Fenwick & West Represents Diamond Foods in $615M Acquisition of Kettle Foods, and Related Equity Offering and Credit Facility

By: Gerald Audant, Douglas N. Cogen, Katherine K. Duncan, Connie L. Ellerbach, Kee Bong Kim, Stuart P. Meyer, David K. Michaels, Mark S. Ostrau, Lynda M. Twomey

Fenwick & West LLP represented its client Diamond Foods, Inc. (NASDAQ: DMND) in its recently announced pending acquisition of Kettle Foods, makers of all-natural Kettle brand potato chips, from Lion Capital LLP, a London-based private equity firm. Diamond will pay $615 million in cash for Kettle Foods, which has operations in both the US and UK. The transaction is subject to customary closing conditions, including regulatory approval, and is expected to close by the end of Diamond's fiscal year 2010.

Fenwick & West also represented Diamond Foods in a $600 million senior secured credit facility and a registered public offering of 4.5 million shares of its common stock, the proceeds of which will be used in part to fund the Kettle acquisition.

The in-house team at Diamond Foods was led by Steve Kim, Senior Vice President, General Counsel and Human Resources. The Fenwick & West transaction team included corporate attorneys Douglas Cogen, Horace Nash, David Michaels, Lynda Twomey, Kee Kim, Aaron Hou, Sam Kwak, Ruomu Li and Katherine Duncan; executive compensation and employee benefits attorneys Mona Clee and Gerald Audant, antitrust attorney Mark Ostrau; patent attorneys Stuart Meyer, Pauline Farmer-Koppenol and Puneet Sarna; trademark attorney Connie Ellerbach; and tax attorneys Ron Schrotenboer and Amanda Athanasiou.

About Fenwick & West

Fenwick & West provides comprehensive legal services to clients of national and international prominence. The firm is ranked by Legal 500 as one of the top five West Coast M&A practices and by American Lawyer and Global Securities as one of the top 25 M&A firms in the United States.

Press Contacts:

Horace L. Nash
Chair, Securities Group

Douglas N. Cogen
Co-Chair, Mergers and Acquisitions Group


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