Senior Legal Counsel, Mergers & Acquisitions

What are your contributions to the team?

The Senior Legal Counsel, M&A will report into the Associate General Counsel and Vice President Legal Services, Mergers and Acquisitions and Corporate Services and will provide end-to-end legal support for mergers, acquisitions, divestitures, joint ventures, strategic investments and related corporate transactions.

This role partners closely with M&A and Strategy, Finance, Tax and Human Resources business leaders and external counsels to structure, negotiate and execute transactions while managing legal risk, ensuring compliance and enabling strategic objectives.

The successful candidate is a pragmatic advisor with strong drafting/negotiation skills, excellent project management capabilities and experience navigating complex cross-functional and multi-jurisdictional deals.

Key Responsibilities:

1. Transaction Execution (Core)

• Lead or support the legal workstream for M&A transactions, including acquisitions, divestitures, asset purchases, share purchases, minority investments, joint ventures and strategic partnerships.
• Advise on and help determine optimal transaction structures in collaboration with internal stakeholders (e.g., Tax, Finance) and external advisors.
• Draft, review and negotiate transaction documents, including:
• NDAs, LOIs/term sheets, exclusivity agreements.
• Purchase agreements (SPA/APA), merger agreements.
• Ancillary agreements (transition services, IP assignments/licenses, employment/retention arrangements, escrow agreements, consulting agreements).
• Manage signing and closing processes, including closing checklists, conditions precedent, deliverables and post-closing obligations.
• Support or lead negotiations on key deal points: representations & warranties, indemnities, limitations of liability, earn-outs, purchase price adjustments, covenants, material adverse change clauses and closing conditions.

2. Due Diligence & Risk Management

• Plan and manage legal due diligence: create diligence scopes, coordinate data room reviews, identify red flags and propose mitigation strategies.
• Evaluate legal risks (corporate, contractual, employment, privacy, regulatory, litigation, IP) and translate them into practical business advice.
• Prepare diligence summaries, risk matrices and executive-level briefings for decision-makers.

3. Governance, Approvals & Regulatory Support

• Coordinate internal governance approvals and maintain appropriate documentation.
• Support regulatory and competition/antitrust analyses and filings, working with specialized internal teams and external counsel as needed.
• Ensure compliance with corporate policies and applicable laws during transaction lifecycle.

4. Cross-Functional Deal Leadership

• Act as a legal project manager: align timelines, workstreams and stakeholders to keep deals moving efficiently.
• Collaborate with business leads translating commercial intent into contract language and workable operational commitments.

5. Post-Closing Integration & Ongoing Support

• Support post-merger integration activities from a legal standpoint (e.g., contract novations/assignments, entity rationalization, governance updates).

How to thrive in this role?

• You are a member in good standing of the Ontario or Québec Bar. Having a business degree would be considered an asset.
• You have 9–12 years of legal experience with significant exposure to M&A / corporate transactions, gained in:
  - a leading law firm (corporate/M&A) and/or
  - an in-house legal team with active deal flow.
• You show great leadership, are autonomous and have excellent legal and business acumen, enabling you to take quick decisions and provide strategic advice in a fast-paced and dynamic environment.
• You have experience with cross-border transactions and multi-jurisdictional coordination and are familiar with regulated industries and related approvals.
• You also have experience with carve-outs, integrations and transitional arrangements (TSAs).
• You have had exposure to competition/antitrust principles, privacy/data, IP commercial issues or employment considerations in M&A contexts.
• You are at ease working in an environment where technical questions are discussed.
• You can easily manage a busy schedule and multiple deals simultaneously under tight timelines.
• You have strong negotiations, drafting and communication skills as well as a strong capacity to convince people and manage external counsel.
• You have sound business judgment, coupled with good business sense, allowing you to provide efficient and value-added advice and solutions.
• You demonstrate strong organizational skills.
• You are perfectly bilingual (french and english), both verbally and in writing.
• You have good knowledge of MS-Office environment (Word, Excel, Power Point).
• You will be based in Montreal and may require frequent travel.