Ranked for Capital Markets: Debt & Equity (California) and quoted sources say he is “knowledgeable, direct and pleasant to deal with.”Chambers USA 2016

Cheston J. Larson

San Diego
  • 12670 High Bluff Drive
  • San Diego, CA 92130
  • USA

Cheston Larson serves as Chair of the office’s Emerging Companies Practice and is Co-Chair of the firm’s Life Sciences Industry Group. His practice covers a range of general corporate matters, including counseling public and privately held companies as well as representing venture capital and investment banking firms in private and public financing transactions.

Mr. Larson advises clients on the formation of new businesses and their capital raising transactions, spanning the spectrum from angel and venture financings to IPOs, follow-on offerings, PIPEs, and debt financing. He also regularly represents clients in mergers and acquisitions and other strategic transactions. Mr. Larson has extensive experience in SEC disclosure and reporting requirements, Nasdaq and NYSE compliance, and executive compensation and equity incentive matters.

Mr. Larson routinely counsels clients in the life sciences, software, telecommunications, cleantech, and other technology industries. 

Mr. Larson is recognized by Chambers USA 2017 for his work in Capital Markets: Debt & Equity and Life Sciences: Corporate/Commercial. In 2015, Best Lawyers in America named him Lawyer of the Year and selected him for inclusion in the 2013 & 2014 editions in Securities/Capital Markets Law. The Legal 500 US 2016 recognized Mr. Larson in the area of Life Sciences and in 2016, Mr. Larson was recognized as an Advisor of the Year by BNY Mellon Wealth Management. Mr. Larson was named a Life Science Star for finance and transactional work by LMG Euromoney Life Sciences 2015 & 2016. He was also recommended as one of the Top 20 California lawyers under the age of 40 by the Daily Journal. In law school, Mr. Larson was an editor of the Harvard Law Review and worked for the US Securities and Exchange Commission’s Enforcement Division as part of Harvard’s Clinical Practice Program.

Representative Speaking Engagements

Mr. Larson’s experience includes over 150 venture financings, including the representation of:

  • eFFECTOR Therapeutics in its US$45 million Series A financing and US$45 million Series B financing with U.S. Venture Partners, Abingworth, Novartis Venture Funds, SR One, Altitude Ventures, Astellas Venture Management, and AbbVie Ventures
  • Crinetics, focused on endocrine disorders, in its US$40 million Series A financing with 5AM Ventures, Versant Ventures, and Vivo Capital
  • Zavante, a clinical-stage biopharmaceutical company, in its US$45 million Series A financing with Frazier Healthcare Partners, Longitude Capital, and Aisling Capital
  • Patara Pharma, focused on allergic and inflammatory diseases and conditions, in its US$27 million Series A financing
  • Alastin SkinCare in its Series A and Series B financings from angel investors
  • Oncternal Therapeutics, focused on oncology, in its Series A and Series B financings raising over US$20 million
  • Cadence Pharmaceuticals, a hospital-focused biopharmaceutical company in several venture financings with Domain, Frazier Healthcare, and Versant
  • Elevation Pharmaceuticals, developing a COPD treatment, in financings with Canaan Partners, TPG, Care Capital, and Novo Ventures
  • Conatus Pharmaceuticals, developing therapies for liver disease and cancer, backed by Aberdare Ventures, Advent, Bay City Capital, Gilde Healthcare, and MPM Capital
  • MeLLmo, a software company developing mobile apps, backed by Sequoia Capital

Mr. Larson's selected IPO, public offering, and PIPE experience includes transactions on behalf of:

  • Issuers: Ignyta, Ellipse Technologies, Ballast Point Brewing & Spirits, Exagen Diagnostics, Evoke Pharma, Conatus Pharmaceuticals, Orexigen, Zogenix, Cadence, Somaxon, Santarus, CancerVax (MicroMet), EcoSoil
  • Investment banks: AltheaDx, Auspex, Ambit, Celladon, Clovis Oncology, Tocagen, Heron Therapeutics, La Jolla Pharmaceuticals, Retrophin, Sophiris, Optimer, ARIAD, TherapeuticsMD, Biocryst, Ardea, MannKind, Mirati, ImmunoGen, Insys, Neurocrine, Tracon Pharma, Trius, Arena, Seattle Genetics, Genoptix, HTG Molecular, Heron Therapeutics

Mr. Larson's merger, acquisition, divestiture or other exit experience includes representing:

  • Cadence Pharmaceuticals' US$1.4 billion sale to Mallinckrodt plc
  • Ballast Point Brewing & Spirits’ US$1.0 billion sale to Constellation Brands
  • Ellipse Technologies in its sale to NuVasive for proceeds of up to US$410 million
  • Elevation Pharmaceuticals in its sale to Sunovion for proceeds of up to US$430 million
  • SkinMedica in its sale to Allergan for proceeds of up to US$350 million and related spinout of Colorescience
  • Agility Clinical's sale to Precision Medicine Group for proceeds of up to US$46 million
  • Ignyta’s acquisition of oncology research and development programs from Cephalon/Teva
  • Prometheus Laboratories in its sale to Nestle Health Sciences and earlier acquisition of Lotronex® from GlaxoSmithKline and cancer diagnostics from Rosetta Genomics
  • Provide Commerce (proflowers.com) in its acquisitions of RedEnvelope.com and Shari’s Berries, and earlier US$477 million sale to Liberty Media Corp
  • Management of Bumble Bee Seafoods in a leveraged buyout from ConAgra Foods
  • Conatus Pharmaceuticals’ acquisition of a subsidiary from Pfizer
  • Proprius Pharmaceuticals’ sale to Cypress Biosciences
  • Cadence Pharmaceuticals’ option to acquire Incline Therapeutics
  • Vivendi Universal, in several M&A transactions involving internet music businesses, including MP3.com and EMusic
  • Hitachi Home Electronics, in a variety of asset divestitures  
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