Our mission is to join distributors together in a common cause and improving business profitability and protecting route equity.
Association is a natural way to survive and thrive in a harsh business environment. In nature, small fish swim in schools, mammals travel in herds and birds flock together because there is safety in numbers. There is also power in numbers when smaller animals work together to confront much larger animals, which is how piranha streams can skeletonize a bull, wolf packs can bring down a caribou and bee swarms can battle a bear. Just as it is easy for a bully to stamp out a single ant, it is dangerous to step on a colony of army ants. If an army of small business owners concentrate and coordinate the efforts, they will find not only safety in the size of their association, but also unexpected collaborations that will lead to individual successes for everyone willing to fight for their own fortune. Improve your skills and building your business.
What is the purpose of the Association?
The purpose of the association is to collaborate our resources so each individual Pepperidge Farm Owner can become more profitable. We also keep our members up to date with the latest industry news that could effect their business. Communications are done through newsletters, Annual Meetings, Road Shows, as well as our message board service. The association puts the greatest priority on keeping our contracts intact and making sure that all parties are adhering to them.
Why should I join POAA?
Distributors and Franchisees should join to protect there greatest asset….their route equity. Since most of us paid substantial sums of money purchasing our contracts, it only makes sense to keep abreast of current situations that could affect you in the future. (By the way, did you know that there are other groups that formed associations like Dairy Queen and McDonald’s). While POAA offers forums to help grow your business, your membership is needed to help us in our current legal dispute against Pepperidge Farm.
What are dues used for?
Dues are used to for the administration of the association (meetings, conference calls, newsletters, and website). Your yearly dues also includes entrance to our yearly meeting held in Las Vegas in late April or early May. The expenses to run the association is minimal, so the excess money goes into a Legal Fund (which is the largest expense the association has).
Are any of the positions such as president or board members compensated in any way?
No, there are no paid administrative or elected positions at POA. Board members who attend road shows do it own their own dime.
How do I get an elected or board position?
There are several positions that are filled each year at the Annual Las Vegas Meeting with terms running from one to three years.
President and Vice President are 2 year terms
Treasure and Secretary are 1 year terms
Directors are elected to 3 year terms
Advisory Board at Large Members are elected to 2 year terms
There are also several committees that members volunteer for such as Legal, publicity, website, and special events
How We Can Help You
POAA drives growth
Pepperidge Farm Independent Distributors (ID) drive more than a billion in sales and distribute tons of bread and snack varieties through Pepperidge Farm’s exclusive Direct-Store-Delivery model. POAA helps IDs grow their independent businesses for the mutual benefit of the entire supply chain.
POAA delivers results
Success is easier to attain when independent business owners harness the economies-of-scale available to our national network of 4,000+ Independant Distributors, and tap into the collective wisdom of and experience of the POAA community that delivers meaning to the motto: “In business for yourself, not by yourself.”
POAA serves Independent Distributors
Independent Distributors can maximize profitability by minimizing their cost-to-serve. Of course, such a seemingly simple business plan is usually complicated by the competing business needs of both ends of the supply chain. POAA helps IDs understand and protect their independent business rights and responsibilities.
POAA protects Independent Distributors
Pepperidge Farm is a wholly-owned multi-billion dollar subsidiary of Campbell Soup, a publicly-traded company with a large market cap. IDs connect Pepperidge Farm with chain accounts like Wal-Mart and Target, as well as regional supermarkets and local grocers, within relatively small exclusive geographic territories.
There have been several associations over the years starting in the mid 1970’s. At that time, Pepperidge Farm replaced the Yellow contract with a Green contract for incoming distributors. The Green contract included several changes that concerned distributors. Several groups started local associations to combat this, but logistical and financial constraints lead to their demise.
In 1987, associations from New York, New Jersey, and California united to form the Pepperidge Farm Owners Association (POA). They held their first national meeting at The Maxim Hotel in Las Vegas, NV in May 1988. Walter Mack was elected president. Members took action to protect Club Store commissions and other distributor concerns, including franchise rights.
In 1987, the Green contract was replaced with the Blue 1987 contract which included more changes for new distributors. Issues such as purchasing handheld computers, and Club store deliveries were important issues.
