Paul Chestovich is a member of Maslon's Business & Securities Group. He represents large national businesses and small closely held businesses in a variety of commercial transactional work, including general corporate, contracts, business advising, mergers and acquisitions, joint ventures and strategic alliances, securities regulation, securities offerings and financing transactions. Paul has extensive experience in counseling clients who are forming new businesses in corporate, limited liability company and partnership forms, or forming separate entities for joint-venture type transactions. In addition, he has special experience with venture-capital and hedge fund formation and operations, reverse merger and shell merger transactions, self-filing methods of going public, alternative public offerings and complex and unique investment transactions.
University of Minnesota Law School, Minneapolis, Minnesota,
2000, J.D. Honors: Magna Cum Laude
Honors: Order of the Coif Honors: Civil Rights Moot Court, 1998-2000 Honors: Best Legal Brief, National Civil Rights Moot Court Competition
University of Texas-Austin, Austin, Texas,
1997, M.A. Honors: Magna Cum Laude
Major: Classics
St. John's University, Collegeville, Minnesota,
1994, B.A. Honors: Cum Laude
Major: History Major: Medieval Studies Major: Classical Languages
Paul D. Chestovich
Experience
Paul has a wide and varied background in counseling businesses and providing general counsel to clients in matters such as employment agreements, redemption agreements, distribution agreements, management and services contracts, shareholder agreements, joint ventures, and organizational and administrative affairs.
Paul also does a great deal of work helping small business clients using pass-through entities such as limited liability companies, partnerships or subchapter S corporations. Typically, Paul provides advice on which entity best suits a client's needs and future plans, based on liability protection, flexibility, ability to raise capital, tax and benefits considerations, and administrative ease, and prepares complex organizational documents such as partnership agreements, shareholder agreements, member control agreements and/or joint-venture agreements. Paul represents a wide variety of small businesses, ranging from small investment vehicles, real estate partnerships, distributors, consultants and other personal-service businesses.
Paul also helps larger businesses, both private and public, acquire financing through private placements of common and preferred stock ranging from $500,000 to $5 million. He also regularly advises clients with Securities Exchange Act disclosure reporting (e.g., Forms 8-K and 10-Q, and annual reports on Form 10-Ks).
Paul has particular experience with venture-capital hedge funds, and joint-venture transactions. For example, he was involved in the organization and private placement of partnership interests for one local venture-capital fund that raised $1.8 million in 2001, and a global venture-capital fund with a medical technology and device focus that is raising up to $100 million in 2003-04. In addition, he advises these clients on securities laws and regulations. Paul has worked on stock and asset acquisitions and joint-venture transactions in the industrial uniform supply, banking, technology and restaurant industries.
Paul has served as general counsel to nonpofit corporations and 501(c)(3) tax-exempt charities involved in civic lobbying, education on matters involving domestic and international terrorism, and domestic violence. He helped two large and respected nonprofits that focus on domestic violence merge in a statutory consolidation. Paul also regularly helps private foundations organize and prepare their Form 1023 tax-exempt applications with the IRS.
Securities counsel for over a half dozen public companies.
Numerous financing transactions including:
$150 million note and exchange offering for The Valspar Corporation, and
Preferred equity and convertible debt PIPE transactions for Spectre Gaming, Inc., Innovative Gaming Corporation of America, OneLink, Inc., Hydrogen Power, Inc., and over ten other private clients.
Public company merger and acquisition transactions involving National City Bancorporation, Norstan, Inc. (tender offer with follow-on merger), OneLink, Inc. (sale of substantially all assets), and numerous stock and asset acquisition transactions for publicly held companies.
Venture capital and hedge fund work with Ascent Medical Technology Fund; and Portage Equity Partners. Investment advisory legal work for related entities and several other clients.
Joint-venture transactions for Famous Dave's of America, Inc., FastFunds Financial Corporation, and five other private clients.
Statutory consolidation of two Minnesota nonprofit 501(c)(3) organizations.
Over the past seven years, Paul has helped form and organize over 75 new business entities, which frequently includes the preparation of partnership agreements, member control or operating agreements for LLCs, shareholder and other agreements.
