Assistant General Counsel, Transactions

Red Cell Partners • Boston, WA

1d

About The Position

Red Cell Partners is hiring a mission-driven Assistant General Counsel: Transactions to serve as the day-to-day internal lead for financing and M&A transactions across its portfolio of incubated companies. This senior corporate law role involves independently running transactions end to end, working alongside outside law firm support, and partnering with the General Counsel to set risk posture. The role reports to the General Counsel and works directly with founders, boards, bankers, acquirers, and deal teams.

The work spans venture financings—including SAFEs, convertible notes, and priced rounds—as well as sell-side processes, carve-outs, and, over time, acquisitions. The successful candidate will help support companies working in healthcare, cyber, and national security. Red Cell describes its culture as grounded in hard work, high standards, respect, humility, and good humor, and offers exposure to AI tools and technology.

Requirements

• J.D. and currently licensed to practice and in good standing in a U.S. jurisdiction.
• At least 8 years of legal experience, including substantial M&A and venture financing work at a strong corporate practice and in-house.
• Demonstrated track record of independently running transactions.
• Meaningful sell-side M&A experience, including LOI through signing and closing, diligence management, purchase agreement negotiation, and post-closing obligations.
• Experience with venture financings across stages, including SAFEs, convertible notes, and priced preferred rounds, and related cap table and governance mechanics.
• Sound, independent judgment under deal pressure; ability to run a process, distinguish decisions to make from matters to escalate, and tell the business when the answer is no.
• Team-oriented, high-energy, proactive approach, with the ability to get things done and improve the work for colleagues.

Nice To Haves

• Experience supporting venture-backed or high-growth startups.
• Familiarity with CFIUS, HSR, or export control reviews and their effects on deal timelines.
• Experience with fund formation, secondaries, or continuation vehicles.
• Experience using AI legal technology or other productivity tools.

Responsibilities

• Lead financing and M&A transactions across Red Cell’s portfolio on a day-to-day basis, with autonomy over execution.
• Partner with the General Counsel to establish transaction risk posture and escalate decisions as appropriate.
• Run sell-side M&A processes from LOI through signing and closing, including diligence management, purchase agreement negotiation, and post-closing obligations.
• Support venture financings across stages, including SAFEs, convertible notes, and priced preferred rounds, and address related cap table and governance mechanics.
• Scope and brief outside counsel on transaction matters and work alongside external law firms.
• Work directly with founders, boards, bankers, acquirers, and deal teams.
• Support carve-outs and, over time, acquisitions on Red Cell’s side of the table.

Benefits

• 100% employer-paid comprehensive medical, dental, and vision coverage for the employee and family.
• Paid maternity and paternity leave for 14 weeks at normal pay.
• Unlimited PTO, with management approval.
• Professional development and continued learning opportunities.
• Optional 401(k), FSA, and equity incentives.
• Mental health benefits through Tara Mind.
• Cost-effective GLP-1 solutions through Crux.
• Career-track opportunity with potential for rapid advancement based on strong performance as the firm grows.

What This Job Offers

• Job Type: Full-time
• Career Level: Senior
• Education Level: Ph.D. or professional degree