Josh Schneiderman is the managing partner of the firm’s Los Angeles office and is a member of the firm’s corporate and securities group. He advises clients on a wide range of transactional matters, including mergers and acquisitions, joint ventures and public and private offerings of debt and equity securities. In addition, Josh advises public and private companies on corporate governance matters and also advises his clients on matters related to franchising.
Josh also advises clients in the cannabis industry. He is familiar with the unique needs of industry clients in light of the present conflict between federal and state laws and local regulations in the space, and he and others in the firm help clients navigate the challenges that arise in that context whether their needs relate to licensing and registration, general corporate matters (including financings, joint ventures and mergers and acquisitions), branding, tax, banking and finance, real estate and employment.
Securities Offerings and Related Transactions
Representation of underwriters and multiple publicly and privately held companies in public offerings and private placements of several billion dollars of secured debt, senior debt and subordinated debt
Representation of underwriters and multiple publicly held companies in public offerings of common stock
Representation of a REIT in its initial public offering
Representation of a public corporation in connection with a tender offer and consent solicitation for several hundred million dollars of its outstanding senior notes
Representation of multiple public corporations in connection with the issuance of warrants to purchase significant minority stakes in the corporations’ outstanding stock in connection with private financings
Mergers and Acquisitions
Representation of an online retailer in purchase of the assets of another online retailer in a foreclosure sale under Article 9 of the UCC
Representation of a craft brewery in its sale to a private equity buyer
Representation of a national trade show in its sale to a European public company
Representation of a private equity fund in the acquisition of two regional private companies in the natural gas pipe line construction industry
Representation of a private equity fund in the acquisition of a manufacturer and distributor of security seals
Representation of multiple public companies in their respective sales to private equity buyers
Representation of a public corporation in its merger of equals with another public corporation
Representation of a franchisor in the home improvement industry in its acquisition of another franchisor in the home improvement industry
Representation of a digital marketing agency in its acquisition by a conglomerate of digital marketing services
Representation of a cGMP certified nutritional and dietary supplements contract manufacturer in its acquisition by a private equity firm
Representation of a cGMP certified nutritional and dietary supplements contract manufacturer in its acquisition of a private label manufacturing business from a nutritional supplements retailer
Cannabis
Representation of numerous California-based cannabis cultivators, manufacturers and retailers on licensing and regulatory compliance matters
Representation of cannabis hardware manufacturer in its acquisition by a publicly traded Canadian cannabis company
Representation of a publicly traded Canadian cannabis company in multiple financings of various U.S.-based cannabis companies through secured-royalty transactions
Representation of numerous cannabis and CBD companies in capital raising transactions through private placements
Representation of numerous cannabis companies in the negotiation of supply and distribution agreements
Representation of California-based cannabis manufacturer in an internal regulatory compliance audit
Franchising
Representation of franchisee of 80+ restaurant concept units in the sale of an approximately 45% preferred equity stake to affiliates of three private equity funds
Representation of a large franchisee in the restaurant space in the redemption of equity interests from certain of its shareholders and a amendments to its credit facility to facilitate additional restaurant acquisitions
Representation of a children’s art studio in structuring strategic alliances to fit within exemptions to U.S. franchising regulations
Representation of an international restaurant concept in connection with registration and franchise agreements in multiple international jurisdictions
Representation of children’s learning center in the establishment of a franchise system, including drafting its franchise disclosure document and franchise agreement
