“We said, ‘No way,’ that we needed another month,” Barnett recalls.
The client had hoped to sell each portfolio to a single buyer, which would have worked with Taco Bell and Pizza Hut. But Wendy’s refused to sell too many restaurants to one owner. The result was 11 transactions, nine of which used the same purchase agreement across all the restaurants. Even with that simplification, an army of Winthrop & Weinstine attorneys had to contact owners, landlords, and lawyers for buying groups to secure their agreements.
Shareholder Ryan Schildkraut was essentially the project manager for the sale, reading and responding to emails from the seller and working with buyers, lenders and others. “Every day I went through a checklist and tried to prioritize what was most pressing to keep the train moving,” he said.
The firm’s real estate group handled all the real estate issues for the many different locations, and Schildkraut helped to coordinate with that group as well.
By October, all but a small fraction of the deal was done, and the client was thoroughly satisfied. He held a formal dinner in San Antonio that Barnett, Schildkraut, and real estate group leader Tammera Diehm attended.
Barnett believes that successfully completing a deal of this magnitude — possibly the largest-ever franchisee-to-franchisee sale in dollars — will enhance the firm’s reputation. “The credibility associated with this transaction should lead to even more work in this space, with different clients in different parts of the country,” he says.
Read more about Minnesota Lawyer’s superb class of Attorneys of the Year for 2021 here.
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