Case Studies

Flowers Foods

Partners Randy Smith, Ryan Tisch, Shari Lahlou, and Kent Gardiner.
Counsel Olivier Antoine.
Associates Ty Carson, Megan Wolf, Matthew Piehl, Randa Adra, and Britton Davis, and former associate Mika Clark.

What Our Clients Say:
"The Crowell antitrust team was a critical part of our ability to acquire the Hostess brands, and they did an amazing job for Flowers."

- Ryals McMullian, Vice President & Associate General Counsel, Flowers Foods, Inc.

Putting Wonder Bread back on the shelves

When the company formerly known as Hostess Brands, the maker of Twinkies and Wonder Bread, filed for bankruptcy, many consumers feared that these beloved brands would disappear from supermarket shelves forever.

Flowers Foods, one of the largest bakers in the country and the producer of well-known brands such as Nature’s Own and Tastykake, stepped in. The company agreed to be the “stalking horse bidder” in the bankruptcy auction for certain bread brands and related assets, including the Wonder, Butternut, Home Pride, Nature's Pride, and Merita brands, along with 20 bakeries and 38 distribution depots. Crowell & Moring served as antitrust counsel to Flowers Foods, helping the company secure regulatory approval pursuant to the Hart-Scott-Rodino Act.

The Department of Justice conducted a six-month investigation because Flowers, while a regional baker, had a strong competitive presence in the Southeastern U.S. where some of the Hostess brands also had been significant. The matter raised novel issues at the intersection of bankruptcy law and antitrust law, especially whether the DOJ should seek to block a deal that had been approved by the Bankruptcy Court. Our team developed the winning strategy, explaining that Flowers would be in the best position to return the idle assets to the marketplace and use them to expand competition. After a full second request document production and multiple depositions, we ultimately convinced the government to clear the deal unconditionally.

On July 22, 2013, Flowers Foods completed its acquisition of the brands for $355 million, giving the company expanded geographic reach as the country’s second-largest baker, and ensuring that customers will continue to find these iconic brands in supermarkets.

This was the company’s largest transaction ever and one of the largest transactions in the U.S. bread industry. It is illustrative of our success in representing food and agriculture clients across a range of transactional, litigation, and counseling issues.