SPA - Senior Associate

Overview

This role supports the Restructuring & Dispute Resolution practice within the organization’s SPA Advisory practice. The position is focused on SPA financial analysis and hands-on SPA review work, including contributions to client deliverables, closing statement advisory support, and post-closing dispute support as capability develops.

This position is considered remote. Remote work does not require job duties to be performed within proximity of an office location; however, remote employees may be required to be present at an office with scheduled notice for client work, team meetings, or trainings.

Responsibilities

SPA Review & Pre-Signing Advisory — Primary Focus

• Assist in and progressively lead SPA financial review engagements, including purchase price definitions, working capital target methodology, Accounting Principles schedules, Sample Calculations, and dispute resolution mechanics
• Analyze Accounting Principles schedules to identify the hierarchy between GAAP, historical practice, and Sample Calculation constraints; flag where ordering or language creates ambiguity or post-closing risk
• Review Sample Calculations line by line, reconcile methodology against defined terms, and identify discrepancies between the illustration and operative agreement language
• Review earn-out provisions, including EBITDA and revenue definitions, measurement period mechanics, and buyer conduct obligations; identify gaps or ambiguities that could affect calculation or achievability
• Contribute to written client deliverables (SPA commentary memoranda, marked-up agreements, and issue summaries) under the supervision and review of senior team members
• Develop working familiarity with closing mechanism structures (closing accounts vs. locked box) and the accounting implications of each

Closing Statement Advisory

• Support preparation and review of closing statement calculations, including net working capital, cash, indebtedness, and transaction expenses, working within the Accounting Principles as drafted
• Assist with GL-level analysis to support or challenge specific line items in closing statement calculations
• Help prepare Objection Notice schedules and supporting workpapers under direction from senior team members

Post-Closing Dispute Support

• Support post-closing purchase price dispute engagements, including working capital true-up disputes and earn-out disagreements
• Prepare financial schedules, analysis, and supporting workpapers for use in dispute submissions to Independent Accountants or arbitrators
• Research relevant accounting standards and industry practice to support the development of technical positions

Development & Teamwork

• Work collaboratively within engagement teams, taking clear ownership of assigned workstreams and delivering to the quality and timeline expected by senior reviewers
• Begin to develop client communication skills through participation in calls, meetings, and written correspondence under senior supervision
• Actively build technical knowledge of SPA mechanics, purchase price adjustment structures, and relevant accounting standards

Requirements

• 3–5 years of experience in transaction advisory, M&A due diligence, audit, or a related discipline at a public accounting firm or advisory boutique
• Solid working knowledge of U.S. GAAP; ability to apply accounting standards to practical fact patterns (prior exposure to ASC 606, ASC 450, or similar standards in a transactional context is a plus)
• Demonstrated analytical ability and attention to detail, including identifying issues that may not be obvious on first read
• Strong written communication skills; ability to produce clear, structured written analysis and willingness to further develop this as a core professional skill
• CPA candidate or CPA qualified (or actively pursuing designation)
• Proficiency in Excel; ability to build and review financial models and closing statement workpapers

Preferred Qualifications

• Prior exposure to SPA financial terms, purchase price adjustment mechanics, or working capital analysis in a deal context
• Experience reading or working with transaction documents, even in a supporting capacity
• Familiarity with post-closing dispute processes or Independent Accountant proceedings
• Prior Big 4 or mid-market advisory firm background

Compensation & Benefits

In California, the salary range for an Advisory Senior Associate is $90,000 to $145,000. Actual compensation within the range will be dependent upon the individual’s skills, experience, qualifications and location, and applicable employment laws.

Compensation is one component of a total rewards package that includes a discretionary performance bonus, generous paid time off, expanded and inclusive parental benefits, and access to learning and development platforms.

Location

Remote (with occasional on-site presence required with scheduled notice for client work, team meetings, or trainings).

In California, the salary range for an Advisory Senior Associate is $90,000 to $145,000.