Director, Corporate Transactions Counsel

Job Description The Legal Counsel, Corporate Transactions will provide strategic legal counsel and transaction support for a broad range of complex business development and corporate transactions, including public and private mergers and acquisitions, divestitures, joint ventures, research, development and commercial collaborations, corporate licensing arrangements, and other strategic transactions. The attorney will partner closely with business and functional leaders throughout the transaction lifecycle, from initial structuring and due diligence through negotiation, execution, and closing. Responsibilities Partner closely with business development and licensing colleagues, senior management and cross-functional teams on complex transactions involving the Company’s Corporate, Research & Development, Human Health, Manufacturing and Animal Health divisions, appropriately balancing business objectives, execution considerations, and legal risk Provide practical, strategic, and solutions-oriented legal advice regarding transaction structure, negotiation strategy, execution risk and post-signing considerations Lead or support the structuring, due diligence, negotiation and documentation of sophisticated M&A, divestitures, joint ventures, licensing arrangements, collaborations, manufacturing, supply and procurement agreements, technology (including AI) and other strategic transactions Identify, evaluate, and clearly communicate material legal and business risks and decision points, exercise sound judgment, and work collaboratively with business partners and subject-matter experts to develop practical mitigation strategies and drive timely decisions Coordinate effectively with internal stakeholders and external advisers to establish transaction plans, manage workstreams and timelines, and drive matters toward execution and closing Advise on applicable corporate, securities, antitrust and other laws and regulations affecting transactions, in coordination with relevant legal subject-matter experts Manage outside counsel, including defining scope, coordinating work and monitoring costs, as appropriate Prepare and deliver concise, executive-ready communications regarding transaction status, key risks, decision points, and recommended courses of action Provide guidance and oversight to paralegals and other legal support professionals, with opportunities to develop people-management and leadership skills Provide legal advice and guidance consistent with applicable law, Company policy, and high ethical standards Some domestic and international travel may be required Reporting and Work Arrangement Reports to AVP, Corporate Transactions Legal Hybrid work arrangement, with a minimum of three days per week in the Company’s Rahway, NJ office, subject to Company policy Required Experience and Skills Undergraduate degree from an accredited institution Juris Doctor degree from an accredited U.S. law school and active membership in good standing in the bar of at least one U.S. state or the District of Columbia, with the ability to satisfy applicable New Jersey in-house counsel registration requirements A minimum of four (4) years of relevant transactional legal experience in a law firm, corporate legal department, or related setting Demonstrated experience drafting and negotiating sophisticated transactional agreements and managing related legal workstreams Excellent teamwork, written and oral communication, and analytical skills, together with sound judgment and a high degree of business acumen Demonstrated ability to manage multiple complex transactions and competing priorities, coordinate cross-functional workstreams, and deliver high-quality work under demanding timelines Proactive, collaborative, and intellectually curious, with a high level of initiative, self-motivation, and attention to detail Ability to distill complex legal and business issues into clear, practical advice and recommendations for business leaders and senior management Familiarity with, or demonstrated interest in using, Company-approved artificial intelligence and other legal technology tools to enhance the quality and efficiency of legal work, with appropriate attention to confidentiality, data protection, verification of outputs and human oversight Preferred Experience and Skills Experience independently managing significant components of complex business development, licensing, or M&A transactions in the pharmaceutical #J-18808-Ljbffr Merck