonalds in relation to IP enforcement matters

JJ Premier Foods plc in relation to the disposal of its Irish brands business to Boyne Valley Group

JJ Petruzzi’s Family Recipes in relation to food manufacturing and distribution arrangements

JJ Axereal on commercial, IP and technology aspects of its acquisition of a multi-jurisdictional malt business

JJ An international drinks company in relation to its bid to acquire a leading whiskey distillery

JJ Campbell Bewley in relation to commercial and IP aspects of its acquisition of Bolling Coffee

JJ Sysco Corporation in relation to IP and technology aspects of its acquisition of Crossgar Foodservice

JJ Simply Zesty in relation to its provision of digital branding services to an international drinks company

JJ Wilson’s Country in relation to IP licensing arrangements for potato cultivars

JJ Vodafone in relation to IP enforcement matters in Northern Ireland

JJ A large US pharmaceutical company as regards IP ownership matters relating to its Northern Ireland-based employees

JJ Colgate-Palmolive Uk on unauthorised third party parallel importation of its products and the protection of its trade mark rights

JJ Noonan Services Group in relation to a business process outsourcing arrangement

JJ Sentel in relation to its contractual arrangements and commercialisation of IP

JJ Talksport in relation to brand protection and commercial matters

JJ Smiley Munroe in relation to manufacturing and distribution arrangements

JJ Echo Managed Services in respect of a large outsourcing project

JJ Grant Thornton Uk in respect of various commercial, outsourcing and technology agreements, and data protection compliance advice

JJ Lohmann Animal Health in respect of R&D collaboration agreements and related exploitation of IP

BACkGROUND

Ivan Waide specialises in commercial, intellectual property and technology matters. Ivan has extensive experience in teh protection and commercialisation of intellectual property, in a broad range of contexts, including licensing and technology transfer agreements, collaboration and strategic partnership agreemetns and joint ventures.

Ivan has also extensive experience advisingon data protection law and technology transactions, including business process and ICT outsourcing and service level agreements. Prior to returning to Northern Ireland, Ivan worked for eight years with an international law firm in London, Munich and New York. Ivan is recommended in both Legal 500 and Chambers Uk where he is described as “a brilliant lawyer” and “his knowledge of IP is incredible”.

EXPERIENCE


Kate KeithSolicitor, Corporate & Commercial


JJ Sysco Corporation on its acquisition of Crossgar Foodservice

JJ kilhorne Bay Seafoods on its disposal of Rockall Seafoods.

JJ Invest Northern Ireland on the disposal of its shareholding in Lagan Technologies Ltd to kana Software Ltd.

JJ VFM Healthcare in relation to all aspects of the c€5million acquisition of the business and assets of a private hospital and nursing home.

JJ Clarendon Fund Managers on their investments into Vertical Wind Energy Limited, Biomass CHP and Dark Water Studios.

JJ Brook Vent Holdings on its restructuring.

JJ Invest Northern Ireland and National Museums of Northern Ireland in relation to a range of matters.

JJ Quinn Group on NI corporate aspects of its restructuring.

JJ UTV on sales of its radio stations in England and on acquisition of SportMedia (in administration).

JJ Biofel and Biofel Ireland in relation to structuring of cross border funding arrangements from a purchasing investor and subsequent share sale.

JJ The management team of CJ Higgins Financial Services on its buyout to form Legacy Wealth.

JJ 3fivetwo Medical on corporate and commercial strategy and activities.

BACkGROUND

kate specialises in assisting on mergers and acquisitions, joint ventures, partnerships, venture capital/private equity and general commercial matters. Before returning to Belfast in 2008 kate spent four years at global law firm Linklaters LLP. kate recently spent time working in the firm’s Dublin office where he advised on the €4.0 billion recapitalisation of Irish Life & Permanent p.l.c and the IPO and admission to AIM of Escher Group Holdings p.l.c.

EXPERIENCE

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