Cross-border deals in food and agriculture rarely follow a predictable script. They involve real assets, regional realities, and a sector that moves quickly with commodity cycles.
That was exactly the backdrop when we advised Dutch-based Bontrup on the sale of its US dairy division, United Dairy Group (UDG), to GreenTop Acres, a family-owned dairy farming business based in Ohio.
Our role was to take a business that had improved materially under Bontrup’s ownership, position it clearly to the right buyer group, and run a tailored process that balanced value, certainty, and long-term stewardship.
Bontrup had acquired the platform out of a challenging situation and successfully stabilised and professionalised the operations. However, dairy farming was not core to its long-term strategy. As a diversified group primarily focused on the collection and transport of aggregates and related infrastructure activities, Bontrup recognised that this asset sat outside its core divisions.
Market conditions were also supportive. Performance had strengthened, commodity pricing had improved, and inbound interest from potential buyers signalled that the timing was right. At the same time, the family had conviction that the next phase of growth would be best led by an owner with deep expertise in the dairy value chain and the scale to navigate the volatility inherent in the sector.
Against that backdrop, the objective was clear: secure a strong outcome for Bontrup while ensuring the business transitioned to a long-term steward better positioned to drive operational synergies and future expansion.
A company improved under Bontrup’s ownership
UDG is a leading integrated dairy farming operation in the US Midwest, operating four modern farms in Indiana and Ohio with around 8,000 dairy cows. It also benefits from supply chain control through its logistics subsidiary, supporting reliable, cost-efficient delivery from farm to processor.
Timing was also important. In a commodity-linked sector, performance can look very different year to year. At the point of sale, the business had returned to profitability and performance had recovered meaningfully compared to the period when the farms were originally acquired.
There were also longer-term initiatives underway. UDG had invested in areas such as manure-to-energy projects and fertiliser recovery, with early-stage sustainability work that could be built on by the right owner.
A cross-border process built around fit and certainty
This wasn’t a deal where you could simply set a rigid timetable and expect the market to follow. Appetite was selective, and the buyer universe was mostly US-based operators who think pragmatically and move at their own pace.
What resonated most with buyers
For buyers, this was never only about the number of cows. The attraction was a combination of assets, operations, and regional position.
Several features consistently stood out:
- Modern, well-maintained farms in a strategically important region, where proximity to end markets and processors matters
- A fully integrated operating model, spanning herd management, feed production and logistics, which strengthened control and resilience
- Operational discipline and reporting, which helped build confidence in a sector where businesses can still be run more informally
- A distinctive approach to farm operations, including a structure that used specific farms for different cow lactation stages, which isn’t the usual model
For the right buyer, that mix created an opportunity to add scale on a strong operation, rather than take on a project that needed fixing.
So we designed a process that did three things well:
- Prepared and packaged the story clearly, enabling buyers to see the operational improvements, the asset base, and where future value could be created
- Focused outreach on the right buyers, prioritising credible regional consolidators where scale and local know-how would translate into real synergies
- Managed complexity without distracting management, coordinating local advisers on valuation, tax, and legal matters, and keeping momentum through a time-sensitive path to closing
Together with our US partner, KeyBanc Capital Markets, we engaged the most credible buyers, and addressed their initial questions quickly and comprehensively to help them understand the United Dairy Group opportunity, while keeping management focused on day-to-day farm operations throughout.
We ran a disciplined and structured process, using a tight diligence tracker and setting clear timelines and deadlines to maintain momentum. At the same time, we coordinated a wider group of specialist advisers to ensure US-specific legal, tax and financing requirements were handled properly, while keeping execution anchored around the needs of a Dutch seller, with Dutch tax implications.
The aim throughout was deal certainty, with a clear path to closing and a buyer who was the right long-term owner for the farms, the people, and the business/operation.
What resonated most with buyers
For buyers, this was never only about the number of cows. The attraction was a combination of assets, operations, and regional position.
Several features consistently stood out:
- Modern, well-maintained farms in a strategically important region, where proximity to end markets and processors matters
- A fully integrated operating model, spanning herd management, feed production and logistics, which strengthened control and resilience
- Operational discipline and reporting, which helped build confidence in a sector where businesses can still be run more informally
- A distinctive approach to farm operations, including a structure that used specific farms for different cow lactation stages, which isn’t the usual model
For the right buyer, that mix created an opportunity to add scale on a strong operation, rather than take on a project that needed fixing.
Our role was to take a business that had improved materially under Bontrup’s ownership, position it clearly to the right buyer group, and run a tailored process that balanced value, certainty, and long-term stewardship.
