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Counsel, Corporate Transactions

True Anomaly - Denver, CO, United States - Hybrid - posted 2026-10-01

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Salary: USD 140,000 - 250,000 / annual

True Anomaly is a venture-backed defense technology company building autonomous spacecraft, advanced payloads, mission software, and space-based interceptors to secure the space environment and counter threats. The Counsel, Corporate Transactions will serve as the company's in-house attorney for corporate finance, M&A, and strategic transactions, reporting to the General Counsel. This role sits at the intersection of corporate finance and national security. You will lead the legal execution of private equity and debt financings (priced equity rounds, SAFEs, convertible notes, venture debt, credit facilities) from term sheet through closing. You will negotiate and draft financing documents including stock purchase agreements, investors' rights agreements, voting agreements, ROFR/co-sale agreements, charter amendments, and side letters. You will run investor diligence and data room processes in coordination with Finance, and advise on cap table and pro forma impacts. You will evaluate M&A opportunities, structure and negotiate acquisitions and other corporate transactions, lead legal due diligence, and support post-closing integration. Additional responsibilities include supporting employee liquidity programs and tender offers, administering secondary transfer requests and ROFR processes, supporting equity administration (equity incentive plans, grant approvals, Rule 701 compliance, 409A valuations), preparing Board and committee materials, advising the Real Estate and Facilities team on leases and facility transactions, and drafting/reviewing commercial agreements (NDAs, vendor agreements, consulting agreements, SaaS agreements). You will provide practical, business-focused legal advice to internal teams and support other Legal Department members as needed. The ideal candidate is a practical, business-minded attorney comfortable operating autonomously and as part of a team. You will work directly with executive leadership, the Board, investors, and outside counsel, and are expected to both support deals and ultimately run them. QUALIFICATIONS: - Juris Doctor (J.D.) from an accredited law school and active membership in good standing with at least one U.S. state bar - 3–8 years of corporate transactional experience, including foundational training at a nationally recognized law firm in M&A, capital markets, and/or emerging companies and venture capital practice - In-house experience at a venture-backed or growth-stage company strongly preferred - Demonstrated experience supporting private financings and M&A transactions from term sheet through closing; plus for post-closing integration experience - Working knowledge of Securities Act private offering exemptions, Rule 701, tender offer rules, and Delaware corporate law - Experience with equity compensation matters and cap table management platforms (e.g., Carta) - Excellent judgment, drafting, and communication skills with ability to explain deal risk in plain terms to executives and Board members - Hands-on approach and willingness to take ownership across a broad range of corporate matters in a lean, fast-paced legal department PREFERRED: - Active U.S. security clearance or experience working in a cleared environment - Experience with CFIUS filings, FOCI mitigation, or other national security reviews of investments and transactions - Experience in aerospace, defense, or national security technology sectors - Experience with diligence or novation of government contracts in M&A - Experience executing company-sponsored tender offers or employee secondary programs - Exposure to public company reporting, registered offerings, or IPO readiness - Experience supporting commercial real estate leasing or acquisitions ADDITIONAL REQUIREMENT: - Must be a U.S. citizen, lawful permanent resident, protected individual as defined by 8 U.S.C. 1324b(a)(3), or eligible to obtain required authorizations from the U.S. Department of State (ITAR compliance)

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