Hospitality Industry Mergers and Acquisitions

For generations the hospitality, food and alcohol beverage industries have been populated by members focused solely on their specific streams of commerce. A hotel owner focused solely on running the hotel, a food processor focused on converting raw materials into processed goods for distribution, and a brewery owner worked exclusively at brewing beer.

Today, the proliferation of venture capitalists and the globalization of markets have produced a new class of hospitality, food and alcohol industry members – multi-national conglomerates, hedge funds and all manner of private equity investors who are anxious to access the greater margins and more lucrative revenues associated with hospitality, food and especially alcohol. Typically, these new industry members are highly diversified; hospitality, food and alcohol are relatively new pursuits, representing a fraction of their overall interests. Not all of these new players, however, engage with a full understanding of the licensure and qualification requirements imposed on the heavily regulated hospitality, food and alcohol industries.

The professionals of GrayRobinson’s Alcohol Beverage and Food Law Department work to fill those gaps and assure that client investments are fully compliant with regulatory requirements unique to these heavily regulated industries. Our lawyers, former regulators and licensing professionals have deep experience working with national and international interests, including many new owners or investors entering the hospitality, food and alcohol industries for the first time. We help clients understand the dictates of "the three-tier system," the requirements for qualification that vary from state to state, and the unique restrictions imposed by "tied-house evil laws" and other dictates unique to these heavily-regulated industries.

In addition to regulatory compliance and qualification guidance, our Nationwide Alcohol Industry Team specializes in pre- and post-Closing licensure requirements and filing responsibilities for Mergers and Acquisitions and other multi-location projects. Our experience in this area includes recent and continuing work migrating tens of thousands of alcohol beverage licenses and related permits for some of the largest merger transactions ever undertaken in America involving licensed businesses.

  • Representation Examples
    • GrayRobinson’s Nationwide Alcohol Beverage and Food Law Department serves as national regulatory counsel to a leading global energy company in connection with the company’s purchase of a leading gasoline and convenience store chain’s entire U.S. retail operations. This project encompassed the migration of tens of thousands of retail licenses, including over one thousand alcohol beverage licenses as well as petroleum retailing licenses (the largest transaction of its kind).
    • Two nationally recognized importer/wholesaler members of the American alcohol industry, asked GrayRobinson to serve as national regulatory counsel in connection with their merger into a single, consolidated business entity. GrayRobinson’s Nationwide Alcohol Beverage and Food Department worked to successfully complete the closing on this multi-state transaction within a significantly compressed timetable.
    • GrayRobinson served as national regulatory counsel in connection with a client’s successful bid for, and subsequent acquisition of, a multi-state restaurant chain valued at approximately $1 billion. 
    • GrayRobinson served as national regulatory counsel in connection with a global hospitality leader’s sale of its nationwide restaurant chain to a private equity firm. The transaction encompassed approximately 800 licensed restaurants across North America. Our Nationwide Alcohol Beverage and Food Department provided guidance on structuring the transaction to migrate all liquor licenses, as well as thousands of operational licenses and collateral permits, to the buyer on an expedited timetable. We also handled the licensure work, in conjunction with the buyer’s counsel, to successfully close the transaction.
    • GrayRobinson’s Nationwide Alcohol Beverage and Food Department provided overall project management counsel and Florida licensing counsel in a large conventional supermarket chain’s acquisition of 155 stores in three states from an international food retailer. Work included obtaining alcohol, food, and occupational licensing for all stores in Florida.