Andrew J Sherman

Practice Areas

TRANSACTIONS

EMERGING GROWTH COMPANIES & VENTURE CAPITAL

FRANCHISING

MERGERS & ACQUISITIONS

PRIVATE EQUITY TRANSACTIONS

DIGITAL COMMERCE

FINTECH

TECHNOLOGY

INTELLECTUAL PROPERTY

TRADEMARK, COPYRIGHT & ADVERTISING

HOSPITALITY & LEISURE

BRAND & REPUTATION MANAGEMENT

CAPITAL MARKETS

SPORTS

NAME, IMAGE & LIKENESS (NIL)

Career

Andrew J. Sherman is a partner in Brown Rudnick’s Transactions Practice Group and co-practice group leader of the firm's Emerging Growth Companies & Venture Capital group. A recognized authority on the legal and strategic aspects of business growth, Andrew’s practice is concentrated on domestic and international franchising, mergers and acquisitions, and corporate counseling.

Andrew focuses his practice on issues affecting business growth for companies at all stages, including developing strategies for licensing and leveraging intellectual property and technology assets, intellectual asset management and harvesting, as well as international corporate transactional and franchising matters.

He has served as a legal and strategic advisor to dozens of Fortune 500 companies and hundreds of emerging growth companies across a number of diverse industries, including leisure and hospitality, food & beverage, retail, financial services, energy, manufacturing, health and life sciences, sports, entertainment and music. He has represented U.S. and international clients from early stage, rapidly growing startups, to closely held franchisors and middle market companies, to multibillion-dollar international conglomerates. He also counsels on issues such as franchising, licensing, joint ventures, strategic alliances, capital formation, distribution channels, technology development, and mergers and acquisitions.

Andrew has written nearly 30 books on the legal and strategic aspects of business growth, franchising, capital formation, and the leveraging of intellectual property, most of which can be found on Amazon. He also has published many articles on similar topics and is a frequent keynote speaker at business conferences, seminars, and webinars. He has appeared as a guest commentator on CNN, NPR, and CBS News Radio, among others, and has been interviewed on legal topics by The Wall Street Journal, USA Today, Forbes, U.S. News & World Report, and other publications.

Andrew serves as an adjunct professor in the MBA programs at the University of Maryland, as well as the Georgetown University Law Center. Andrew is a multiple recipient of the University of Maryland at College Park's Krowe Excellence in Teaching Award.

Professional Memberships

Center for American Entrepreneurship’s (CAE) Advisory Council

American Bar Association (Forum Committee on Franchising; Section on Business Law; Subcommittee on Domestic and International Business Structures and Agreements of the International Business Law Committee)

District of Columbia Bar, Section on Corporations and Business Law

The Society of Franchising

Work Highlights

Transactions

Sing Choi Kee, a global Hong Kong-style restaurant, in its US growth and franchising strategy, including assistance with multijurisdictional regulatory compliance.

Eco Auto, a national franchise of dealerships that specializes in used electric vehicles, plug-in hybrids, and other sustainable auto technologies, in a convertible note financing led by Boston Impact Initiative (BII).

Gunston Ventures, a venture capital firm, on the link between university innovation and venture funding.

Hundreds of franchisors across over 50 industry segments in the preparation and registration of Franchise Disclosure Documents (FDDs), and in the preparation and negotiation of various franchise agreements, including Master Franchising Agreements, Area Development Agreements and single-unit Franchise Agreements.

Wide variety of manufacturer/dealer relationships in a plethora of industries, including kitchen equipment, ATV’s, motorcycles, boating, processed foods, consumer electronics, music, sports and fitness, and fashion, as dealer/distribution/channel advisory counsel.

Multiple minor league sports launches in hockey, baseball, softball and kickball as franchising and league counsel.

Wide variety of projects and in analysis of channels, including auto care, beauty and health, financial services, home improvement and telecommunications as “inadvertent franchise” counsel.

One of the largest food and ghost kitchen conglomerates in the world as franchising and strategic growth counsel.

One of the world’s largest construction materials conglomerates as franchising and innovation harvesting counsel.

M&A

Big Biscuit, a breakfast and lunch restaurant company with 29 branches across Kansas, Missouri, Arkansas and Oklahoma, in corporate, franchising, M&A, and licensing matters.

EON Reality, a leading XR and AI solutions for education and industry, with its de-SPAC merger with Arogo Capital Acquisition, a SPAC.

MOI, an interior designing company that provides commercial furniture solution and modern designs, on general corporate, M&A, labor and employment, litigation and compliance matters.

Repario Data, a global eDiscovery service provider, in its M&A activities, as well as on all aspects of transactions including cross-border deals such as those involving the U.K.

Thunder Power Holdings, a Hong Kong-based premium electric vehicle (EV) manufacturer, in its $400 million merger with Feutune Light Acquisition, a publicly traded SPAC (special purpose acquisition company).

QT Imaging, a medical device company specializing in innovative body imaging systems, in a business combination with GigCapital5, a SPAC backed by private equity firm GigCapital Global.

A wide variety of industries, including hotels/hospitality, restaurants, specialty retail, health and fitness, financial services, etc, as lead or special counsel in dozens of franchising-focused M&A/private equity transactions.

Several franchisor-led corporate venture capital (CVC) funds for investment and M&A initiatives as fund counsel.

Disputes/Litigation

On a wide variety of franchise-related litigation and disputes in industries and matters as diverse as QSR, home improvement, healthcare services and travel/leisure as expert witness or special advisory counsel.

International/Cross-border

Dubai-based tech-powered multibrand restaurant, on corporate, franchise and licensing matters, including the preparation of a federally mandated franchise disclosure document for food and beverage holding group AWJ Investments.

More than 100 cross-border and international master franchising, area development and joint venture transactions as franchising and transactional counsel.

The world’s largest retailer in the negotiation and market entry into India and other regions.

One of the most established and well-respected restaurant brands in the Middle East as franchising and business growth advisors.

Bankruptcy

Stoli Group USA: Official Committee of Unsecured Creditors in Chapter 11 case of spirit maker Stoli Group USA. Andrew is advising on franchising matters. Andrew is advising on franchising matters.

The world’s largest rental car company as corporate franchising counsel and as the franchisor’s bankruptcy and restructuring special franchising counsel.

*Some of the above matters were handled by Andrew prior to joining Brown Rudnick.

Education