In-House M&A Counsel

M&A Attorney

Colas Inc. is looking to hire an M&A attorney to expand its 9-person in-house legal team based in Morristown, NJ (with satellite offices located in Anchorage, AK, Brea, CA, and Greenville SC). This role, based in Greenville, SC, will primarily support Colas's strategic growth initiatives, including mergers, acquisitions, joint ventures, divestitures, and other corporate transactions for Colas' operating infrastructure subsidiaries throughout the U.S., by drafting and negotiating NDAs, IOIs, LOIs, term sheets, definitive purchase agreements (asset and stock), and ancillary transaction documents; coordinating and conducting legal due diligence; drafting and reviewing disclosure schedules, advising on deal structuring and closing mechanics; managing regulatory and compliance items (including antitrust/HSR compliance, applicable licensing/permit transfers and third party consents); supporting post-close integration and dispute resolution processes; and developing and improving internal processes, checklists and templates for efficient transaction execution. The M&A attorney will also provide legal and business support to the 4 non-legal business professionals that are part of the Colas M&A department in connection with M&A transactions and other business development opportunities. The role will also provide legal advice and assistance on operational matters related to road construction, including negotiating, drafting, and reviewing public and private road construction contracts, purchase orders, aggregate extraction/supply agreements and other commercial and transactional agreements related to infrastructure operations. This is an excellent opportunity for the right candidate to join our in-house team who will report directly to the Senior M&A Counsel/Deputy General Counsel of Reeves and Delta Companies.

Responsibilities

Estimated Percentage of Time

80% of Time

Lead and support mergers and acquisitions for Colas' operating infrastructure subsidiaries throughout the USA:

• Draft and negotiate NDAs, IOIs, LOIs, term sheets definitive purchase agreements (asset or stock), and ancillary transaction documents.
• Coordinate and conduct legal due diligence; draft and review disclosure schedules; manage issue lists and workstreams with internal stakeholders and outside advisors.
• Advise on deal structuring, risk allocation, financing considerations, and closing mechanics.
• Manage regulatory and compliance items, including antitrust/HSR analyses and filings, licensing/permit transfers and third-party consents.
• Support post-close integration, transition services arrangements and dispute resolution process related to M&A transactions.
• Provide legal and business support to the 4 non-legal business professionals that are part of the Colas M&A department.
• Develop and improve internal processes, checklists and templates for efficient transaction execution.

20 % of Time

Provide accurate and timely legal and business advice to operating companies with emphasis on construction-industry work:

• Negotiate, draft, and review public and private heavy highway contracts, advise on construction claims, change orders, liens, project bidding and bonds.
• Draft aggregate extraction/supply agreements, lease agreements, throughput agreements, and other commercial and transactional agreements related to infrastructure operations.
• Research and evaluate legal risk factors for business decisions and operations; apply effective risk management techniques and offer proactive advice on legal issues, including environmental and regulatory matters and employment-related issues.
• Maintain current knowledge of legislation and regulations affecting the construction industry and M&A activity.

Education

Must have a J.D. from an accredited law school and be admitted to practice law within the U.S. Must have between 6 to 12 years of M&A experience as either an in-house attorney or as an attorney with a well-respected law firm.

Knowledge, Skills & Abilities

Must maintain the highest degree of ethics, integrity, and transparency. Looking for an outgoing individual able to communicate with all levels of employees easily and effectively, from executive to operators (provide common sense, business, and legal advice). Must have the ability to explain complex legal and business issues in an understandable manner. Must possess strong drafting, organizational, and analytical skills. Proven ability to manage multiple complex transactions simultaneously. High degree of client service orientation and ability to respond quickly and pragmatically to urgent, complex situations. Strong team player and collaborator that works to meet organizational goals; must have ability to multitask and work independently and as a member of a team. Experience working effectively with and managing external legal counsel. Ability to travel up to 25% of the time. Hybrid work environment (3-4 days in Greenville SC office, 1-2 days remote). Salary range is $155,000 to $180,000, based on overall experience and qualifications. In addition, eligible for annual bonuses based on individual and company performance. Generous benefits including medical, dental and vision, life insurance, vacation, 401k, etc. Cell phone and all annual legal licenses and continuing legal education paid for by the Company.