B r e n d a n N ....

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Brendan N. O'Scannlain
Experience
Brendan O'Scannlain is a partner in the firm's Corporate group. He focuses his practice
on advising institutional investors, financial institutions, investment advisers,
investment funds (including mutual funds, private equity funds, real estate funds and
venture capital funds), family offices, closely held businesses and start-up companies
on general corporate and securities matters. Brendan has represented clients in the
financial services, manufacturing, education, software and information technology,
real estate, internet, health care, clean technology and renewable energy,
agricultural, wine and food services industries. Brendan's work for investment
management clients includes establishing hedge funds, private equity funds, funds-offunds, venture capital funds, real estate investment funds and mutual funds, and also
advising investment advisers and investment funds (both private and registered) on
Partner
securities law, capital formation, acquisitions and dispositions of portfolio
Portland, OR
investments, SEC registration and compliance, negotiation of investor rights,
(503) 294-9886 direct
investment due diligence and analysis, and general business matters and financings.
(503) 220-2480 fax
His work for closely held business and operating company clients includes counseling
on a wide range of business and legal matters, including capital formation, corporate
organization and governance, corporate restructurings, securities law, compliance
with SEC rules and regulations, succession planning, negotiating mergers and
acquisitions and change of control transactions, advising on private placements of
equity and debt securities, structuring and establishing limited liability companies and
limited partnerships, and working with family offices on their governance, investment
management and operations.
brendan.oscannlain@stoel.com
Education

Georgetown University Law School,
J.D., 1997, cum laude

College of the Holy Cross, B.A., 1990
Admissions
Prior to joining Stoel Rives, Brendan was a law clerk at Arnold & Porter

Oregon
in Washington, D.C. (1996-1997) and an editorial assistant for Policy Review magazine

Washington
at The Heritage Foundation in Washington, D.C. (1993-1996).
Representative Work

Represented VS Holdings Inc. (VelocityShares), a provider of institutionally
focused exchange-traded products, in its sale to Janus Capital Group Inc.

Represented venture capital fund focused on early stage investments in Pacific
Northwest technology companies in its formation, capital structuring and offering
of interests to investors.

Represented USNR, Inc. on its acquisition of Coe Newnes/McGehee Inc.

Represented Barclays Capital Energy, Inc. in the acquisition of substantially all of
the assets of an international energy forecasting company.
Brendan N. O'Scannlain

Advise private investment companies, venture capital funds and mutual funds and their investment advisers on their ongoing
acquisition, financing, regulatory, compliance, securities, employment and general business matters.

Represented venture capital funds, real estate investment funds, private equity funds-of-funds, and other pooled investment
funds on their initial formation, capital structure and offering of limited partnership interests.

Represented Wellpartner, Inc. in its Series E preferred stock financing.

Represented internet-based education company in its self-tender offer and subsequent Series D preferred stock financing.

Represent registered open-end investment management company with $4 billion of assets under management.

Served as issuer's counsel in Synetics Solutions, Inc.'s initial public offering.

Advised private equity fund in $30 million management buyout of company.

Advised $1 billion mutual fund on its restructuring to provide for the issuance of multiple classes of shares.

Advised mutual fund family with $8 billion in assets under management on the restructuring of its funds to allow for the
issuance of multiple classes of shares and modernization of each fund's investment restrictions.
Professional Honors and Activities

Listed in Best Lawyers in America© (currently: Corporate Law, Leveraged Buyouts and Private Equity Law), 2013-2016

Selected as one of "America's Leading Lawyers for Business" (Oregon) by Chambers USA (currently: Corporate/Mergers &
Acquisitions), 2014-2016
Publications

"Courts at Odds Over Deductibility of Redemption Financing Costs: Fort Howard Corp. v. Commissioner and In re Kroy (Europe)
Ltd.," Tax Lawyer , Winter 1995
Civic Activities

Board of Directors, Portland Children's Museum, 2005-2013 (President in 2009)

Oregon State Counsel, Romney for President, Inc., 2007-2008 and 2011-2012

Oregon State Co-Counsel, McCain for President, Inc., 2008

Honorary Alumni Club, St. Andrew Nativity School, 2004-2009

Co-Chairman, Oregon Lawyers for Bush-Cheney, 2004

Member, Board of Directors, Taxpayers Association of Oregon, 2002-present
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