Overview
A professional services firm is seeking a Senior Associate to join their Restructuring and Dispute Resolution Advisory practice. This role focuses on SPA (Stock Purchase Agreement) financial analysis and advisory, supporting buyers, sellers, and their counsel in M&A transactions. The position is remote but may require occasional presence at an office for client work, meetings, or training.
Responsibilities
SPA Review & Pre-Signing Advisory
- Assist 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 hierarchy between GAAP, historical practice, and Sample Calculation constraints; flag ambiguities or post-closing risks
- Review Sample Calculations line by line, reconcile methodology against defined terms, and identify discrepancies
- Review earn-out provisions such as EBITDA and revenue definitions, measurement period mechanics, and buyer conduct obligations; identify gaps or ambiguities
- Contribute to written client deliverables including SPA commentary memoranda, marked-up agreements, and issue summaries under supervision
- Develop familiarity with closing mechanism structures (closing accounts vs. locked box) and their accounting implications
Closing Statement Advisory
- Support preparation and review of closing statement calculations including net working capital, cash, indebtedness, and transaction expenses
- Assist with general ledger-level analysis to support or challenge line items in closing statements
- Help prepare Objection Notice schedules and supporting workpapers under direction
Post-Closing Dispute Support
- Support post-closing purchase price dispute engagements such as working capital true-up disputes and earn-out disagreements
- Prepare financial schedules, analysis, and supporting workpapers for dispute submissions to Independent Accountants or arbitrators
- Research relevant accounting standards and industry practices to support technical positions
Development & Teamwork
- Collaborate within engagement teams, take ownership of assigned workstreams, and deliver quality work on time
- Develop client communication skills through participation in calls, meetings, and written correspondence under supervision
- 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 related discipline at a public accounting firm or advisory boutique
- Solid working knowledge of U.S. GAAP with ability to apply accounting standards to practical scenarios; exposure to ASC 606, ASC 450, or similar standards in transactional context is a plus
- Strong analytical ability and attention to detail, capable of reading dense financial definitions and identifying subtle issues
- Strong written communication skills with ability to produce clear, structured analysis and willingness to develop further
- 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 deal context
- Experience reading or working with transaction documents in a supporting capacity
- Familiarity with post-closing dispute processes or Independent Accountant proceedings
- Background at Big 4 or mid-market advisory firms
Compensation & Benefits
- Salary range in California for this Senior Associate role is $90,000 to $145,000, dependent on skills, experience, qualifications, location, and applicable laws
- Total rewards package includes discretionary performance bonus, generous paid time off, expanded parental benefits, and access to learning and development platforms
Location
- Remote position with potential occasional office presence required
Equal Opportunity
The employer is committed to building a diverse, equitable, and inclusive workplace. All qualified applicants will receive consideration without regard to race, color, religion, sex, sexual orientation, gender identity, age, national origin, protected veteran status, or disability status.