Overview
This organization is seeking a SPA – Senior Associate to join its Restructuring and Dispute Resolution Advisory practice.
This role is remote and 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, and 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, and identify gaps or ambiguities affecting calculation or achievability
- Contribute to written client deliverables such as SPA commentary memoranda, marked-up agreements, and issue summaries under supervision and review
- 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
- Collaborate within engagement teams, taking clear ownership of assigned workstreams and delivering to the expected quality and timeline
- Begin developing 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, with the 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
- Strong written communication skills, including the ability to produce clear, structured written analysis and willingness to develop this as a core professional skill
- CPA candidate or CPA qualified (or actively pursuing designation)
- Proficiency in Excel, including building and reviewing 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
Salary (California)
- In California, the salary range for an Advisory Senior Associate is $90,000 to $145,000.
- Actual compensation within the range will depend on skills, experience, qualifications, location, and applicable employment laws.
Total Rewards (highlights)
- Discretionary performance bonus
- Generous paid time off
- Expanded and inclusive parental benefits
- Access to learning and development platforms
Location
- Remote position.
- In California, the salary range applies as stated above.