Our Client:  Oxford Foods

The owner of a pickle manufacturing facility in South Deerfield, Massachusetts, announced that the facility would be closed, leaving area cucumber growers with no local outlet for their produce.  Five of the major growers combined forces with the former plant manager and sought our advice on how to accomplish the acquisition in time for the cucumber harvest.

Business attorney Oliver Stalter advised the group to purchase assets rather than stock.  He reviewed the company’s financial structure and noted that a substantial portion of the financing consisted of low interest tax-exempt bonds. Rather than pay off the bonds with higher rate financing, he structured the acquisition financing so that the bonds stayed in place.  He also assisted the company in obtaining financing assistance from First Pioneer Farm Credit  and the Town of Deerfield.  He finalized negotiations of the asset purchase agreement and the complex three-part financing just in time for the cucumber harvest.

Four years later, the owners of Oxford Foods decided to sell the company. They asked for advice in hiring a business broker and Attorney Stalter referred them to the firm that found the buyer.  He also brought in his client Chittenden Trust Company to serve as escrow agent for a portion of the purchase price. Within a few weeks of obtaining a letter of intent, the purchase and sale agreement was negotiated and the deal closed. Six months later the escrow funds were released.

Attorney Gil Whittemore worked on trademark and licensing aspects of both the original acquisition and the sale of the company.  Attorney Jill Dinneen worked on the purchase and sale agreement and related documents for the sale of the company.  We are now assisting with the disposition / development of the company’s real property.

Our approach to providing legal advice on business transactions is to become deeply connected to the goals and business opportunities of our clients.  Our clients can count on us to help guide them through important transactions with quality, care and efficiency.