Paul has over 30 years experience advising both buyers and sellers in the negotiation and documentation of private equity transactions, venture capital investments, mergers and acquisitions, joint ventures, partnerships and strategic alliances, international transactions, distribution agreements, entity formation, private securities offerings, and general commercial contract matters with particular emphasis on documenting private equity and venture capital transactions of all types.
Paul represents private companies, their founding entrepreneurs, and those investing in them across a wide range of transactional matters. Paul’s recent transactional matters include:
•Represented private equity clients in numerous capital raising transactions and portfolio company acquisitions.
•Represented sellers of limited liability company in $210,000,000 sale of all of their membership interests to a private equity fund buyer.
•Represented issuer in $18,500,000 Series A through Series D preferred stock offerings.
•Represented issuers in $22,000,000 private placement of limited partnership interests and subsequent senior and junior loans to shopping center developer.
•Represented hedge fund sponsor in $25,000,000 fund formation.
•Represented angel investor in $3,000,000 Series A preferred stock purchase, and in several smaller investments and loans.
•Represented venture capital fund in acquisition of interest in portfolio company, drafting LLC Operating agreement and Drafting Employee Incentive Plan.
•Represented public company (buyer) in $25,000,000 reverse triangular merger with a private company.
•Represented shareholders of registered investment advisor in $150,000,000 sale of all of their stock to a public company.
•Represented management of target company in $5,000,000 spin off of technology company.
•Represented buyer in $7,000,000 stock purchase of private company.
•Represented seller in $5,000,000 sale of SBA loan company to bank.
•Represented mezzanine subordinated debt lender in numerous financing transactions.
• Represented a heavy electric construction company in the $15,000,000 acquisition of a competitor.
• Represented a non-profit entity in the negotiation of a Power Purchase Agreement with a “green” energy provider to install and operate a large array of solar panels on buildings at the non-profit’s main campus.
• Represented borrower in securing a new $12,000,000 loan facility from a senior lender and a subordinated lender.
• Represented a bank in providing a $3,000,000 warehouse line of credit facility to a mortgage company.
• Represented various companies in drafting ISO/SAR Plans, Phantom Equity Incentive Plans and other Incentive Compensation Plans.
Negotiated a Business Divorce” involving the separation and exchange of assets between two 50% partners with gross asset values in excess of $22,000,000.