Anthony H. Chwastyk

General Corporate Highlights

• Advised on and drafted documents for a tax-free “F-Reorganization” that allowed a service-disabled, veteran-owned small business to accept outside investment while preserving eligibility for federal contract set-asides.
• Drafted and executed a non-qualified “top hat” plan for the high-level employees of the client, a designer and builder of marketing exhibits. The project included analysis of ERISA and 409A compliance, as well as a “top hat” filing with the Department of Labor.
• Advised client, a minerals manufacturing startup, through pre-seed Reg D private placement consisting of Simple Agreements for Future Equity (“SAFEs”) with both accredited and unaccredited investors. Further advised the client through the eventual seed round, consisting of the issuance of preferred stock and the conversion of the SAFEs.
• Draft succession plan for a client, a manufacturer’s representative, in connection with the transfer of shares to the next generation.

Mergers & Acquisitions Highlights

• Represented the seller in the $9,000,000+ sale of substantially all the assets of an equipment rental company. Successfully negotiated the restrictive covenants to permit the client’s continuance of its manufacturing business post-closing.
• Represented the seller in the $25,000,000+ sale of all the common stock of a contractor.
• Assisted the buyer and its counsel in transferring the financial and experience rating of the seller to the buyer.
• Represented the buyer in a $10,000,000+ purchase of substantially all the assets of an electrical contractor.
• Regular representation of a buyer in the purchase of community pharmacies with transactions valued between $300,000 and $2,000,000.

Commercial Transactions Highlights

• Represented a pharmaceutical startup client in a development, commercialization, and distribution agreement for a medical device drug delivery system.
• Represented a secondary packaging service provider in multiple high-value master services agreements with Fortune 500 customers.
• Drafted and negotiated a licensing agreement on behalf of the owner of intellectual property in heavy truck cleaning systems. The agreement included complex royalty calculations and the inclusion of a purchase option.
• Negotiated an equipment lease for a client, a heavy construction rental company, with a foreign railroad company as the lessee.

Technology Transactions and Intellectual Property Highlights

• Drafted an End User License Agreement, License Transfers, Website Terms and Conditions, and similar documents.
• Drafted Evaluation Agreement for AI-Cybersecurity client to provide temporary access to its potential customers.
• Draft cease and desist letters to enforce a college’s trademark portfolio.
• Advised client through settlement negotiations arising from the client’s use of copyright-protected photographs on its website.

Non-Profit Highlights

• Formation of a private foundation dedicated to pancreatic cancer research. Supplied the client with all corporate documents and assisted in securing a 501(c)(3) designation from the IRS.
• Regular representation of 501(c)(6) business leagues on formation governance and compliance matters.
• Assisted the client in negotiating a settlement with the Pennsylvania Office of the Attorney General with respect to their failure to register in the state for solicitation.

Real Estate Highlights 

• Assisted client with the purchase of a $6,000,000 production space in northeast Pennsylvania. Reviewed, negotiated and assisted in the closing of the acquisition financing and working capital loan.
• Assisted client with the sale of a $2,000,000+ office building in central New Jersey.
• Represented lender in a $13,000,000+ loan facility to finance the borrower’s construction of multifamily housing in central Pennsylvania.

Results may vary depending on your particular facts and legal circumstances.