SPA - Senior Associate

Overview

This role supports the Restructuring & Dispute Resolution Advisory practice in SPA financial analysis and related dispute support work.

Practice area

• Restructuring & Dispute Resolution Advisory

Work arrangement

• Hybrid firm; the organization’s professionals are typically located within a commutable distance to an office.
• This position is considered remote, meaning assigned duties do not require being performed within proximity of an office location.
• 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, covering 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, including SPA commentary memoranda, marked-up agreements, and issue summaries, under 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 development of technical positions

Development & Teamwork

• Collaborate within engagement teams, taking clear ownership of assigned workstreams and delivering to the quality and timeline expected by senior reviewers
• 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; 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 (dense financial definitions and issues may not be obvious on first read)
• Strong written communication skills; ability to produce clear, structured written analysis and willingness to develop this capability further 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

Salary (California)

• Salary range for an Advisory Senior Associate in California: $90,000 to $145,000
• Actual compensation within the range depends on skills, experience, qualifications, location, and applicable employment laws.

Total rewards (high level)

• Discretionary performance bonus
• Generous paid time off
• Expanded and inclusive parental benefits
• Access to learning and development platforms

Location

• In California, the salary range for an Advisory Senior Associate is $90,000 to $145,000.
• The position is considered remote, with possible in-office presence required with scheduled notice for client work, team meetings, or trainings.