Strategy and Transactions - Transaction Diligence - Sales and Purchase Agreements - Senior

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Location: New York, Hoboken, Atlanta, Denver, Los Angeles, Philadelphia, Boston, Detroit, McLean, San Francisco, Chicago, Houston, Seattle, Dallas.

 

 

Transaction Diligence – Sales and Purchase Agreements – Senior

 

Negotiations around M&A pricing mechanisms and the sales and purchase agreement are becoming increasingly complex, and buyers and sellers can benefit significantly from professional support in these areas.  EY's Transaction Diligence – Sales and Purchase Agreements (SPA) Advisory team provides expert support to clients together with their investment banks, lawyers, and deal teams on M&A pricing mechanisms and the accounting aspects of SPAs. The SPA Advisory team collaborates with diligence teams to provide seamless, end to end deal support from initial diligence through signing to closing estimates and post-closing adjustments.

 

The opportunity

 

The role involves the identification and articulation of key value points related to deal closing mechanics to assist clients in their negotiations of M&A pricing and associated transaction documents.  You will interact with deal teams and clients across all stages of the deal continuum including planning, negotiation, signing, closing, and post-closing. The role will enable you to:

 

• Develop a specialized skill set in a high value-add area for corporate and private equity clients
• Gain experience on a wide range of transactions (on both the buy-side and the sell-side) in different sectors and markets
• Improve analytical and negotiation techniques
• Gain insight into key value levers for clients in negotiating key deal value points and SPAs
• Work closely with due diligence teams to identify and mitigate risk for clients
• Work across borders with our global network of deal professionals
• Develop a strong internal and external network

 

Your key responsibilities

 

Working closely with clients, their bankers and legal advisers, transaction diligence teams and other SPA Advisory team members to manage and deliver advice around the deal price adjustment mechanisms on M&A transactions, including (i) analysis of cash, debt and working capital adjustments; (ii) preparation of pricing schedules; (iii) reviewing and commenting on the financial aspects of the SPA; (iv) assisting the client with their preparation or review of closing accounts; and (v) performing leakage reviews (on locked box transactions). Your key responsibilities will include:

• Working with your peers to provide insightful, deal-relevant points of view and recommendations to the client
• Supporting client negotiations with the counterparty on transactions
• Drafting detailed and compelling outputs for clients
• Taking ownership for Quality and Risk Management (Q&RM) to ensure client work is delivered consistently and in compliance with EY's quality standards
• Building valued relationships with external clients and internal peers to develop a portfolio of projects by focusing on high-value opportunities
• Communicating with partners and senior managers in a flat team structure

 

Skills and attributes for success

 

• Confident interpersonal skills and a positive attitude
• Comfortable working both indepe