Brian C. Larsen
Experience
Brian Larsen provides business transactional legal services, with an emphasis on dayto-day corporate law matters, corporate governance, mergers and acquisitions,
securities law, and banking law. Brian acts as outside legal counsel for corporations,
ranging from established public and private businesses to emerging-growth businesses
and entrepreneurs. He works with business owners, boards of directors, managers,
employees, investors, customers, and vendors to respond to their day-to-day business
needs and legal issues.
Brian’s experience includes reviewing and drafting corporate contracts, including
supplier agreements, distribution agreements, sales agreements, joint venture
agreements, purchase agreements, agency agreements, license agreements,
Partner
employment agreements, and confidentiality agreements. He counsels clients on
negotiating and drafting letters of intent and term sheets concerning the asset and
Boise, ID
stock acquisition of target corporations, conducts due diligence review of target
(208) 387-4240 direct
corporations, and negotiates and drafts definitive purchase agreements regarding the
acquisition of such target corporations. He advises clients with respect to securities
law and regulatory issues, representing clients in structuring various debt and equity
(208) 389-9040 fax
brian.larsen@stoel.com
capital transaction, including obtaining financing from investors and financial
Education
institutions, the private placement of securities, and other financing alternatives.

University of Colorado at Boulder,
J.D., 2001
Prior to joining Stoel Rives, Brian was a partner at the law firm of Hawley Troxell
Ennis & Hawley LLP in Boise, Idaho.

University of Colorado at Boulder,
M.B.A., 2001
Representative Work

Utah State University, B.S., cum

Represented a consulting engineering firm in the $24,000,000 stock acquisition of
laude, 1997
an engineering, procurement, construction, operations and maintenance
company located in the Northeast.

Represented a restaurant franchisee in the $16,000,000 asset sale of the
franchises to the franchisor.

Represented a heavy equipment leasing company in the $24,400,000 asset
acquisition of a wholesale dealer of new and used agricultural equipment.

Represented a software company in the $40,000,000 stock sale of the company to
an NYSE public company.

Represented a NASDAQ public company in the $16,500,000 asset acquisition of a
veterinary products distribution company located in the Northeast.
Admissions
Idaho
Brian C. Larsen

Represented a veterinary supply distributor in the acquisition of multiple target companies located throughout the United
States.

Represented a veterinary supply distributor on its preparation for an initial public offering. Led due diligence team in orga nizing
and reviewing all due diligence documents requested by investment bankers, and assisted with the drafting and filing of the
Form S-1 and accompanying exhibits.

Represented a local bank on its reorganization into a bank holding company, pursuant to a share exchange whereby the bank
became a wholly owned subsidiary of the bank holding company.

Represented an Idaho water irrigation management systems limited liability company on its conversion to an Idaho corporation
and successful Regulation D offering.

Represented an Idaho-based banking and financial institution on all facets of business growth and regulatory compliance.

Represented a large Idaho commercial construction equipment corporation in the acquisition of multiple target companies.

Represented a national operator of companion animal veterinary practices and hospitals located in Arizona, Oklahoma, Texas,
and Washington in connection with the negotiation and close of numerous sales and acquisitions.

Represented more than 150 closely held companies in Idaho, Nevada, California, Utah, Montana, Washington, Arizona, and
Delaware on entity formation and corporate structure matters.

Represent emerging growth companies in connection with negotiating and drafting term sheets and private placement
memoranda for public investors, venture capitalists, and angel investors.

Represented a public company in connection with its SEC filings and corporate governance matters.
Professional Honors and Activities

Boise Young Professionals, 2006-present; founding member; board of directors, 2006-2008
Presentations

Quoted in "Data Security Experts: You Need to Stay Ahead of Fraudsters," in Idaho Business Review, June 12, 2015

"Being Proactive: What Can You Do Now to Avoid the Pitfalls and Dangers of Internal and External Corporate Fraud?" Zions Bank
Fighting Faud Conference, Boise, Idaho, June 2015

"Protecting Your Trade Secrets," Best Practices Club, Association of Corporate Counsel, Mountain West Chapter, Boise,
Idaho, Apr. 7, 2015

"Stress Testing the Directors—Bank Director Liability Issues,” Annual Directors Seminar, Conference of State Bank Supervisors,
Coeur d’Alene, Idaho, Sept. 21, 2009

"Mergers and Acquisitions: Finding the Optimal Structure,” presented as part of “Mergers and Acquisitions: Structuring Deals and
the New Idaho Entity Transactions Act,” Boise, Idaho, May 7, 2007

"Growing the Business Without Growing Pains,” Pocatello, Ketchum, and Boise, Idaho, June 2004

"Employer Alternatives to Covenants Not to Compete,” The Advocate, Idaho State Bar Association, Nov. 2003
Brian C. Larsen
Presentations

Boise State University, Executive MBA Program Guest Lecturer, 2007-present
Civic Activities

Boise State Northwest Venture Championship, volunteer judge, 2004-2007

Intermountain Venture Forum, volunteer and participant, 2002-2006
Professional Activities

American Bar Association, 2001-present

Boise Metro Chamber of Commerce, Leadership Boise Program graduate, 2005-2007