Managing Associate (M&A and Private Equity)

Job Title: Managing Associate (M&A and Private Equity) Job Code: 3254 Location 787 Seventh Avenue, New York, NY 10019 Duties Working under moderate supervision of partners, operate at a mid-level within the firm’s M&A and Private Equity group. Provide advice and representation to private equity sponsors, portfolio companies, sovereign wealth funds, and asset managers in complex domestic and multijurisdictional mergers and acquisitions, investments, and corporate governance matters. Structure, draft, and negotiate transaction documentation including merger agreements, purchase agreements, and public disclosure filings. Supervise associates and specialists through all stages of transaction cycle. Participate in efforts to grow and expand the practice through cross-marketing and other new business initiatives. Education & Experience Requirements JD and 3 years’ experience as a Lawyer, Junior Associate, or Mid-level Associate in M&A and/or Private Equity. Special Skills Counseling market-leading, premium middle market, large cap ( $10-200B ), and mega cap ( $200B+ ) private equity sponsors, portfolio companies, sovereign wealth funds, and asset managers on complex domestic and cross-border transactions, including structured equity investments and complex joint ventures, and in sector-specific transactions and mandates, with focus on manufacturing consolidation, environmental services buy-and-builds, and transportation logistics networks, including cross-border structures and fund-to-fund transactions. Structure, draft, and negotiate complex transaction documents across full private equity and M&A spectrum, including bespoke merger agreements (public and private), stock and asset purchase agreements with industry-specific indemnity and earn-out mechanics, LP and LLC agreements with tailored carried interest waterfalls and GP claw-backs, equity commitment letters, limited guarantees, and side letters addressing key person, informational, and co-investment rights. Advise on and oversee legal due diligence and transaction execution, from term sheet and exclusivity negotiation through post-closing integration, including representation and warranty insurance structuring and insurer engagement, regulatory and licensing diligence for complex healthcare and energy assets, drafting and negotiating disclosure schedules, navigating signing-to-closing covenants and regulatory approvals, and preparation of funds flows and closing deliverables. Counsel credit providers and lenders on acquisition financings across unitranche, first/second lien, mezzanine, and preferred equity structures, including negotiating equity kickers, warrants, and other structured co-investments, and conducting collateral and guarantee diligence. Advise domestic and international technology companies on corporate governance and board processes, multijurisdictional regulatory compliance, and negotiation of corporate and strategic agreements. Compensation & Benefits Salary: $310,000-$365,000. Full benefits available. Our compensation package also includes bonus eligibility and a comprehensive benefits program. #J-18808-Ljbffr Sidley Austin LLP