Legal Counsel

Job Summary

Legal Counsel will provide legal services to all Werfen affiliates. The individual will have special focus on venture capital investments, even though it may also participate in other M&A processes as well as in recurrent commercial legal advise.

Among other functions, and in close cooperation with the We Venture Capital team (Business Development), among other Werfen stakeholders, the individual will provide legal support to negotiate, supervise and execute deals of venture capital and other M&A processes.

The individual will also provide legal support to other business areas in their ongoing business operations as needed.

Legal counsel will aim to protect and enforce key rights, facilitating business transactions, providing continued preventative legal advice and defending Werfen’ interests in order to mitigate legal risks.

Key Accountabilities

Provide sound legal support to Werfen. In addition to any other ongoing legal support for other business areas, to the Business Development team, including:

• Draft, review, negotiate and provide recurrent legal advise with regards to all documents preparing and executing investments and divestments in venture capital deals or M&A deals (among others, NDAs, investment agreements, shareholders’ agreements, sale and purchase agreements, convertible loans, and other similar documents).

• Draft, review, negotiation and provision of recurrent legal advice in relation to all kind of contracts such as manufacturing, procurement, supply, OEM, distribution, agency, transport, logistics, license, material transfer agreements, clinical studies, consultancy, financing, real estate, services’ provision, public tenders and interactions with health care professionals.

• Participate in due diligence processes as well as draft and/or review due diligence reports.

• Attend and actively participate in negotiation sessions of agreements.

• Coordinate, collaborate with and instruct external lawyers. Manage their budgets.

• Hold recurrent meetings with other team members and counterparties (including but not limited, with regards to investment, divestment, purchase or sale opportunities and execution of deals).

• Provide legal advise and assist the We Venture Capital team in the post-closing follow-up of the deals (e.g., reviewing of board and general shareholders’ minutes, potential additional investment rounds, external financing, etc.).

• Draft and update of templates and revision with the team members.

• Keep updated copies of all ongoing contracts and monitor, to the possible extent, compliance of the relevant business units with the execution of the same.

Networking/Key relationships

To be determined based on department needs but in principle cooperation and interaction with the We Venture Capital team as well as any other stakeholders participating in venture capital investments, divestments, M&A deals and other business units.

Minimum Knowledge & Experience required for the position:

· Education: Law Bachelor. Master in Business Law and/or M&A and/or Venture Capital will be a plus.

· Experience:

o At least seven (7) years of proven experience in M&A and venture capital deals at a large law firm or at a big four.

o Commercial law experience will be a plus.

o Pharmaceutical, healthcare and/or life sciences experience will be a plus.

· Additional Skills / Knowledge:

o Sound legal knowledge.

o Language: English proficiency. French or any additional language will be a plus.

Skills & Capabilities:

The ideal candidate for this position will exhibit the following skills and competencies:

· Decision making, problem-solving and pragmatism.

· Proactivity.

· Driving for results and innovation.

· Emotional intelligence essentials.

· Flexibility and adaptability to a fast-changing environment.

· Critical thinking, business curiosity.

· Good communication skills.

· Ability to foster teamwork and cooperation in an outside the department.

· Prioritization, planning and organization skills without losing focus and maximizing efficiency.

Travel requirements:

Availability to travel, when required, to negotiate deals.