Deals - Sales and Purchase Agreement; SPA Advisory - Director

EY-Parthenon - Deals - Sales and Purchase Agreement (SPA) Advisory - Director

Location:

Atlanta, Boston, Chicago, Dallas, Houston, Los Angeles, McLean, Miami, New York, San Francisco, Washington

At EY, we’re all in to shape your future with confidence. We’ll help you succeed in a globally connected powerhouse of diverse teams and take your career wherever you want it to go. Join EY and help to build a better working world. EY-Parthenon’s unique combination of transformative strategy, transactions and corporate finance delivers real-world value – solutions that work in practice, not just on paper.

Benefiting from EY’s full spectrum of services, we’ve reimagined strategic consulting to work in a world of increasing complexity. With deep functional and sector expertise, paired with innovative AI-powered technology and an investor mindset, we partner with CEOs, Boards, Private Equity and Governments every step of the way – enabling you to shape your future with confidence.

Negotiations around M&A pricing mechanisms and the sales and purchase agreements are becoming increasingly complex, and buyers and sellers can benefit significantly from professional support in these areas. EY-Parthenon’s Deals – Sales and Purchase Agreement (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 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.

• 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 (both buy-side and 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.
• Advise and support negotiations with senior members of client and counter party teams along with their advisors.
• 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.

• Manage and deliver advice around the deal price adjustment mechanisms on M&A transactions, including analysis of cash, debt and working capital adjustments; preparation of pricing schedules; reviewing and commenting on the financial aspects of the SPA; assisting the client with preparation or review of closing accounts; and performing leakage reviews (on locked box transactions).
• Supervise senior associates and associates, with the opportunity to lead and work directly with Partners, Managing Directors, and Senior Directors to provide insightful, deal-relevant points of view and recommendations to the client.
• Support client negotiations with the counter party on transactions.
• Draft detailed and compelling outputs for clients.
• Build valued relationships with external clients and internal peers to develop a portfolio of projects focusing on high-value opportunities.
• Take ownership of Quality and Risk Management (Q&RM) to ensure client work is delivered consistently and in compliance with EY's quality standards.
• Communicate with partners and senior directors in a flat team structure.

• Confident interpersonal skills and a positive attitude.
• Comfortable working independently or in a team.
• Eagerness to learn and an entrepreneurial mindset.
• Desire to develop strong internal and external networks.
• Strong communication skills.
• Critical thinker with very good attention to detail.
• Ability to work to tight project deadlines.
• Ability to simultaneously handle diverse and pressing…