When asked about Paul Schwinn, clients most often comment on his demeanor, his responsiveness and his business-minded approach to legal issues and opportunities. Working with clients across a wide range of industries, including technology, hospitality (including restaurants), oil and gas, biotech and government contracts, Paul provides counsel on a wide variety of transaction structures commonly utilized in such industries. Clients view him as an all-around business and legal advisor.
“It is truly hard to even imagine my company without Paul Schwinn. From capital raises to delicate situations to major business decisions, he has been a critical source of legal and strategic advice. Paul is also exceptionally easy to work with.”
– Ryan Evans, CEO, War on the Rocks
During his tenure as a Board member of a regional Angel Fund, Paul gained invaluable experience placing investments in multiple early-stage, high-growth companies, which has helped him play a critical role in helping clients secure hundreds of millions of dollars in transactions (both sell-side acquisitions and equity financings).
He is also able to perform many of the functions of an outsourced CFO for early-stage financings, including providing detailed feedback on the offering materials (including financials), and modeling the implications of complex financing transactions on clients’ capitalization tables, to understand the impact on the founders’ fully-diluted ownership.
Clients with established companies often remark on Paul’s accessibility and his ability to work effectively with their business and legal teams – often providing key information and context to bridge gaps and move projects forward. Those in the startup and emerging growth stages are equally appreciative of his ingenuity and creativity when it comes to closing complex early-stage deals on a tight budget.
In the community, Paul volunteers his time as a mentor for entrepreneurs of both emerging growth and non-profit entities. He regularly serves as a speaker on business considerations, including the issues and process of organizing/incorporating an entity. Paul has advised and coached dozens of entrepreneurs through area organizations, including the DC Chapter of the Founder Institute and the Nonprofit Village.
Professional & Community Affiliations
Maryland State Bar Association, Member
Bar Association of Montgomery County, MD, Member
Court of Appeals’ Mentoring Program
Montgomery County Bar Association Softball League, Commissioner (2017 – 2020)
Nonprofit Village’s Duck Pond – A Shark Tank for Nonprofit Organizations, Mentor and Panelist
Empowered Women International, Volunteer, Mentor (2016-present)
Represented issuer of a $150,000 convertible note under the Builder Fund, formed and administered by Maryland’s Technology Development Corporation (TEDCO)
$3 million Simple Agreement for Future Equity financing, $1 million bridge Promissory Note financing and $10 million Series A2 Preferred Stock financing for a national entertainment technology company
$3 million Preferred Unit financing for Washington, DC area syndicated real estate venture fund
$7.5 million Series A Preferred Stock financing for Maryland based biotech company and provided counsel in their conversion to a Delaware corporation
$850k Preferred Unit financing for a national sports and entertainment company
$3.5 million Series B Preferred Unit financing, $3.5 million Convertible Promissory Note financing and $2.5 million Bridge Promissory Note financing for a Maryland based leadership technology platform
$4.5 million Series A-1 Preferred Stock financing for a national sports and entertainment venue technology platform and advised on their conversion from a Delaware LLC to a Delaware corporation
$500k Convertible Promissory Note financing for Maryland cannabis company and corresponding consultation regarding application for a Maryland processing and cultivation license
$10 million Series A Preferred Stock financing for a national real estate financial technology company
In 2019, represented nearly 10 restaurants raising in excess of $11 million in the region
$90+ million acquisition, with an additional earnout, for the practice of a national insurance brokerage and advisory practice. Second-chaired the drafting and negotiation of the definitive Membership Interest Purchase Agreement and ancillary agreements, and managed the drafting of the Disclosure Schedules on-site with the seller’s management team
$75 million acquisition of a large regional oil and gas distributor. Led a 14 lawyer team responsible for abstracting and organizing more than 400 contracts from more than 300 providers. This assessment became the support for the offer price in the deal.
$10 million Series B financing for a local leadership development company. The round included the conversion of more than $3.5 million in convertible notes.
$7 million Series A-2 financing for a national health technology platform to fund a “double dummy” strategic acquisition.
$3.5 million bridge convertible promissory note financing and $4 million Series B financing for computer software company developing an AI-driven technology platform.
$2.4+ million Series Seed and $4.8 million Series A financings for a local technology start-up in the restaurant space – regarded at the time as one of the top “dining” applications on the iTunes Store.
Advised a mobile technology platform company in their conversion from a limited liability company into a C-corporation, including the successful conversion of common and preferred securities and an equity compensation plan. The entity change also included a $4.5 million bridge convertible note financing.
$2 million asset purchase of a regional locksmith company
Represented the purchaser in a $1.8+ million acquisition of a golf course in Frederick County, Maryland
Advised information systems platform start-up, taking the company from the idea stage to raising more than $100,000 through two rounds of financing and launching its minimum viable product
$150k Convertible Note financing of sustainable construction product manufacturing company
$885k investment in Series A-1 and A-2 Preferred Stock financing of Biotech-focused venture fund
$2.4 million Preferred Stock investment in an international textiles company
Shulman Rogers’ Mergers and Acquisitions team was pleased to support our client, U.S.-based gene therapy contract development and manufacturing organization, Vigene Biosciences, in their recent agreement to be acquired by Charles River Laboratories for up to $350 million.