Senior Counsel - Corporate Transactions

Noble Corporation•Houston, TX

About The Position

This position is the primary legal contact for the corporate development, treasury and tax departments. This is a critical role that provides counsel to senior management and executives on high-profile transactions. Noble is a leading offshore drilling contractor. We own and operate one of the most modern and technically advanced fleets. Noble has been engaged in the contract drilling of oil and gas wells since 1921. Noble performs, through its subsidiaries, contract drilling services with a fleet of offshore drilling units focused largely on ultra-deepwater and high specification jackup drilling opportunities in both established and emerging regions worldwide. Our vision is to be the leading offshore driller by being first choice for employees, customers, and investors. Our mission is drilling to power the world responsibly.

Requirements

Strong knowledge of legal concepts applicable to job requirement.
8+ years direct experience, either in a law firm or in-house.
Experience with companies having international operations and subsidiaries.
Experience with debt & treasury matters.
Strong attention to detail, superior organizational skills, and a high level of independent problem-solving abilities are essential.
High level of interpersonal skills and integrity to handle sensitive and confidential situations.
Position continually requires demonstrated poise, tact, judgment, and diplomacy.
A collaborative work style and knack for communicating complex legal concepts in a clear, concise, and easily understandable way.
Ability to manage outside counsel and internal paralegals.
A juris doctor (JD) and an active membership with a state bar association as a licensed attorney.

Nice To Haves

Familiarity & experience with SEC filings & drafting

Responsibilities

Lead or provide significant legal support on internal financings and corporate reorganizations, including advising on legal implications of step plans, identifying key transactions, obtaining internal approvals, and drafting and implementing legal documentation.
Advise on, and draft legal documentation to implement, operating structures for rig ownership, rig transfers, and intercompany transactions, including bareboat charters.
Advise on the establishment and termination of complex, international joint ventures, addressing legal issues arising from the operation of joint ventures and drafting formation documentation and shareholders’ agreements.
Manage outside counsel work and fees across a plurality of regions and workstreams.
Draft various finance & intercompany-related documentation, including term sheets, guarantees, indemnities, letters of credit, and letters of support.
Lead or provide legal support to the Treasury team on capital markets issuance and debt compliance matters, including negotiating and preparing indentures, notes, loan agreements, collateral agreements, annual compliance certificates, and other documentation.
Provide legal advice to the Finance / Treasury groups, advising on various Finance and Treasury policies and practices.
Support the preparation and/or review of SEC filings, including 10‑Ks, 10‑Qs, 8‑Ks, proxy statements, Section 16 reports, and other disclosure documents.
Collaborate with internal teams on disclosure controls and advise on corporate governance matters, as requested.
Lead or provide significant legal support on corporate structure and subsidiary management.
Maintain corporate records and manage/assist in the creation of summary documentation to ensure up-to-date information is available to the relevant stakeholders.
Provide significant legal support on transactions, including drafting and negotiating NDAs, letters of intent, and definitive transaction agreements, performing due diligence, and conducting all pre- and post-closing transaction activities.
Assist with special projects as assigned.