Director, Counsel, Securities & Corp Transactions

THE ROLE:

The Director, Counsel, Securities and Corporate Transactions will have a strategic role in general corporate and securities related matters, financings and strategic transactions, and will work closely with members of the legal, finance, tax, investor relations, and communications teams.

 

HOW YOU WOULD CONTRIBUTE:

• Ensure compliance with federal securities laws and requirements, draft, review and manage filings with the Securities and Exchange Commission, including Section 16 filings on Forms 3,4,5, annual and quarterly reports on Forms 10-K and 10-Q, reports on Form 8-K, and other disclosure requirements. Advise on aspects of Sarbanes-Oxley compliance.
• Advise investor relations, corporate social responsibility and corporate communications teams regarding compliance with Regulation FD and other securities law aspects relating to disclosure matters, including earnings, investor presentations and analyst meetings, websites, significant internal communications, global responsibility reports and other announcements.

• Support strategic transactional matters (e.g., corporate financing and capital markets transactions, M&A and joint venture transactions), and work with Finance, Treasury and Tax teams on banking and intercompany agreements, and provide transactional and operational counseling to business units on a diverse range of legal issues.
• Review and draft agreements for the various departments, including but not limited to equipment, facilities management, supply chain, manufacturing, research, payment processing, SAAS, PAAS, finance, development, health and benefits, sponsorship, talent, and equity agreements.
• Assume a primary role in the implementation and growth of the Global Contracts Team, optimize existing agreements and identify and draft new template agreements for business units.
• Assist legal department on domestic and international strategic long-term projects and initiatives.
• Liaise with external service providers, including outside legal counsel, to ensure compliance with local laws and regulations in U.S. and non-U.S. jurisdictions.
• Successful candidate will be a self-starter, with the ability to work independently, have business perspectives and the ability to build trust and credibility.
• Perform duties as assigned.

SKILLS AND BACKGROUND REQUIRED TO BE SUCCESSFUL:

• Extensive knowledge of securities laws applicable to public companies, with experience drafting and filing SEC documents, to ensure compliance with securities laws and requirements, lead related filings.
• Consistent track record of structuring, negotiating, reviewing and drafting a wide range of sophisticated strategic and commercial transaction documents in a timely manner, including mergers and acquisitions, global supply, manufacturing, distribution, event planning, real estate, engineering, operations, finance, marketing, accounting, treasury, research and development, information technology, intellectual property, employment, health benefits and insurance agreements.  
• Familiarity with credit facilities and indentures
• Excellent written and verbal communication skills, including ability to draft reports, minutes, and business correspondence in a very detailed manner.
• Proven self-sufficiency, shows project ownership and enjoys working collaboratively and successfully across all departments and collaborators, including directors, executive officers, consultants and regulators
• Proven track record to discretely handle highly sensitive information
• Ability to tackle practical problems and carry out responsibilities under general supervision, handle fast-paced workload and contribute to projects simultaneously, and adapt as the environment and organization evolves.
• The highest standards of ethics and professional integrity

• Highly collaborative partner with interpersonal skills and work efficiently with team members and all levels across the enterprise and regulators.
• Ability to function as a team member, both within the department and the group of clients we serve at all levels with sensitivity and cultural diversity.

 

Experience:

• 8 years of experience as a practicing lawyer, including at least 3 years at a law firm, with an understanding and extensive experience with Securities Act of 1933, Securities Exchange Act of 1934, and experience with mergers and acquisitions, joint ventures and finance transactions.
• In-house experience preferred but not required.

 

SUPERVISORY RESPONSIBILITIES: 

• Lead at least one legal professional.

 

Education

• JD required. Bar admission and in good standing in California                                                               

 

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Herbalife offers a variety of benefits to eligible employees in the U.S. (limited to the 50 States and the District of Columbia), which includes Group Health Programs, other Voluntary Benefit Programs, and Paid Time Off. Group Health Programs include Medical, Dental, Vision, Health Savings Account (HSA), Flexible Spending Accounts (FSA), Basic Life/AD&D; Short-Term and Long-Term Disability, and an Employee Assistance Program (EAP). Other Voluntary Benefit Programs include a 401(k) plan, Wellness Incentive Program, Employee Stock Purchase Plan (ESPP), Supplemental Life/Critical Illness/Hospitalization/Accident Insurance, and Pet Insurance. Paid time off includes Company-observed U.S. Holidays, Floating Holidays, Vacation, Sick Time, a Volunteer Program, Paid Maternity and Paternity Leave, Bereavement Leave, Personal Leave and time off for voting.