Senior Attorney Corporate Mergers amp Acquisitions - The Americas

Profile

Senior Attorney, Corporate Mergers & Acquisitions - The Americas
Responsibilities: Responsibility for legal advice throughout the whole process of a variety of domestic and international M&A transactions in a substantive fashion without extensive supervision, including acquisitions, divestments, joint ventures, and corporate venture capital for all divisions of the Continental group in the Americas.. Work closely with Continental’s corporate development groups, merger and acquisitions, and venture capital departments and cross-functional partners throughout the life cycle of each project.. Manage internal and external processes of the Corporate Law Department in connection with M&A transactions.. Assist in developing legal strategy both on specific and across multiple transactions.. Interface with business-units and provide expeditious, practical, business-oriented legal advice to senior management employees, including officers.. Develop legal assessments, interpretations, recommendations, and opinions on legal issues arising out of the transaction and potentially impacting the business, providing guidance for risk mitigation.. Advise in preliminary/evaluation phase, including NDAs, release letters, engagement agreements, process letters, (non-binding) indicative offers, defense agreements, market studies for merger control purposes, LoI/MoU.. Advise in organization phase, including establishing insider lists, drafting insider information sheets, drafting individual undertakings regarding confidentiality/insider trading, communicating with agencies who supervise transactions, or whose approval is needed.. Selection, retention, management, and supervision of external counsel.. Management and reporting of legal spending.. Management and execution of legal, due diligence by him/herself, or through a team of internal and/or external counsel.. Negotiation and preparation of transaction agreement(s), ensuring internal alignment on the content of the agreement. Development of negotiation strategy.. Advise on regulatory issues, restrictions on the acquisition, appropriate transaction structure;. Assist corporate communication in the drafting of press releases, review public-facing materials, including roadshow materials and presentations. Assist in (a) signing and closing process of a transaction, including obtaining merger control clearance(s) and foreign investment clearance(s), (b) obtaining internal approvals (e.g., revising internal approval requirements, assisting in the drafting of Executive Board presentations), (c) satisfying or review satisfaction of other conditions for closing, (d) determination of, agreement w/respect to, final purchase price after closing. Develop rules of conduct for the transition period between signing and closing and assist in their implementation. Advise in post-merger activities. Contribute to the development of legal M&A team synergies across all jurisdictions, following up on legal M&A market trends, organizing and holding internal training on M&A topics, developing processes, and standards for the legal M&A Team.

Company info

Sign Up Now - EmploymentCrossing.com