Shortly after the first meeting the association president, Walter Mack, was disenfranchised by Pepperidge Farm for alleged service issues. Mr. Mack took legal action against the company because he felt that this was their attempt to break the Association and make an example of him. Mr. Mack won his suit and was awarded $1,200,000. Shortly after, Pepperidge Farm Distributors were allowed to service club store accounts.
1989 – 1991
Annual meetings continued to be held in Las Vegas in 1989 and 1990. In 1991 the annual meeting was moved to Orlando, Florida.
The 1992 annual meeting was moved back to Las Vegas. Both 1992 &1993 meetings were held at the Sam Remo Hotel and were attended by Dominic Sidari, Pepperidge Farm Vice President of Sales. Pepperidge Farm introduced the Blue 1992 contract for new distributors.
The Blue 1996 replaced the Blue 1992 contract for new distributors.
In 1997, a second attempt for an east coast meeting was held at Foxwoods Casino in Connecticut. Due to higher costs and a lack of volunteers, these larger venue meetings were discontinued. In the future, a smaller roadshow type format was used to connect independent distributors.
Foxwoods was successful in the fact that a distributor in a major Southern area found out by chance, talking to another distributor from a different area, that they were going to be taken out by Pepperidge Farm. Pepperidge Farm already had a buyer for the territory. This did happen a year later, and the distributor sued Pepperidge Farm over the purchase price which was later settled. The distributor gave an update at the 1999 convention on the Arbitration process but was vague on details due to a non-disclosure agreement. The distributor stated he was very happy with the settlement.
During the 1990s, POA was led by Bill Kovaly with little support. He announced his resignation as president at the 2000 annual meeting. From 2000 to 2002 the association reorganized and in 2003 POA had a new look. Board of Directors, Officers, and committees were formed. Steve Prager was elected president.
Pepperidge Farm also had changes. The Pepperidge Farm employees showing good standing with POA left the company and were replaced with people who viewed POA as combative, not independent owners who were protecting their businesses.
Pepperidge Farm revised the contract once again in Blue 2001 and allowed Corporations and LLCs to purchase contracts. Another major change was the wording in Paragraph 20 – Bakery shall have the right in its discretion to purchase all or any portion of the Distributorship at any time upon written notice to Consignee. The Or Any Portion was added to originally force route splits but later to purchase back club stores from Snack Distributors.
In 2003, legal counsel J. Michael Dady attended the Annual meeting and spent one year researching and establishing POA positions. In 2004, Mr. Dady contacted Pepperidge Farm with the organization’s positions on certain Pepperidge Farm policies. After one year of conversations and exchanging written complaints, Pepperidge Farm stated POA’s positions were invalid and ended any further talks. Pepperidge Farm’s response led to a unanimous vote at the 2005 annual meeting to file legal action against the company. Realizing this was going to take several years and a large bankroll to support, the association decided to take the annual meeting on the road. In six months, the association held 10 ‘roadshow meetings’ for recruitment purposes. These shows have been very successful in growing the association.
Ray Monti was the largest distributor in the country and owned from West Palm Beach to the Florida Keys. After his passing, a new Orange contract was introduced to his employees.
2006 – 2007
2006-2007 were years that POA was in court (Illinois) litigating our claims. Pepperidge Farm was successful in a procedural ruling that denied the Pepperidge Farm Owners Association from litigating on behalf of its members. The judge ruled that while our claims were valid, POA doesn’t have legal standing to file a lawsuit, it would have to be done with individual distributors. This is the reason why ANY owner association CAN NOT bring lawsuits on behalf of their members.
In late 2007, seven POA members started their lawsuit with the financial backing of the association. The federal case was filed in the state of Minnesota. The lawsuit addressed all the allegations made in the previous court filing by POA:
(1) Requiring purchasing distributors to execute a new and less favorable form of written agreement than the written agreement under which the selling distributors operated.
(2) Imposing a policy under which distributors are required to divide their existing geographic territories to procure Pepperidge Farm’s approval of the sale of their entire territories.
