Premier Foods ‘tests’ Freshfields ahead of usual adviser Slaughters on pickle sale

Ashurst and Freshfields Bruckhaus Deringer have won lead roles on a deal that sees Japanese vinegar manufacturer Mizkan buy popular British sandwich filler Branston Pickle from Premier Foods for £92.5m.

Andrew McDonald
Andrew McDonald

The sale will be the second transaction between Mizkan and Branston Pickle owner Premier Foods in the last year after Mizkan bought the famous Sarson’s vinegar brand in June. The latest transaction sees the sale by Premier Foods of Branston’s sweet pickle, ketchup, relish, salad cream and mayonnaise brands, as well as Premier Foods’ factory in Bury St Edmunds.

Premier Foods, which is behind brands such as Mr Kipling, Hovis bread and Ambrosia creamed rice, has been represented by Slaughter and May for all of its corporate work this year, but has turned to Freshfields as an “alternative top flight firm” for the latest divestment to prepare for the possibility of Slaughters not being available for future deals.

Premier Foods general counsel Andrew McDonald said: “This deal was not one of our planned divestments and so presented the perfect opportunity to test someone else. Slaughters were also busy on other things for us at the time – they remain our main law firm for corporate and strategic advice.”

McDonald worked alongside Freshfields corporate partner Adrian Maguire on the deal, with Ashurst corporate partner Nick Bryans acting for Mizkan.

The Ashurst team also included senior associate Hiroyuki Iwamura and associate Kit Westropp on the corporate side alongside competition partner Euan Burrows, who was assisted by senior economist James Lambert.

The struggling British food maker has sold a number of brands in the last five months, including Hartleys jams and Elephant Atta flour, in a bid to slim down debt and focus the business on eight core “power brands” such as Oxo, Mr Kipling and Hovis. The company is already well ahead of its target to raise £330m by 2014, with the latest disposal taking that number to £370m.

Background to this deal:

As part of a company-wide efficiency drive, McDonald was forced to cut legal costs last year, resulting in him and his five-lawyer team taking most of the commercial work in-house (10 September 2012).

The company relies on a small external legal team focusing on corporate counsel Slaughters and pensions, property and employment adviser Wragge & Co. This deal, however, sees Premier Foods add a new firm to its roster should Slaughters be too busy on other matters for the company in future. Premier Foods’ relationship partner at Slaughters is Michael Corbett.

Ashurst acted for Mizkan on the Sarson’s deal earlier this summer.