The Counsel, Corporate Transactions will be an integral part of the Corporate Transactions team and will work and advise on domestic and international mergers, acquisitions, dispositions, joint ventures, investments and similar transactions, as well as handling other general corporate and departmental matters. The position will report to ViacomCBS’ Vice President, Senior Counsel, Corporate Transactions and will be based in New York, NY or Los Angeles, CA.
Drafting, reviewing and negotiating transactional documents, such as stock and asset purchase/sale agreements, merger or de-merger agreements, joint venture agreements, partnership/LLC/shareholder agreements, investment agreements, framework agreements, inter-company agreements, confidentiality agreements, transition services agreements, side letters, engagement letters, letters of intent, bid letters and term sheets;
Working closely and coordinating with ViacomCBS’ corporate development team, tax and accounting teams, divisional business teams and specialist lawyers in connection with the review, analysis, implementation and execution of potential transactions;
Managing and coordinating due diligence reviews and preparation of related memoranda;
Managing outside legal advisors on transactional and related regulatory matters;
Advising on a broad range of business and legal affairs matters;
Contributing to the various internal knowledge management initiatives, including a precedent document database, template agreements, presentations and training initiatives.
JD from an accredited law school;
New York State or California Bar membership in good standing or willingness and qualifications to become Registered In-House Counsel in New York State or California promptly;
Minimum of 5 years of experience in the M&A practice at a major law firm and/or a significant corporate legal department. In-house experience is a plus;
Exceptional negotiating, drafting, transaction structuring and analytical skills;
Excellent interpersonal and client relations skills;
Fluid understanding of relevant M&A case law, securities laws, antitrust and regulatory considerations, and other relevant statutory laws and regulations.
Ability to negotiate with third parties independently, while seeking supervision and guidance when necessary;
Experience in working autonomously, and coordinating a working group team;
Ability to work efficiently and simultaneously on multiple matters in a demanding, fast-paced environment;
Ability to communicate effectively with others, both verbally and in writing and to provide practical yet creative advice;
Experience in working across domestic and international jurisdictions;
High ethical standards and trustworthiness with confidential matters;
Ability, confidence and desire to lead deal teams in a collaborative way;
Travel as needed.
ViacomCBS is an equal opportunity employer (EOE) including disability/vet.
At ViacomCBS, the spirit of inclusion feeds into everything that we do, on-screen and off. From the programming and movies we create to employee benefits/programs and social impact outreach initiatives, we believe that opportunity, access, resources and rewards should be available to and for the benefit of all. ViacomCBS is proud to be an equal opportunity workplace and is an affirmative action employer. We are committed to equal employment opportunity regardless of race, color, ethnicity, ancestry, religion, creed, sex, national origin, sexual orientation, age, citizenship status, marital status, disability, gender identity, gender expression, and Veteran status.
At Viacom, our employees are our biggest stars — a diverse, unbelievably talented collection of creative thinkers, dreamers and doers who propel our business forward and make us one of the premier entertainment media companies on the planet. We look for the brightest in the business, and we boast a one-of-a-kind corporate culture that empowers our people to be who they are and do their best work. Check out our current job openings and browse the site to learn more about what makes Viacom tick.