Execute federal and state tax due diligence on M&A transactions, including identification and quantification of historical tax exposures across income, sales and use, payroll and unclaimed property
Analyze target tax attributes and model the impact of transaction structuring alternatives — including Section 338(h)(10) and 336(e) elections, Section 382 limitations on net operating loss (NOL) utilization, basis step-ups, Section 704(c) built-in gain or loss allocations and Section 751 hot asset considerations
Review target tax profiles across entity types, including consolidated C corporation groups, S corporations, partnerships, LLCs and pass-through structures
Draft tax diligence reports, structuring memoranda and step plans suitable for delivery to PE deal teams, lenders and legal counsel
Coordinate with internal and external workstream leads — financial due diligence, valuation, legal and quality of earnings providers — to deliver an integrated view of deal risk
Support transaction execution, including review of purchase agreement tax provisions (representations, indemnities, tax matters, Section 338(h)(10) language) and post-close integration planning
Manage day-to-day client communication on assigned workstreams and present findings directly to deal team leads
Requirements
Bachelor’s degree in Accounting, Finance or related field
Active CPA or demonstrated progress toward completion desired; JD acceptable in lieu of CPA for candidates with corresponding tax experience
Minimum two years of progressive tax experience within a national or large regional CPA firm supporting M&A activities or preparing/reviewing federal and state returns for multi-state filers
Ability to model tax attributes and structuring outcomes in Excel, including NOL and credit utilization, basis calculations and after-tax cash flow analysis
Strong written communication skills, with the ability to convert complex technical analysis into concise, client-ready deliverables
Proven ability to manage competing deadlines across multiple live deals
Self-starter mindset and comfort operating in a fast-moving, entrepreneurial environment