Description:

Look again and you'll see the opportunity to build a meaningful career, be creative, and take risks with the support you need to be successful. You'll find associates who are as certain about their impact as they are about where they're headed next.

You'll find the An American Globally Diversified Conglomerate Company, which makes everything possible. You'll also see a company that investors trust—our culture of continuous improvement has helped us outperform the S&P 500 by more than 5,000% over the past 25 years.

Position Summary:
The Counsel, M&A position is responsible for providing leadership, guidance, direction and execution in connection with An American Globally Diversified Conglomerate Company's mergers & acquisitions (M&A) process. This position will work closely with An American Globally Diversified Conglomerate Company's Corporate Development personnel on a broad range of day-to-day M&A activity.

One of the key responsibilities of the position will be to counsel the Corporate Development function on legal issues. This role may vary from deal to deal, but will include supervising the work of outside counsel, helping oversee aspects of the legal due diligence process, assessing due diligence findings and determining how to deal with issues that are identified, negotiating agreement terms with opposing counsel, and coordinating and overseeing the regulatory approval process. This position will provide appropriate support and counseling to Corporate Development associates working on such matters.

The position will also be responsible for advising on other strategic transactions, including but not limited to venture capital investments, joint development and commercialization projects (including with leading universities and commercial partners), and corporate partnership agreements, with the support of intellectual property (IP) counsels.

The position will be responsible for helping assess An American Globally Diversified Conglomerate Company's M&A practices from a process perspective with a view to implementing a more systematized, process-based approach to the legal M&A function. This role will be responsible for helping ensure consistency regarding process and contract terms from deal to deal, and will also implement processes to ensure that the institutional knowledge acquired in connection with each transaction is captured and shared throughout the M&A function.

The position is ideal for an agile, transactionally oriented lawyer with broad substantive exposure in the life sciences, technology, bioprocessing or clinical diagnostics fields. Reporting to the Senior Counsel, M&A, this position will partner closely with An American Globally Diversified Conglomerate Company's Corporate Development, Ventures and Science & Technology teams, as well as platform and operating company lawyers across all of An American Globally Diversified Conglomerate Company's businesses, and will interact with and advise executive stakeholders. This position will also collaborate with other An American Globally Diversified Conglomerate Company Corporate functional leads, including IP, tax, labor/employment, litigation and compliance. An American Globally Diversified Conglomerate Company's Legal transactional function is responsible for vigorously and ethically representing An American Globally Diversified Conglomerate Company's strategic transactional interests and reputation while promoting its growth and innovation.

Essential Duties and Responsibilities:

Primary responsibility for contract negotiation, contract drafting and overseeing and assessing due diligence in transactions.
Providing counsel and legal support to An American Globally Diversified Conglomerate Company's Corporate Development team with respect to day-to-day M&A activity. This includes advising on confidentiality agreements, transaction structuring, the legal due diligence process, due diligence findings, contract terms, regulatory approval processes, oversight of outside counsel and overall deal tactics and strategy.
Helping educate and train Corporate Development colleagues regarding key legal considerations that arise in performing their roles.
Advising, structuring, and negotiating terms in venture capital and corporate partnership transactions (e.g., stock purchase agreements, shareholders' agreements, consulting agreements and services agreements), as required from time to time.
In collaboration with IP counsels, advising, structuring, and negotiating terms in joint development and commercialization agreements with leading universities and other third parties, as required from time to time.
Reviewing and improving An American Globally Diversified Conglomerate Company's processes and standard work for transactions and matter management to drive transparency, accountability, efficiency, and desired results.
Promoting cost-efficient use of outside counsel in support of strategic transactions.
Building collaborative and productive relationships to effectively manage teams that include both inside and outside counsel.
Staying abreast of legal trends and developments in areas of practice and communicating pertinent and value-added information to Corporate Development and An American Globally Diversified Conglomerate Company's global legal organization to promote learning, continuous improvement, and competitive advantage.
Other duties may be assigned in addition to those listed above.

Critical Success Factors:

Must be an experienced M&A attorney who has worked in a major law firm.
Must have outstanding technical proficiency and be aware of current legal developments.
Strong communication and presentation skills; ability to distill complex legal or technical concepts into clear and understandable language for business leaders to make key decisions.
Demonstrated eye for business, strong analytical skills, and the ability to grasp important business and legal issues while demonstrating excellent listening skills.
Experience advising organizations in the biotechnology, biologics, clinical diagnostics, research tools, genomics or pharmaceutical industry strongly preferred.
Entrepreneurial mindset; approaches legal and business issues strategically and is able to offer creative solutions.
Self-starter with the ability to work independently while demonstrating excellent judgment under pressure.
Strong team orientation and excellent interpersonal skills, with the ability to work, lead and influence in an environment of multiple stakeholders with competing priorities.
Able to prioritize, manage multiple projects, and meet deadlines in a fast-paced, high volume and frequently changing environment.
Positive attitude; energetic; results-oriented; interest in learning; resilient.
High integrity and ethics in all dealings; non-political in conduct, while understanding internal and external dynamics.

Education and/or Experience:

7+ years relevant experience as a practicing attorney, including practice in a major law firm
J.D. from a reputable US law school and admitted to practice law in at least one US state (with ability to be admitted to practice in the District of Columbia)
Experienced attorney who has worked in positions of senior responsibility on significant matters, including both private and public M&A transactions, cross-border deals (Europe, Asia, LatAm), and complex carveout transactions
Experience in private equity and venture capital transactions preferred
Prior in-house technology transactions experience (e.g., medical devices, life science, etc.) in a public company, with experience in highly regulated environments a plus

Language Skills:
English fluency required. Additional language skills are beneficial.