(3) Delivering large pallets of Pepperidge Farm products directly to retail accounts within Plaintiffs’ exclusive territories at certain stores.
(4) Imposing chargebacks on Plaintiffs consisting of the wholesale price (minus the commission) of outdated and stale Products returned to Pepperidge Farm that is in excess of a Plaintiff’s given percentage of quarterly sales (over the allotted “thrift cap”).
(5) Accepting the return of outdated Products from Plaintiffs and then not paying the Plaintiffs for such outdated Products.
(6) Terminating Plaintiffs’ rights to make direct store deliveries and taking over distribution, via “central warehouse deliveries,” to certain Circle K, Big Lots, 7-Eleven, Toys “R” Us, Deal Store, Deals-Nothing Over a Dollar, Lowe’s, Walgreens, Rich Oil, Rite Aid, CVS, BP/Amoco, Speedway, Super America, Kwik Trip, and Wawa stores.
(7) Charging Plaintiffs fees for unauthorized pallet deliveries, unauthorized cross-dock deliveries, purchase order changes, and other items; and
(8) Beginning to implement “scan-based trading,” under which distributors are not paid commissions until the Products are scanned through the cash register.
In March 2008, a Federal Judge set the timeline for the court case to be heard. Realizing that the association had already spent $750,000 and was going to need an additional $500,000, a settlement was reached with the seven defendants and the case was closed. It never made it to court.
The POA became insolvent and The Pepperidge Farm Owners Association of America (POAA) was formed with Joe Stein as the first president. The mission would be the same, unite distributors in common causes and protect the contract.
In 2012 POAA was asked to help finance a legal issue concerning the convenience availability issue. The association supported the distributors and the case was settled.
Greater oversight in day-to-day operations by Pepperidge Farm created several legal actions by members in California, Illinois, and Massachusetts. The issue was if Pepperidge Farm was going to treat independent distributors like employees, distributors wanted to be compensated as such OR left alone. Pepperidge Farm spent a week testifying in front of the National Labor Relations Board (NLRB) defending those distributors were independent contractors.
Pepperidge Farm reduced commissions paid to distributors by changing the wholesale for deliveries to Walmart’s under what the company called ‘ a test’. This Everyday Low Pricing Test went on for Bakery Distributors for a few years before the Snack distributors Bulkmania event.
One POAA member took Pepperidge Farm to court over the Bulletin Price issue. Small Claims Court was used even though it doesn’t carry precedent to determine how Pepperidge Farm would defend its action in a State or Federal Court.
The National Labor Relations Board ruled that distributors are independent and not employees. Key testimonies obtained in this hearing will be used later in other litigation.
President Mike Brien announced his retirement after leading the association for six years and Tony Sherman was voted as the new President at the annual convention in Las Vegas. New Board members were also installed at this meeting which included for the first time a Bakery Distributor.
Litigation takes a long time and is extremely expensive. The lawsuits started in 2013, to determine if distributors are employees received Class Action Status in April by a State Appeals Court. A few days later, Pepperidge Farm Senior Vice President resigned and took a position with a Chip Company. Coincidence? Pepperidge Farm asked the Ninth Circuit Court of Appeals to hear the case and it was heard in Spring of 2018. Pepperidge Farm attempted to decertify a lower ruling.
The POAA launched a new website and social media platforms (Facebook, YouTube, Instagram, Pinterest). A YouTube video series called Protect Your Equity was made to educate on how Pepperidge Farm was breaching the contract and was in possible violation of federal law (Robinson Patman Act) by using Price Discriminating practices with Walmart. (See the Video section for more info). The series not only educated the Independent Distributor on the contract and federal law but also demonstrated how to calculate losses and contact Federal and State Authorities as well as litigation options.
Road Shows were reinstituted for outreach in Baltimore in October and Southern and Northern California in November.
The year started with Pepperidge Farm offering an ‘opportunity’ to purchase Club Stores. For those who Blue Contract 2001 or newer Pepperidge Farm reinterpreted a clause in the contract that allows them to buy a ‘portion’ of the territory. Apparently, one account is now considered a portion.
