Sr. M&A Counsel

Job Summary

This senior counsel position serves as the company’s in-house counsel on mergers, acquisitions, divestitures, joint ventures and other strategic transactions; supports the company’s corporate governance and general corporate matters; and reports to the Assistant General Counsel--Corporate. Working with limited supervision, the Sr. M&A Attorney structures, negotiates and executes transactions that advance the company’s business strategy while minimizing legal risk and ensuring compliance with applicable law.

Job Duties & Responsibilities

• Leads the legal aspects of acquisitions, divestitures, mergers, asset exchanges, joint ventures and other strategic transactions from initial structuring through closing and post-closing integration
• Drafts, reviews and negotiates transaction documents, including letters of intent, confidentiality agreements, purchase and sale agreements, merger agreements, transition services agreements and ancillary closing documents
• Plans, coordinates and manages legal due diligence, including review of title, contracts, regulatory, environmental and litigation matters, and communicates key risks and mitigation strategies to business teams and management
• Coordinates and oversees outside counsel and other advisors on transactions, managing scope, quality and legal spend
• Advises on transaction structure, risk allocation, purchase price adjustments, indemnification, representations and warranties insurance and other deal terms
• Manages regulatory and third-party approval processes for transactions, including antitrust (HSR) filings, consents, preferential rights and other closing conditions, in coordination with subject matter experts
• Supports corporate governance matters and provides general corporate support
• Provides guidance and advice on transactions, procedures and department practices, and develops deal templates and checklists
• Works directly with corporate development, finance, tax, accounting and operations teams at all levels of the organization on a day-to-day basis
• Performs other duties as assigned

Job Specific Skills

• Advanced knowledge of mergers and acquisitions law and practice, including transaction structures, deal documentation and market terms
• Strong knowledge of corporate law, corporate governance and fiduciary duty principles, including Delaware law
• Knowledge of oil and gas exploration and production, midstream and marketing operations, including title, leasehold and joint venture agreement considerations
• Strong negotiation and drafting skills, with demonstrated ability to allocate and mitigate risk in complex transaction agreements
• Ability to manage multiple concurrent transactions and competing deadlines in a fast-paced environment
• Licensed and in good standing to practice law in at least one U.S. state, with the ability to obtain any required in-house counsel registration
• Excellent judgment, discretion and ability to handle highly confidential information, and to communicate complex legal issues clearly and persuasively

Education

• Minimum: Juris Doctor (J.D.) degree from accredited university
• Preferred: Experience with a nationally recognized law firm M&A or corporate practice and/or in-house experience supporting strategic transactions, preferably in the energy industry

Experience

Minimum: 5 years related work experience