Representation of franchisor in the transportation industry in connection with inquiries by the California Department of Corporations into certain of its franchise practices and disclosures
Representation of U.S.-based franchisor in the mobile-gaming industry in the expansion of its franchise system in Canada
Representation of multiple franchisors in connection with annual updates to their system documentation and registration filings
Other
Routine involvement in transactions in car wash industry, including representation of owners of multiple car wash chains in sales to financial and strategic buyers
Representation of multiple startups in formation and financing matters
Representation of a dissident shareholder in proxy contests to secure representation on the board of directors of a publicly traded corporation and to prevent the sale of the corporation
Representation of a private investor in the negotiation of a limited liability company agreement governing a venture for the development of visual effects technology
Pro Bono
Representation of various nonprofits in matters relating to entity formation, securing federal and state tax exempt status and corporate governance matters
Representation of Hurricane Katrina survivors in securing federal and state emergency relief benefits
Representation of Holocaust survivors to secure benefits from the German government under various reparations programs
UCLA School of Law (J.D., 2005)
Cornell University (B.S., Industrial and Labor Relations, 2002)
National Society of Collegiate Scholars, Member
Dean’s List
Los Angeles Central City Association, Executive Committee (2023-present)
S&W Virtual Networking Professional Community, Co-Founder (May 2020-Present)
Los Angeles County Bar Association
Business and Corporations Law Section
Executive Committee (2012-2020)
Chair (2014)
Secretary (2013-2014)
Los Angeles County Bar Association's 2015 California and Delaware Law Symposium, Steering Committee
"Recent Developments in Cannabis and CBD Franchising," Co-Author and Panelist, American Bar Association, 45th Annual Forum on Franchising, San Diego, CA (November 2-5, 2022)
"Negotiating LOIs in M&A Transactions," Presenter, Long Beach Commercial Real Estate Council (February 11, 2022)
"A Look at Developing Legal Considerations in Environmental, Social and Governance (ESG)," Co-Presenter, Snell & Wilmer Environmental Law Roundtable Series (February 8, 2022)
“Annual Meeting and Proxy Considerations,” Co-Presenter, Fourteenth Annual Proxy Season Update Webinar (January 13, 2022)
“Key Strategies in Negotiating Letters of Intent in Mergers and Acquisitions,” Presenter, SBDC @ University of California, Irvine Beall Applied Innovation Incubator (December 14, 2021)
“Accessing and Raising Capital,” Moderator, California Society of Certified Public Accountants (CalCPA) Cannabis Business Virtual Symposium (August 6, 2021)
“Marijuana and Hemp—What’s the Difference and What’s Legal Now?” Co-Presenter, National Association of Credit Management (NACM) Northwest (May 13, 2021)
"An Introduction to Hemp," Co-Presenter, East Valley Estate Planning Council Webinar (March 17, 2021)
"Raising and Issuing Preferred Equity For Development Deals," Presenter, Long Beach Commercial Real Estate Council, Long Beach, CA (September 13, 2019)
"Lifting the Haze Around the California Cannabis Industry," Presenter, CREW-LA, Los Angeles, CA (May 17, 2018)
“The Business of Marijuana,” Panel Member, Latino Deal Makers - March 2018 Event, Beverly Hills, CA (March 26, 2018)
"Drafting Cannabis Contracts," Presenter, Fundamentals of California Cannabis Law Webinar with LACBA Business and Corporations Law Section and PDM, LLP, Los Angeles, CA (March 21, 2018)
"Key Strategies in Negotiating Letters of Intent in Mergers and Acquisitions," Presenter, Comerica Bank, Los Angeles, CA (September 29, 2017)
"Hidden Pitfalls in Commonly Negotiated Provisions in Key Business Documents," Co-Presenter, Association of Corporate Counsel (Southern California Chapter), Long Beach, CA (September 27, 2017)
"Negotiating Letters of Intent in M&A Transactions," Presenter, USC Gould School of Law Course, Los Angeles, CA (January 2012, January 2013, February 2014)
"Sixth Annual Public Company Proxy Season Update," Presenter, Snell & Wilmer (January 9, 2014)
"Enforceable or Unenforceable? Examining Commonly Used Contract Provisions," Speaker, Association of Corporate Counsel SoCal, Long Beach, CA (June 11, 2013)
"Private Target M&A Deal Points: An Interactive Case Study," Presenter, Private Equity Association Los Angeles (PEALA), Los Angeles, CA (March 8, 2012)