M&A Counsel
Job description
M&A Counsel at Beacon Software.
About the role
You will serve as the primary legal lead on mergers and acquisitions transactions end-to-end, owning the full execution of deals from the signing of the Letter of Intent through closing and into post-closing activities. You will act as the in-house quarterback for each acquisition, coordinating every work stream and ensuring that legal tasks are completed accurately and on a fast-moving timeline. In this high-autonomy role, you will leverage broad legal judgment to spot issues beyond the four corners of the purchase agreement and solve problems before they escalate. You will directly partner with our investment and operations teams, embedding yourself into the business to align legal strategy with commercial objectives. You will leverage AI tools to drive efficiency in contract review, due diligence, and drafting, setting a standard for modern legal workflows. You will own the management of outside counsel, ensuring that external advisors are used strategically and aligned with our budget and deal priorities. You will also own critical post-closing matters across our portfolio, including indemnification, escrows, and integration-related legal obligations.
Key facts
What you'll do
- End-to-End Internal Deal Execution: Own and execute all legal aspects of M&A transactions internally from LOI through closing and post-closing, drafting, reviewing, and negotiating purchase agreements, ancillary documents, disclosure schedules, and all related transaction documents as the primary lead lawyer on each deal.
- Deal Timeline Management: Drive deal timelines, coordinate internal work streams, and ensure seamless execution across multiple simultaneous transactions without reliance on external counsel for core deal work.
- Direct Business Partnership: Work directly with Beacon's investment and operations teams as the embedded legal partner on each deal, providing real-time legal guidance on deal structure, risk allocation, and negotiation strategy in accordance with Beacon's standard playbooks.
- Escalation Protocol: Escalate material issues to the VP, Legal or external counsel as appropriate while maintaining day-to-day ownership of the deal.
- Internal Due Diligence: Lead and conduct legal due diligence internally on acquisition targets across all key areas including corporate, commercial contracts, employment, IP, litigation, regulatory, and real property.
- Risk Identification and Mitigation: Identify key risks and flag material issues, then work with the deal team to develop risk mitigation strategies through representations, warranties, indemnities, and escrow arrangements.
- Synthesis and Reporting: Synthesize diligence findings into clear, actionable diligence summaries for the investment team to support faster and more informed decision-making.
- AI-Powered M&A/Legal: Leverage AI tools and technology to accelerate contract review, due diligence, document drafting, and legal research while continuously identifying opportunities to build and improve AI-assisted legal workflows.
- Efficiency Focus: Drive efficiency across the entire deal lifecycle by designing and refining AI-assisted processes that reduce time and cost without compromising accuracy.
- External Counsel Coordination: Directly manage and direct external legal counsel on specialized matters such as tax, employment, IP, and regulatory issues, owning the day-to-day relationship with outside counsel on each deal.
- Budget and Resource Management: Ensure efficient use of outside legal resources in alignment with Beacon's deal objectives and budget constraints.
- Post-Closing Portfolio Management: Own post-closing legal obligations across the portfolio, including working capital adjustments, earnout calculations and disputes, indemnification claims, escrow releases, consent and notice requirements, and integration-related legal matters.
- Document and Process Ownership: Draft, review, and negotiate transaction documents and related schedules, ensuring consistency and quality across the growing portfolio of companies.
- Cross-functional Collaboration: Partner closely with finance and operations teams to resolve issues that span legal, commercial, and regulatory dimensions.
- Continuous Improvement: Identify opportunities to improve legal operations, documentation, and workflows, applying best practices from a portfolio of diverse acquisitions.
Requirements
- You are admitted to practice law in good standing in at least one U.S. jurisdiction and eligible to take the New York bar exam.
- You have a minimum of five years of post-qualification experience in M&A or a related transactional practice area.
- You have hands-on experience drafting, reviewing, and negotiating complex commercial agreements, including mergers and acquisitions documents.
- You have demonstrated the ability to manage multiple transactions simultaneously while maintaining a high standard of accuracy and attention to detail.
- You have conducted legal due diligence and analyzed complex corporate structures, commercial contracts, employment matters, intellectual property, litigation history, and regulatory issues.
- You have worked directly with C-suite or senior business stakeholders to advise on legal risks and deal strategy.
- You have managed relationships with external counsel and vendors, including overseeing budgets and scope of work for specialized legal services.
- You are proficient with legal technology and document management systems and are comfortable learning and implementing new tools quickly.
- You hold a Juris Doctor degree from an accredited law school.
- You are highly proficient in drafting, reviewing, and negotiating in English.
Nice to have
- Experience with AI tools and no-code automation relevant to legal or contract workflows.
- Experience in the technology sector and with high-growth software businesses.
- Experience managing acquisitions in regulated industries.
- Experience supporting acquisitions with complex earnout and retention structures.
Practical notes
This role is full-time (40 hours per week).
This role is based in San Francisco, CA and requires in-person work in the office.
This role does not require travel.
This role is not eligible for visa sponsorship at this time.
New York bar passage is not required to start but must be obtained within six months of hire.