Overview
An established accounting and consulting firm is seeking an experienced M&A Tax Senior Manager to lead tax due diligence and structuring engagements for mergers, acquisitions, and other strategic transactions. This client-facing role involves managing diligence workstreams, mentoring teams, and serving as the primary tax lead throughout the transaction lifecycle—from kickoff through deal close.
Responsibilities
- Lead day-to-day tax due diligence and structuring for buy-side and sell-side M&A transactions across various deal sizes and industries.
- Serve as the primary tax advisor to clients, deal teams, legal counsel, and investment professionals.
- Scope transactions, identify key tax risks and structuring opportunities, and tailor analyses based on client objectives and transaction profiles.
- Manage timelines, deliverables, and budgets to ensure high-quality, deadline-driven execution.
- Identify, analyze, and quantify federal, state, and local tax risks associated with target companies and transaction structures.
- Perform and review transaction tax structuring analyses, including:
- Step-up and basis modeling (asset vs. stock acquisitions, 338(h)(10), 336(e), partnership transactions)
- Section 382 limitation analyses and modeling of tax attribute utilization
- Tax attribute modeling, including net operating losses (NOLs), credits, and deferred tax attributes
- Step plan and transaction sequencing analyses to assess tax consequences and manage risk
- Review acquisition structures, post-closing integration considerations, and exit planning implications.
- Advise on tax-related purchase agreement provisions, including indemnities, escrows, representations, and tax covenants.
- Prepare and review diligence reports, structuring memoranda, and executive summaries that clearly explain risks, opportunities, and financial impacts.
- Collaborate with financial due diligence and tax subject matter specialists.
- Lead and mentor engagement teams by providing technical guidance, coaching, and real-time feedback.
- Review workpapers and analyses for technical accuracy, consistency, and clarity.
- Develop team members’ diligence and structuring capabilities and reinforce best practices.
- Support business development efforts, including proposal development, transaction scoping, and client pitches.
- Contribute to knowledge sharing, training, and ongoing improvement of diligence and structuring methodologies.
Required Qualifications
- 6–8 years of experience in M&A/transaction tax within public accounting, Big 4, advisory firms, or comparable environments, with significant responsibility for both tax due diligence and transaction structuring.
- Demonstrated experience leading diligence engagements and managing day-to-day client relationships.
- Strong technical background in U.S. federal income tax; state and local tax experience is a plus.
- Ability to manage multiple concurrent transactions in a deadline-driven environment.
- Strong written and verbal communication skills with the ability to explain complex tax concepts to non-tax stakeholders.
- Proven leadership skills and a collaborative, solutions-oriented mindset.
- Hands-on experience with step-up and basis modeling, Section 382 analyses, and transaction and step plan structuring.
- Bachelor’s degree in accounting or finance from an accredited college or university.
- Master’s in Taxation, JD in tax, and/or LLM preferred.
Preferred Qualifications
Professional Attributes
- Detail-oriented with the ability to manage multiple projects and deadlines.
- Collaborative mindset with a strong client-service orientation.
- Comfortable working in a fast-paced, deal-driven environment.
- Willingness to learn and take on increasing responsibility over time.
Compensation & Benefits
- Generous time off and paid holidays, including the week between Christmas and New Year’s.
- Flexible work schedules.
- Paid family leave benefits: 16 weeks maternity and adoption leave, 8 weeks parental leave, 4 weeks caregiver leave (eligibility applies).
- Comprehensive health and wellness benefits, including wellness coaching and mental health counseling.
- One-on-one professional coaching.
- Leadership and career development programs.
Physical and Cognitive Requirements
- Regularly required to remain stationary; use hands repetitively to operate standard office equipment; and communicate in person and by telephone.
- Vision abilities required include close vision, distance vision, color vision, peripheral vision, depth perception, and the ability to adjust focus.
- Regular use of written and oral communication skills.
- Ability to read and interpret data, information, and documents.
- Ability to observe and interpret situations.
- Ability to work under deadlines with frequent interruptions.
- Interaction with internal and external customers and others in the course of work.
Location
Multiple office locations in fast-growing U.S. cities.