Corporate Counsel (Remote)

Description:

• Ziff Davis is seeking a talented, business-oriented attorney to join its legal team. This role will support Ziff Davis's strategic initiatives, including: (i) mergers, acquisitions, divestitures, and other complex transactions across all of Ziff Davis's business units domestic and abroad, (ii) debt offerings, including issuances and ongoing compliance obligations under existing credit arrangements, and (iii) corporate governance and securities law matters.
• The ideal candidate will independently manage, with necessary support, all aspects of the M&A transaction lifecycle from initial structuring and due diligence through negotiation, drafting, closing, and post-closing integration. This attorney will also advise on debt capital markets matters and ongoing corporate and securities matters. A strong ability to assess risk, provide practical solutions, and align legal advice with business objectives is essential.

• Draft and negotiate non-disclosure agreements, letters of intent, definitive transaction agreements, and related ancillary transaction agreements
• Structure and execute complex transactions while appropriately managing legal and business risk
• Lead and manage the legal due diligence process
• Partner closely with internal stakeholders (e.g. Corporate Development, Tax, Finance HR etc.) to drive alignment and execution across all phases of the M&A process
• Manage and oversee outside counsel on M&A and debt capital markets matters
• Advise on post-acquisition integration and related legal issues
• Support negotiation and documentation of new public debt offerings and monitor compliance under existing debt arrangements
• Advise on corporate and securities law matters, including SEC reporting, corporate governance, Rule 144, Section 16, and Section 13 matters
• Assist with proxy statement preparation and annual meeting processes
• Contribute to day-to-day legal operations and strategic initiatives
• Monitor and stay current on legal, market, and AI developments affecting M&A and capital markets activity

• J.D. required
• Member in good standing of at least one U.S. state bar
• 3-6 years of experience as a corporate attorney at a large national or international law firm, with a focus on M&A
• Experience with public and private M&A transactions, debt capital markets matters, and public securities law matters
• Strong understanding of regulatory compliance as it relates to debt capital markets, corporate governance, and risk management
• Excellent writing, oral communication, analytical, and organizational skills
• Ability to manage multiple transactions and competing priorities in a fast-paced environment
• Strong business judgment and ability to provide clear, practical advice aligned with company objectives
• Proven ability to collaborate effectively across functions and seniority levels
• Detail-oriented, self-motivated, and capable of working both independently and as part of a team
• Ability to work both independently and collaboratively