The POAA advised its members to seek legal counsel and those who did, in some cases, received a higher offer for those stores. Several distributors decided to go to arbitration, but the outcomes were not disclosed (confidentiality agreement).
As part of signing Club Store Rights to the company, Pepperidge Farm insisted distributors sign a general release waiver that excused Pepperidge Farm from ALL past contract violations, known or unknown. If a distributor signed, they would receive an additional 13-week commission for club stores. POAA made several videos outlining the pitfalls of signing this waiver.
In April, another extremely successful Las Vegas convention took place. New board members were installed with two members from the Bakery side. Members received an education on their contracts.
In May, Campbell Soup CEO Denise Morrison resigned but stayed on the Board. She was replaced by Mark Clouse in late December.
In October, an east coast roadshow was held in Newark, NJ.
Several Maryland distributors filed an employee misclassification lawsuit in November similar to the California, Illinois, and Massachusetts lawsuits.
A weekly POAA Newsletter was started to keep our members informed. Additional videos were posted to our YouTube site. The Facebook page grew with several industry-related articles posted daily.
The Twitter account was reactivated in November.
Campbell Soup completed the purchase of Snyder Lance.
The forced buyback of Club Stores continued for those with Blue 2001 contracts or newer.
The board released the POAA app in April 2019.
POAA obtains the firm of Fox Rothschild for representation in the CA, IL, MA class-action suit.
Members filed objections to the proposed settlement from the Class Action Lawsuit. The POAA position was that any money paid out should not have any strings attached, IE signing an amendment contract.
POAA held several roadshows to educate our members on the proposed class action settlement.
A court hearing took place in February in Los Angeles and was well attended by members to see firsthand how the process works.
Valerie Oswalt was named Executive Vice President and President Campbell Snacks in March 2020.
The POAA annual convention was canceled due to Covid concerns and shorter Zoom meetings were adopted.
Weekly POAA-sponsored Zoom Calls became an event during the height of the pandemic and slowly changed to every other week, then monthly as the pandemic slowed. Zoom calls created a new avenue for the association to connect with our members. This proved to be effective for those who never attended a Convention or Road Show.
POAA partnered with Data Capture Solutions to provide members with an alternative maintenance contract on hardware devices.
Campbell Snacks releases Tablet computers will be the next handheld device. The POAA starts looking for alternatives.
March – Tablets are tested with a small group of distributors. Members were concerned with the lack of input in the decision-making process. Using a consumer-grade device instead of a rugged commercial unit was also a major concern. Some POAA members wrote to Pepperidge Farm expressing concerns about the choice of Tablet devices and the imposing of new technology fees to cover software, software updates, and tech support. . It wouldn’t be until 2022 that Pepperidge Farm announced that they would allow distributors to Bring Their Own Device.
While there were several court hearings (many virtually), no decision on the approval of the proposed class settlement.
Walmart proposed a program to fine bakery companies for out-of-stock items.
167 Class Members in CA, IL, MA filed official objections to the proposed settlement, an unprecedented number.
A class of Connecticut Bakery Distributors filed a lawsuit over employee misclassification which was settled out of court. POAA filed an Amicus brief with the court in that suit.
Pepperidge Farm experiences severe supply chain issues and implements ordering caps in September on all snack items based on historical numbers NOT the Overall Demand stated in the contract. Product availability issues continued for the remainder of the year.
Pepperidge Farm offered a loan deferment program for distributors who could not afford route payments due to the pandemic product availability issues.
Pepperidge Farm holds its own Listening Tours to hear distributors’ concerns.
Depot consolidation starts with combined depots of Pepperidge Farm Bakery & Snacks and Snyder distributors.
After a horrible January, Supply chain issues began to improve. Items that Pepperidge Farm paused in late 2020 were slowly becoming available. In April, Pepperidge Farm had about 100 snack items available to order.
The POAA annual convention is scheduled for April 22/23 in Las Vegas at the Downtown Grand Casino.
The Mission statement was changed from The POAA is committed to developing, enhancing, and maintaining profitability and route equity for the independent Pepperidge Farm Distributor to Support the Pepperidge Farm business owner protect their contract, maximize profits, and enhance equity