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Lead M&A Corporate Counsel

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Santa Clara, CA US
Other Location(s):
Texas, Plano;
Job Id:
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Job Description

At McAfee, we are relentless in protecting our customers: we believe safe never sleeps.  In doing so, we are leading the transition from the era of point security products to integrated security systems.  As we automate the Threat Defense Lifecycle, we lead the industry in delivering better security outcomes to customers:  address more threats, faster, and with fewer resources.  We work to achieve that automation for enterprise customers by:

  • Focusing on the endpoint and cloud as key control points
  • Analyzing that telemetry to detect advanced threats
  • Automating the management and remediation processes
  • Working with technology partners throughout the industry

Lead M&A Corporate Counsel

Bay Area

Reporting into the Chief Legal Counsel, the M&A Corporate Counsel manages all M&A activities in support of the company’s strategic growth initiatives, including coordinating due diligence, drafting and negotiating purchase and sale agreements.


  • Hands-on expert for all efforts focused on corporate and strategic transactions, including debt financings, mergers & acquisitions, dispositions, joint ventures, intercompany relationships, complex commercial agreements and other corporate activities, including the management of all transaction-related due diligence processes.
  • Demonstrate subject-matter expertise in leading global transactions of varying sizes and significance, providing both strategic insights and support to the aligned leadership and business teams.
  • Identify, prioritize and provide legal opinions and support for M&A activity, including drafting and negotiating definitive purchase and sale agreements, joint venture agreements and coordinating due diligence efforts including issues related to compliance and accounting & tax implications
  • Review and interpret relevant statutes, rules, and compliance/regulations related to M&A transactions.
  • Take initiative to identify and analyze problems, generate alternative solutions, and work collaboratively with colleagues across the organization to execute on an action plan.
  • As needed, manage outside counsel resources to explore and execute transactions
  • Assist with post-closing matters, including, for example, assumption of / retirement of stock option plans and issues related to earn-out agreements, non-compete agreements and indemnification claims.
  • Additional responsibilities include corporate governance matters including Board and Committee preparation, meeting minutes, etc.

PRIMARY Requirements:

  • J.D. degree with a minimum of 8+ years of relevant legal experience, including at least 5 or more years of in-house experience.  In depth M&A leadership experience required, ideally consisting of both private and public transactions; MBA credentials highly respected.
  • Active membership in at least one U.S. state bar.
  • Experience communicating and interacting with executive management and boards of directors related to M&A activity.
  • Specific experience aligned to drafting and negotiating agreements and analyzing financial and accounting statements as part of M&A transactional efforts.
  • Ability to independently manage a diverse and complex workload while maintaining priorities and proactively anticipating issues.
  • Strong teaming skills inside and outside the legal organization; approaches work with flexibility and a positive attitude, and constructively manages change. 
  • Highly analytical style combined with exceptional business and legal issues identification and problem-solving skills; able to easily and effectively counsel clients by providing them with clear, concise commercial advice while offering pragmatic, creative solutions, all while operating with a sense of urgency.
  • Strong and astute negotiator with impeccable, ethical judgment.
  • M&A counsel experience specific to public / SEC regulations and matters including filings such as 10-Ks, 10-Qs, 8-Ks, S-8s, Proxy Statements and Confidential Treatment Requests, highly respected and regarded


Other Locations

Texas, Plano;

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