Why GreenTop Acres was the natural next owner
GreenTop Acres already had a meaningful presence in the region, and the acquisition of UDG brought immediate scale. With the addition of around 8,000 cows, GreenTop became one of the larger scaled operators in the US Midwest, with more than 20,000 cows across the combined group.
Importantly, management had a strong voice in selecting the right buyer. From the early interactions, there was a genuine connection between the teams: mutual respect, a shared way of operating, and a clear desire to work together going forward. For the Bontrup family, it wasn’t enough to reach attractive terms on paper; they wanted to be sure the management team was fully behind the transaction and confident in the new ownership.
From a strategic perspective, the combination also created clear operational advantages. Scale supports efficiency across the supply chain, strengthens logistics, and creates more leverage when serving large processors and retailers. GreenTop was also closer to the day-to-day operating environment than an overseas owner could ever be, which positioned it well to continue improving performance and be a credible partner for UDG in the years to come.
What success looks like now
For Bontrup, the transaction achieved a clear strategic outcome. It secured a new long-term home for a non-core asset, allowed management to return to core priorities, and reduced future exposure to the volatility that comes with dairy operations.
The deal also creates a stronger platform for sustainable growth for GreenTop Acres and UDG. The combined group now has the scale, regional footprint and operational depth to keep investing in efficiency, capability and resilience as the market continues to consolidate.
Across the wider Midwest dairy market, it’s another signal of where value is being created: efficient operators, scaled market players, and owners with the local capability to drive performance through cycles.
Managing the realities of a cross-border, asset-heavy transaction
This deal came with the practical complexities you’d expect: European sellers, US assets, and a US buyer in a sector that doesn’t always speak in traditional M&A terms.
We addressed those complexities head-on. We commissioned CBRE to prepare detailed real estate due diligence reports, giving buyers a clear, property-by-property view of the farms and underlying land assets. In parallel, Bontrup provided robust herd and feed monitoring data, offering transparency on the biological asset base and the key performance drivers of the business. Given that the inventory is alive and constantly evolving, it was critical to provide accurate information early and keep buyers regularly updated throughout the process.
Alongside this, we conducted ESG due diligence with DLA Piper to identify and assess any environmental, regulatory or operational risks associated with running a large-scale agricultural operation. Addressing these considerations proactively provided buyers with confidence and reduced execution uncertainty in a sector where compliance and sustainability standards are increasingly scrutinised.
We worked closely with DLA Piper to draft the legal documentation in a way that reflected the realities of the transaction and aligned the expectations of both seller and buyer. With a Dutch seller and a US buyer coming from different commercial and legal traditions, careful structuring and clear drafting were essential to ensure both sides were comfortable as the deal moved towards signing and closing.
That complexity was navigated by building the right team around the transaction and keeping communication clear and pragmatic throughout. Time zones were a factor, but they also helped in the final stages. When the process tightened, the ability to move work forward almost around the clock became a real advantage.
The process also reflected the nature of the market. A rigid approach would have slowed things down and risked losing momentum. Instead, we stayed flexible, helped buyers build conviction at the right pace, and kept focus on achieving a clean, workable outcome.
What success looks like now
For Bontrup, the transaction achieved a clear strategic outcome. It secured a new long-term home for a non-core asset, allowed management to return to core priorities, and reduced future exposure to the volatility that comes with dairy operations.
The deal also creates a stronger platform for sustainable growth for GreenTop Acres and UDG. The combined group now has the scale, regional footprint and operational depth to keep investing in efficiency, capability and resilience as the market continues to consolidate.
Across the wider Midwest dairy market, it’s another signal of where value is being created: efficient operators, scaled market players, and owners with the local capability to drive performance through cycles.
Guiding owners through complex cross-border exits
This transaction reflects how we work best. We combine sector insight with practical execution, building the right adviser ecosystem around each deal and shaping the process around the realities of the market rather than a template. Our focus is always on maximising value while protecting certainty and management bandwidth, particularly in situations where operational continuity matters.
That approach is especially effective in asset-heavy sectors, where detailed diligence, local execution capability, and genuine buyer fit ultimately drive outcomes. In those environments, structure and discipline matter, but so does judgement.
If you’re considering a sale (or just want a view on timing), we’re happy to share how we’d think about it.
Ready to talk?
To find out more about how we can help your business:
Clearwater advisers
Christian van Iersel
Senior Associate +31 (0) 6 2051 8726 christian.vaniersel@clearwatercf.com ConnectSuccess Stories
