Ms Cindy Kay Schmidt

Representative Transactions: 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; 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; 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