Partner

Joshua H. Soloway

212.885.8872 jsoloway@bartonesq.com
Partner

Joshua H. Soloway

212.885.8872 jsoloway@bartonesq.com
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Joshua Soloway is a corporate transactional partner who provides clients with a multifaceted perspective, drawing on his experience and expertise as an entrepreneur, investment banker, and corporate finance attorney. His practice focuses on advising middle-market, growth stage, and multinational companies and investors across a wide range of industries, including banking, blockchain, energy, infrastructure, industrial, impact investing, media & entertainment, and technology.

Over the years, Joshua has counseled clients on a broad range of matters including mergers and acquisitions; angel, venture capital, and private equity investments; investment and fundraising strategies; cross-border transactions; public and private equity security financings; blockchain, cryptocurrency and ICOs; project finance, energy, and infrastructure projects; secured and unsecured debt transactions; institutional private placements; public listings and initial public offerings; international fund structures; international tax; technology law; intellectual property; corporate governance, and commercial law.

Earlier in his career, Joshua founded a boutique Wall Street law firm that represented international investors and issuers on US capital markets activities. As Co-Founder and CEO of Ameritus Capital Group, he led the firm’s banking and financial advisory businesses, specializing in institutional private placements. Joshua was previously Managing Director of Rainmaker Global, an international consulting firm focused on market expansion and accelerated growth strategies. With over 15 offices around the globe, Joshua launched the firm’s New York office and led it to become the firm’s most profitable office globally, accounting for over 50% of annual worldwide revenues.

Joshua began his legal career at PricewaterhouseCoopers, LLP (PwC), where he advised institutional asset managers, financial institutions, and strategic investors on international tax, fund structuring, and investment transactions, as well as regulatory and compliance matters.

Prior to joining Barton, Joshua was a partner at the international, middle-market law firm, CKR Law, where he led the venture capital and emerging growth company practice group.

In addition to his professional activities, Joshua serves on the board of Child Rescue Association and was appointed Special Counsel to the Vatican’s Impact Accelerator, The Laudato Si Challenge and is a founding member of Forbes Impact. Joshua co-hosts the top-rated Innovation & Leadership, Funding Lab, and Impact Dealmaker podcasts. He is also a frequent speaker on international business, startup and venture finance, energy, and impact investing.

