Milbank Represents Marfrig in Purchase of Keystone Foods for $1.26 Billion

News
June 15, 2010

FOR IMMEDIATE RELEASE

NEW YORK, June 15, 2010 – The international law firm Milbank, Tweed, Hadley & McCloy LLP represented Marfrig Alimentos SA, a Brazil-based company engaged in the processing and distribution of meat and poultry products, in its agreement to buy 100 percent of the shares of Keystone Foods, a US-based manufacturer of food products and a global distributor to the food industry, for $1.26 billion. The acquisition of Keystone Foods positions Marfrig to be a lead supplier to McDonald's Corp., Campbell’s, Subway, Chipotle, ConAgra Foods Inc. and Yum Brands Inc. Keystone Foods serves more than 28,000 restaurants in 13 countries, and last year had a revenue of $6.4 billion from its food and distribution business.

“This purchase will allow Marfrig to capitalize on the growing global animal protein market and further strengthen its position as a supplier to the top food and restaurant brands,” said Roland Hlawaty, partner in Milbank’s Global Corporate Group.

Andrew Jánszky, founder and managing partner of Milbank’s São Paulo office, commented, “Marfrig has been looking to strategically expand its distribution, and this realizes their goal of acquiring a company with extensive worldwide resources and excellent management.”

In addition to Mr. Hlawaty and Mr. Jánszky, the Milbank team included partners Russell J. Kestenbaum (NY, Tax Department), Lewis T. Putman (DC, Global Corporate Group), Paul J. Wessel (NY, Compensation and Benefits Group), and Global Corporate Group associates Peter Heller and John Timmermann.

Other attorneys involved in the deal included Heraldo Geres, General Counsel of Marfrig Foods, and Weil Gotshal partner Michael Weisser and associate Michael Szlamkowicz, who represented the sellers, NY-based private equity firm Lindsay Goldberg LLC.

To finance the purchase, Marfrig will issue a private subscription of debentures worth 2.5 billion reais ($1.3 billion) mandatorily convertible into shares with a term of five years. The transaction is subject to customary conditions, including approval by antitrust authorities.

About Milbank

Milbank, Tweed, Hadley & McCloy LLP is a leading international law firm which has been providing innovative legal solutions to clients throughout the world for more than 140 years. Milbank is headquartered in New York and has offices in Beijing, Frankfurt, Hong Kong, London, Los Angeles, Munich, Singapore, Tokyo and Washington, DC.

The firm’s lawyers provide a full range of legal services to the world’s leading commercial, financial and industrial enterprises, as well as to institutions, individuals and governments. Milbank’s lawyers meet the needs of our clients by offering a highly integrated and collaborative range of services across key practice groups throughout our global network. Milbank’s integrated practice is underpinned by our attorneys’ acknowledged technical excellence, sectoral expertise and a strong tradition of innovation and client service.