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Tilray is a global pioneer in cannabis research, cultivation, processing and distribution currently serving tens of thousands of patients in ten countries spanning five continents.About High Park CompanyHigh Park Companywas established to develop, sell, and distribute inspiring and iconic adult-use cannabis brands.Looking to develop your career at the forefront of a rapidly expanding industry?We are seeking an attorney that is highly competent, detail-oriented, proactive, a self-starter and a team player to serve as Senior Counsel, Corporate & Securities.This attorney will be the lead securities and corporate counsel for issuer-side securities reporting (’33 Act and ’34 Act). This position will be responsible for ensuring compliance with securities laws, rules and regulations, including supporting the preparation and filing of Forms 8-K, 10-Q and 10-K, registration statements, annual proxy statements, organization of the annual shareholders meeting and all related filings. In addition, this position will be responsible for maintaining governance policies and practices, including the Company’s governance guidelines and committee charters, to ensure compliance with regulatory and listing requirements, best practices, and Board needs.This role is directly integrated with accounting/finance and investor relations in preparation of periodic and current reports as well as registration statements, earnings releases and investor presentations; manage insider trading window/policy and make materiality assessments; and handle Section 16 reporting compliance.This position will be responsible for supporting M&A and financing activities including capital raising/financings/treasury management. This work includes drafting, negotiating and reviewing non-disclosure agreements, asset and stock purchase/sale agreements, joint venture and partnership agreements and other strategic partnership-related documents, coordinating and overseeing due diligence activities and working closely with the Company’s M&A team. This position will also have responsibility for coordinating and completing all SEC filings related to M&A and financing activities.
Role and Responsibilities
Securities and Corporate Governance
- Ensure compliance with securities laws, rules and regulations
- Prepare and file Forms 8-K, 10-Q and 10-K, registration statements, proxy statements and all related filings
- Lead preparation for the annual shareholders meeting
- Maintain governance policies and practices, including corporate governance guidelines, committee charters and other governing documents; maintain the company’s NASDAQ Board documentation
- Advise members of senior management regarding securities and corporate governance activities
- Review, advise and assist with filing/publishing quarterly earnings releases, investor presentations, quarterly and annual reports and other public communications
- Advise on all executive compensation activities, maintain and update form equity award agreements and oversee section 16 officer filings and related-activities
Mergers & Acquisition
- Draft, negotiate or review non-disclosure agreements, asset and stock purchase/sale agreements, joint venture and partnership agreements and other strategic partnership-related documents
- Oversee and coordinate due diligence activities
- Provide risk-aware, actionable legal advice on M&A projects and initiatives
- Coordinate and complete M&A-related filings (SEC, Nasdaq, HSR) and respond to relevant inquiries (FINRA)
- Collaborate with and provide support to other members of the legal team
- Manage work of outside counsel and efficient and cost-effective support
- Support the continuous improvement of legal processes to promote efficiency
- Contribute positively to the culture of the legal team and the company as a whole
- Due to the dynamic nature of the industry, the scope of your job may evolve and change by business demands
Qualifications and Education Requirements
- Law Degree top tier U.S. law school
- Minimum 5-10 years of experience working in a top tier law firm and/or in-house legal department
- Substantial experience managing securities, corporate governance and corporate finance matters at a large law firm or global public corporation.
- Deep familiarity and experience with SEC/Nasdaq rules and filings, FINRA, HSR and other M&A-related rules and regulations
- Experience in supervising and coordinating outside legal counsel and other advisors
- Experience and knowledge in risk management and evaluation
- Prior experience providing legal counsel directly to business clients
Who you are
- Exceptional communicator with proven ability to facilitate discussions and issue resolution among key business leaders
- Strong quantitative and qualitative analytic skills
- Strong business acumen with a strong understanding of financial metrics and P&L fundamentals
- Excited to work in a fast paced and intellectually challenging environment
- Excellent analytical and organizational skills
- Ability to work independently with minimal supervision
- Ability to manage multiple projects at once, to synthesize information from multiple sources, and to follow through and meet deadlines
- Have exceptional judgment with the ability to cope with competing priorities
- You are resourceful and creative in your approach to problem solving
- Exceptional written and oral communication skills, including ability to brief and communicate complex issues in a succinct manner
- Focused on pragmatic business advice and solutions
- Professional and collaborative with the ability to build and maintain trusted relationships with stakeholders
- Positive “can-do” attitude
Tilray welcomes applications from all qualified individuals and is committed to employment equity and diversity in the workplace.
Accommodations are available for applicants with disabilities throughout the recruitment process. If you require accommodations for interviews or other meetings, please advise when submitting your application.Please note that Tilray does not authorize, engage, or sponsor any consultants, agencies or organizations that seek certain personal or financial information from you (e.g. passwords, login ids, credit card information). The Company does not charge any application, processing or onboarding fee at any stage of the recruitment or hiring process.
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