Transaction Counsel

Winston-Salem, NC
Full Time
02-11-2019
Practice Areas: Mergers, Acquisitions, Business Transactions Job #: JY194451 Exp.: 3 - 5 Years
Description:
The Transaction Counsel will provide support in the areas of M&As, joint ventures, and complex business transactions. A successful candidate will be an energetic and a creative problem solver, serving client’s needs with superior interpersonal and client-management skills. The position demands excellent business judgment, strong technical expertise, strategic thinking and the ability to work independently as well as collaboratively in a fast-paced environment. Substantive experience supporting equity and asset acquisitions is required. The successful candidate should be comfortable taking a principal role in transaction activities, including, due diligence, disclosure schedules and agreements ancillary to a transaction. A background in technology and intellectual property would be helpful, but is not required.

Primary Accountabilities:
Operational (70%)
  • Support due diligence processes to confirm or correct the acquirer’s assessment of the value of the target company by conducting a detailed examination and analysis of every aspect of the target company’s operations – its technology use and ownership, assets and liabilities, customers, vendors, human resources, etc.
  • Structuring and documenting ancillary transaction agreements, including Transition Service Agreements, Intellectual Property License Agreements, Disclosure Schedules - knowledge of loans and facilitating capital markets transactions would be helpful, but is not required
  • Supporting the negotiation of operative transactional documents
  • Provide oversight and direction to team in accordance with the organization’s policies and procedures
  • Prepare legal documents such as contracts, initial and amended articles of incorporation, stock certificates and other securities, buy-sell agreements, closing papers and binders for review, approval, and use
  • Work closely with outside counsel as a core team member of the transaction process
Influence (30%):
  • Advise internal business clients about transaction contract provisions and contracting process, including agreement status, risk profiles and service terms
  • Act as a reputational intermediary

Required Qualification:
  • Juris Doctor (JD) degree from an ABA-accredited law school, with an admission to practice law in at least one U.S. jurisdiction – willingness to take the North Carolina Bar Exam is desired
  • Bachelor's degree from a four-year college or university
  • 3-5 years of legal experience related to M&As and complex business transactions
  • Substantial exposure to various legal issues including commercial contracts, litigation
  • Proficient with G-Suite
  • Proficient with Microsoft Office Suite
Individual Competencies:
  • Adaptable: Responds to change with a willingness to learn new ways to accomplish work objectives with a positive attitudes.
  • Analytical and Critical Thinking: Ability to tackle a problem by using a logical, systematic, sequential approach.
  • Problem Solving: Gathers and analyzes information to generate and evaluate potential solutions to problems, issues and challenges while weighing the accuracy and relevance of the facts, data and information.
  • Effective Execution: Translates broad conceptual understanding of the company's strategy into a tactical plan of how it will happen including who will take on which tasks in what sequence, how long those tasks will take, how much the tasks cost, and how each task affects subsequent activities.
  • Urgency: Transfers mission to action by acting clearly and decisively to analyze and implement solutions regardless of pressure or uncertainty and maintains a sense of urgency to complete tasks, accomplish goals, and act in ambiguous and complex situations.
  • Influential Communication: Fosters open communication, speaks truthfully and with one voice through clear and consistent messages, listens to others and values all opinions while acting in a respectful manner to influence an outcome, impact, or effect, and responds appropriately to concerns of others.
  • Integrity: Gains the trust of others by taking responsibility for own actions and telling the truth.
  • Personal Credibility: Demonstrates concern that one be perceived as responsible, reliable, and trustworthy.

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