Director of Corporate, Finance and Mergers & Acquisitions

Job Band:                 3A 

PURPOSE OF THE JOB

 

The Director of Corporate, Finance and Mergers & Acquisitions has the responsibility for overseeing and/or providing support on domestic and cross-border corporate transactions. This includes, but is not limited to, mergers and acquisitions, joint ventures, venture capital investments, post-merger integration, debt financing and restructuring, debt issuance and corporate entity management.

 

Reports to: Vice President, Asst. General Counsel & Corporate Secretary

Span of Control: The Director will have one direct support (M&A Legal Support Lead)

JOB RESPONSIBILITIES

 

Lead and Advise on M&A and Finance Transactions

 

• Partner with OC’s Corporate Development and Corporate Strategy departments on structuring and planning M&A projects, joint ventures, and financing transactions.
• Lead M&A counsel, providing leadership and/or support for all elements of transactions, including structuring, overall due diligence, documentation, and coordinating signing and closing
• Flag and escalate appropriate matters to other subject matter experts, including the litigation, commercial transactions, and regulatory compliance teams.
• Lead other critical corporate transactions, including joint ventures, and strategic investments and initiatives.
• Draft, negotiate and interpret non-disclosure agreements (NDAs), letters of intent (LOIs), investor rights agreements, stock purchase agreements, consulting agreements, vendor and service agreements, asset purchase agreements and operating agreements.
• Provide legal support to the Tax and Treasury functions on corporate finance and capital markets matters.
• Lead public and private debt offerings through review and negotiation of financing documents, including indenture agreements, and related due diligence processes.
• Provide legal support of post-merger integration plans and provide guidance to business management on related activities.
• Drive decisions on aligning with in-house and/or outside counsel (as needed), as well as with other business consultants on corporate transactions, makes budgeting for legal costs and oversees such expenses.

 

Drive Excellence in Corporate Governance and General Corporate Matters

• Maintain a broad understanding of corporate governance and legal entity management as applied to a global, multi-entity structure.
• Lead development and implementation of entity governance strategies and ensure compliance with applicable laws, charters, resolutions, delegations, and approvals.
• Provide counsel on corporate structure design and manage related change implementations across global subsidiaries.
• Oversee the paralegal’s maintenance of legal entity records and governance documentation.
• Maintain and enhance legal entity playbooks to ensure protection of the enterprise and its subsidiaries.
• Provide regular legal guidance to cross-functional stakeholders on contractual and governance matters impacting the business.

Leads across the Corporation

• Foster cross-functional collaboration and inspire a high-performing legal function that contributes to Owens Corning’s strategic objectives.
• Serve as a trusted advisor across the organization and be recognized as a role model within the Law Department for integrity, collaboration, and professional development.
• Communicate legal strategy and risk assessments effectively and proactively to executive stakeholders

Develops others

• Create energy and momentum for individual and team development.
• Actively mentor, coach, and challenge team members to grow capabilities and expand expertise.
• Lead initiatives that enhance team engagement and talent retention.
• Promote a culture of collaboration and accountability across internal teams and external partners to maximize performance

JOB REQUIREMENTS 

QUALIFICATIONS & EXPERIENCE

• Juris Doctorate from an accredited Law School and Bar Membership in at least one state.
• 10+ years of experience in mergers & acquisitions, corporate finance, antitrust law, and cross-border transactions.
• Prior in-house counsel experience a plus.
• Proven track record in developing and leading teams of in-house and outside counsel attorneys and consultants on complex transactions.
• Thought leadership level experience as a strategic advi