Mid-level Associate (Americas Mergers & Acquisitions - Public Company and Strategic M&A) (White & Case LLP, New York, NY)

Duties and Accountabilities

• Advise leading international and domestic corporate clients on the impacts of Mergers & Acquisitions (M&A) transactions with a particular focus in cross-border public company strategic mergers, divestitures, and acquisitions (10%).
• Oversee complex legal research, draft legal memoranda, and search for judicature commentaries addressing specific legal issues related to M&A, private equity investments, public company transactions, start-ups, joint ventures, strategic acquisitions, and corporate governance matters for the infrastructure, renewables, oil and gas, tech, and health industries (5%).
• Lead the drafting, review and negotiation of complex large-capital (over $1 billion) and mid-capital (over $100 million) M&A transaction agreements (including merger agreements, share purchase agreements, asset purchase agreements), equity holder arrangements (including shareholder agreements, limited partnership agreements and limited liability company operating agreements) and documentation relating to management incentive arrangements in connection with private equity investments (including management equity arrangement term sheets and rollover agreements) (15%).
• Draft, review and edit financial and corporate legal documentation understanding the debt finance aspects of transactions for infrastructure projects, including facility agreements, tripartite rights agreements and similar documentation (5%).
• Oversee and facilitate transaction due diligence, including reviewing and analyzing material contracts and other legal documents; identifying potential legal issues; leading diligence calls and; liaising with clients for their input prior to negotiating deal documentation with the deal counterparty and the counterparty's counsel; and presenting key legal issues found in each iteration of a transaction document markup (10%).
• Manage deals for publicly listed clients, including leading the drafting and review of filings with the U.S. Securities and Exchange Commission of applicable forms and schedules in connection with M&A transactions, including proxy statements, information statements, Form 8-K, and Form S-4 (15%).
• Serve as a central point of contact amongst clients, represent the company associates team to engage in business development with clients, aggregating feedback and reflecting them in deal documentation and raising legal issues that require specialist feedback in a timely manner (10%).
• Provide mark-ups of emails and ancillary transaction documents and feedback to more junior associates, summer associates or paralegals and walk them through changes and coach them for future assignments (10%).
• Proactively mentor juniors on each transaction and provide guidance and advice on an as-needed basis, including delegating work based on availabilities and skill sets, revising junior associates' drafts and ensuring documentation is client ready (10%).
• Manage and integrate the work product of multioffice, multi-jurisdiction matter teams of up to 20 Junior Associates, Legal Assistants, Staff Attorneys, and Legal Industry Specialists, including delegation of tasks, assessment of their work product/drafts, and providing guidance and feedback (10%).
• Salary: $310,000-$390,000 per year.

Qualifications

• J.D., LL.M., or U.S. equivalent in law plus 3 years of professional experience as an Attorney, Associate, or Law Clerk, or any occupation/position/job title providing legal advice to corporate clients regarding mergers & acquisitions at an international law firm.
• Must be admitted to the New York State Bar.
• Must also have experience with the following special skills: 3 years of professional experience representing U.S. and foreign corporate clients in connection with large-capital (over $1 billion) and mid-capital (over $100 million) domestic and cross-border pubic company mergers, divestitures, and acquisitions, including corporate restructurings, leveraged buyouts, asset sales, private equity investments and corporate governance matter; 3 years of professional experience managing the due diligence process, including drafting due diligence memoranda, leading due diligence calls, and conducting back-up review on regulatory covenants, the Investment Companies Act, Broker Dealer Act, SEC and other securities compliance filings and purchase price adjustment mechanics; 3 years of professional experience advising on M&A infrastructure and project finance deals including managing transaction processes, specialists and counsel on matters in a broad range of industries including semiconductors, infrastructure, renewables, oil and gas, tech, cybersecurity and health; 3 years of professional experience drafting, reviewing, and negotiating corporate legal documentation, including merger agreements, securities purchase agreements, partnership agreements, stockholders' agreements, limited liability company operating agreements, rollover agreements and management incentive equity arrangements in connection with large-capital (over $1 billion) and mid-capital (over $100 million) domestic and cross-border mergers and acquisitions transactions; 3 years professional experience analyzing the corporate health of businesses prior to their acquisition by clients and communicating with domestic and foreign authorities, including (i) drafting, reviewing and amending filings with the U.S. Securities and Exchange Commission relating to U.S. public company M&A and SPAC transactions (including proxy statements, Form 8-K, Schedule 13E-3) and coordinating with the firm's clients and their financial advisors in connection therewith, and (ii) coordinating the collection of information for, and submission of, antitrust filings (including filings under the Hart-Scott Rodino Act) and foreign direct investment (including CFIUS) filings in connection with M&A transactions; and 3 years of professional experience advising clients on M&A deals in the Asia-Pacific and Middle East regions, and specifically major sovereign wealth fund clients.

Location & Reporting

• Telecommuting may be permitted up to 1 day per week. When not telecommuting, must report to White & Case LLP at 1221 Avenue of the Americas, New York, NY 10020.
• Please submit resume online at: https://www.whitecase.com or via email to lateralrecruiting@whitecase.com. Must specify Ad Code IJEK

This position is eligible for incentives under the Employee Referral Program.

Nothing herein creates a contract of employment or otherwise modifies the at-will nature of employment.

This role reports to

Equal Opportunities

White & Case is committed to creating a fair workplace. It is our Firm's policy to recruit, employ, train, compensate, and promote without regard to race, religion, creed, national origin, age, gender, sexual orientation, marital status, military or veteran status, disability, genetic information, or any other category protected by applicable law.

If you require assistance and/or adjustment to participate in our application and/or interview process, please email us. We will be happy to work with you.

The Firm may modify and amend any job description at any time in its sole discretion. Nothing herein creates a contract of employment or otherwise modifies the at-will nature of employment.

The above is only a general description of the essential duties associated with this position and does not represent an exhaustive or comprehensive list of all duties.

Note to Recruitment Agencies

Our internal Recruitment team manages all aspects of lateral hiring. All agencies must have signed terms of business-specific to the relevant office-before submitting any candidates. CVs or applications sent directly to White & Case partners or employees will also not be considered formal introductions. If you have questions, please contact the relevant Recruitment team. We work with our preferred suppliers when engaging agencies.