Practices
Industry Experience
B

Matters

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Financial Services, Investment Funds and Securities Regulations
  • Advisor to Sponsor of Media-Focused Venture Capital Fund
    • Advised fund sponsor on the structuring, formation, and fundraising for a new venture capital fund focused on media, entertainment, and technology.
  • Represented Venture Capital Fund on $3 Million Investment
    • Represented a venture capital fund on a $3 million investment in a Series Seed Preferred Stock Financing of a social media and music technology company.
  • Advised on $3 Million Series A Financing
    • Advised a healthcare technology company on a $3,000,000 Series A financing.
  • Aided Foreign Tech Company in Restructuring and Financing of $1.2 Million
    • Represented an India-based advertising technology company with respect to restructuring of its U.S. parent and Indian subsidiary, and Series Seed Preferred Stock Financing of $1.2 million, which was led by one of India’s most prominent venture capital funds.
  • Advised Tech Company on Investment from Google Ventures
    • Advised an emerging technology company on its pre-seed and seed financing rounds, including an Investment from Google Ventures.
  • Represented Media Co. in Seed Financing of $500,000
    • Represented a Middle-Eastern media company on its Series Seed Preferred Stock Financing of $500,000 with a sovereign wealth fund investor.
  • Advisor to AI Company Regarding SAFE Financing
    • Advised an artificial intelligence technology startup on its $500,000 SAFE financing.
  • Advisor to Hardware Tech Company Regarding Restructuring, SAFE Financing
    • Advised a hardware technology company on its restructuring and a SAFE financing of $150,000.
  • Provided Counsel on Formation of U.S.-Managed Private Equity Fund
    • Advised a fund sponsor on structure and the formation of a U.S.-managed private equity fund focused on the food and beverage industry.
  • Restructured Private Investment Vehicles with $350 Million in Assets
    • Advised a Canadian asset manager on the restructuring of several private investment vehicles with assets totaling $350 million.
  • Advisor to Lithuanian Blockchain Technology Company
    • Advised a Lithuanian blockchain technology company on a $735,000 pre-seed financing and restructuring of a Lithuanian blockchain technology company with a Swiss parent.
  • Counsel to Music Tech Company in SAFE Financing
    • Advised a music technology startup with respect to its $150,000 SAFE financing.
  • Advisor to Indian Tech Company on $1.2 Million Series A Financing
    • Advised an Indian early-stage technology company on its Series A financing of $1.2 million.
  • Advisor to Hospitality Tech Company on Pre-Seed and Seed Financing
    • Advised a hospitality technology company on its Series Pre-Seed Preferred Stock Financing of $225,000 and its Series Seed Preferred Stock Financing of $350,000.
  • Advisor to Indian Marketing Co. on $300,000 Financing
    • Advised an India-based marketing technology company on its Pre-Seed Preferred Stock Financing of $300,000, led by a U.S. venture arm of a prominent accelerator and venture fund in India.
  • Represented Sovereign Wealth Fund in First U.S. Investment
    • Represented a sovereign wealth fund in its $500,000 Seed investment into a U.S. media technology company; the fund’s first investment in the United States.
  • Advisor to Healthcare IT Co. Regarding Financing Rounds
    • Advised a healthcare focused information technology company on several rounds of funding, including a Series Pre-Seed Common Stock Financing of $100,000 and a Series Seed Common Stock Financing of $350,000, as well as a private sale of restricted founder stock for $75,000.
  • Advisor to Marketing Tech Co. on Investments from Venture Capital Fund
    • Advised a marketing technology company on its Series Seed and Series A financing rounds, including investments from a large venture capital fund and accelerator, as well as a corporate venture capital fund. Also advised the company on the restructuring of its U.S. parent and Colombian subsidiary.
  • Advised Management Company Regarding $6.5 Billion Master Fund
    • Advised a U.S. management company on the wind-up of a $6.5 billion master fund.
  • Counseled Company Regarding Listing on OTCQX International Market
    • Represented a TSX-listed Canadian middle market industrial equipment company with respect to its listing on the OTCQX International market, providing ongoing counsel with respect to U.S. securities and disclosure requirements.
  • Represented TSX-V Listed Oil/Gas Exploration and Production Co.
    • Represented a TSX-V listed oil and gas exploration and production company with respect to its listing on the OTCQX International, including ongoing counsel on U.S. securities laws and disclosure matters.
  • Represented Company on OTCQB Marketplace Listing
    • Represented a TSX-V-listed oil and gas company on its listing on the OTCQB marketplace.
  • Represented African Company on OTCQX Listing
    • Represented an African potash exploration company with respect to the listing of its shares on the OTCQX International marketplace.
Business Transactions
  • Advised on $400,00 Convertible Note Financing
    • Advised an automotive technology startup on a convertible note financing of $400,000, and
      related acquisition of technology and other IP assets from a third-party company.
  • Negotiated Separation Agreement and Buyout of Founders Stock
    • Represented co-founder in negotiation of a separation agreement that included a buyout of a portion of his founders stock valued at $2,000,000.
  • Advised Cryptocurrency Company on SAFE Financing and Stock Transactions
    • Advised a cryptocurrency technology company on a series of SAFE financings, totaling $450,000, and a private sale of founders stock in a Section 4(a)(2) transaction.
  • Aided Development of Pharmaceutical Manufacturing Plant
    • Advised an early stage pharmaceutical company on land acquisition and the subsequent financing and development of a pharmaceutical injectable manufacturing plant.
Corporate Formation, Governance and Compliance
  • Negotiated Various Agreements for Series B FinTech Company
    • Provide ongoing counsel to an innovative Series B FinTech company, including negotiation and drafting of licensing agreements, electronic access and trading agreements, service level agreements, sub-advisory agreements, technology services agreements, and myriad other commercial agreements and FINRA-related matters.
  • Advised Co. on $1.2 Billion Carbon Emissions Offset Project
    • Advised a multinational energy company on its participation in a $1.2 billion carbon emissions offset project in China.
  • Oversaw Chinese Company’s Expansion into U.S. and Canada
    • Advised a Chinese state-owned heavy equipment company on its expansion into the United States and Canada, including advice on import requirements, financing, and strategic planning.