Mergers & Acquisitions & Tax Attorney

DarrowEverett LLP is looking for a Mergers & Acquisitions Corporate Attorney with immediate availability. The candidate must have excellent communication and administrative skills, should be a highly skilled writer, highly organized and detail-oriented, be able to multitask without sacrificing efficiency, be responsible, and be able to represent the firm, always, in ways that enhance its reputation.

Role & Responsibilities

• Draft, review, and negotiate transaction documents, including merger agreements, stock and asset purchase agreements, letters of intent, and related ancillary agreements.
• Advise sellers, management teams, and buyers throughout the deal lifecycle, including term negotiation, diligence, document production, and closing execution.
• Coordinate and manage legal due diligence, identify and escalate key issues, and partner with business teams to develop practical risk-mitigation strategies.
• Ensure appropriate internal stakeholders and functional partners are engaged and that transactions are executed in accordance with applicable procedures and policies.
• Support joint ventures, strategic partnerships, and capital raises, with a preference for experience in commercial real estate transactions.
• Review, revise, and negotiate a high volume of commercial contracts in support of ongoing business operations.
• Prepare periodic updates and reports on deal status, including regulatory approvals, key issues, and external legal spend.
• Conduct legal research and monitor relevant legislative and regulatory developments impacting transactions and corporate structure.
• Advise emerging and growth companies on corporate formation, governance, restructurings, and entity management.
• Support tax due diligence and transaction structuring, including identification of tax risks, exposures, and mitigation opportunities.
• Assist with tax controversy matters arising from transactions, including coordinating responses to tax authority inquiries and information requests.
• Work with outside counsel on audits, administrative appeals, and litigation support, including document management and fact development.
• Track key tax filing and closing deliverables (e.G., elections, withholding, and allocation schedules) to support timely, accurate post-closing compliance.

Qualifications:

• 6+ years of continuous, specific, and verifiable Mergers & Acquisitions experience.
• Experience supporting joint ventures and capital raises;
  commercial real estate experience is a plus.
• Demonstrated ability to draft and negotiate complex transaction and commercial agreements.
• Strong project management skills and comfort coordinating cross-functional stakeholders through tight timelines.
• Excellent written and verbal communication skills, with a practical, business-oriented approach to risk.

Physical criteria:

• Ability to sit or stand for up to 8 hours a day
• Ability to hear and respond to conversations professionally
• Ability to use a mouse, keyboard
• Ability to handle varying stress levels (low, moderate, high, very high) and maintain professional composure.
• Ability to lift and carry up to 25 pounds.