Sr. Counsel, M & A

⁠​‌‌​​​‌​​​‌‌‌​‌​​​‌‌​‌‌‌​‌​​‌​‌‌​​‌‌‌​​‌⁠

Who We Are

In an increasingly complex world where people are starving for someone they can trust, we stand for something simple: always put the client first. We do well by doing good for those we serve. It’s the ultimate measure. We believe in providing value beyond a doubt and in the notion that time will either expose you or promote you, based on your willingness to embrace change.

We serve financial advisors and investors through three entities, each headquartered in Omaha, Nebraska: Carson Wealth, Carson Coaching and Carson Partners. We provide coaching and partnership services to advisor firms – and straightforward financial advice to the investing public. We all share a common mission to be the most trusted in financial advice.

Who We Want

Provide senior-level legal counsel for mergers, acquisitions, minority investments, succession transactions, and other strategic initiatives. Lead legal activities throughout the transaction lifecycle, including structuring, due diligence, negotiation, execution, closing, and post-closing integration. Advise senior leaders and cross-functional deal teams on transaction terms, legal requirements, and risk mitigation strategies. Draft and negotiate letters of intent, purchase agreements, investment documents, commercial agreements, and related legal materials. Provide guidance on regulatory requirements and other general legal matters affecting the organization. Manage outside counsel and improve legal processes that support the organization’s growth strategy and business operations.

What To Expect

• Transaction Leadership: Lead legal workstreams for mergers, acquisitions, minority investments, succession transactions, and other strategic initiatives from initial planning through post-closing integration. Advise senior leaders and deal teams on transaction structures, legal considerations, key milestones, resource requirements, and potential risks.
• Transaction Structuring and Negotiation: Advise on the structure and terms of proposed transactions, including purchase price provisions, earn-outs, contingent payments, indemnification, restrictive covenants, and governance rights. Participate in negotiations and provide legal guidance on letters of intent, term sheets, purchase agreements, investment agreements, and other transaction documents.
• Due Diligence and Risk Management: Lead or coordinate legal due diligence and evaluate corporate, contractual, employment, regulatory, privacy, intellectual property, litigation, and other relevant risks. Clearly communicate findings and recommendations to internal stakeholders and develop appropriate contractual protections and risk mitigation strategies.
• Documentation, Closing, and Integration: Draft, review, and negotiate definitive transaction agreements, ancillary documents, consents, resolutions, and closing deliverables. Coordinate signing and closing activities, confirm that legal requirements and conditions have been satisfied, and support the resolution of post-closing obligations and integration matters.
• Deal Team and Outside Counsel Management: Partner with finance, compliance, human resources, operations, business development, and other internal stakeholders to coordinate transaction activities and maintain the timely flow of information. Select, engage, and manage outside counsel and other legal resources while monitoring quality, responsiveness, cost, and alignment with organizational objectives.
• Regulatory and General Legal Support: Advise on legal and regulatory requirements applicable to registered investment advisers, broker-dealers, and other financial services businesses. Draft, review, and negotiate vendor, technology, confidentiality, advisor, affiliation, solicitor, and other commercial agreements. Monitor legal and regulatory developments, support the development and review of policies and procedures, and provide guidance on other corporate, operational, and general legal matters as needed. Develop and improve legal templates, processes, and resources that support an efficient and scalable legal environment.
• Other Duties: Perform additional tasks, duties, and responsibilities as needed or assigned by leadership to support departmental and organizational objectives.

What You Need

• Juris Doctor degree from an accredited law school required.
• Active admission and good standing with the Nebraska State Bar preferred.
• Minimum of five years of relevant legal experience in a law firm or in-house legal department required.
• Minimum of three years of experience supporting mergers, acquisitions, private equity investments, or other complex corporate transactions required.
• Experience independently leading legal workstreams through the full transaction lifecycle required.
• Experience drafting and negotiating letters of intent, purchase agreements, investment agreements, commercial agreements, and related legal documents required.
• Experience conducting legal due diligence and advising on transaction structuring, risk allocation, closing requirements, and post-closing obligations required.
• Experience advising on regulatory, contractual, corporate, or other general legal matters required.
• Experience with transactions involving registered investment advisers, broker-dealers, wealth management organizations, or other financial services businesses preferred.
• Familiarity with the Investment Advisers Act of 1940 and other securities laws and regulations affecting financial services organizations preferred.
• Demonstrated ability to manage outside counsel and coordinate complex, cross-functional projects required.
• Strong business judgment and the ability to translate complex legal and regulatory considerations into practical and actionable guidance required.
• Exceptional drafting, negotiation, analytical, research, planning, and organizational skills required.
• Excellent written, verbal, and interpersonal communication skills required.
• Ability to work independently, manage multiple transactions and priorities, and perform effectively within changing deadlines required.
• High degree of professional ethics, integrity, discretion, and attention to detail required.

EEO Statement:

In exchange for your expertise, we offer a base salary, bonus potential, 401(k) plus matching, health benefits, and a great working environment. This is your chance to play a key role in the continued success of our company. Our culture is fast-paced, collaborative, innovative, and focused on healthy living. Carson strives to promote the health and wellness of its stakeholders by maintaining a tobacco-free workplace.

We are an equal opportunity employer and all qualified applicants will receive consideration for employment without regard to race, color, religion, gender, national origin, disability, protected veteran status, sexual orientation, age or any other characteristic protected by law.

The total rewards expected for this role include:

• Starting annual base salary between $165,000 - 190,000.
• Variable compensation potential (Bonus and/or commissions)
• Competitive benefits including 401(k) with company contribution, PTO, Parental Leave, Medical, Dental, Vision, Health Savings Accounts, Flexible Spending Accounts, Life and AD&D Insurance, Short and Long-Term Disability, Work/Life Benefits and Holistic Wellbeing Programs.