M&A Tax Advisory, Senior Manager

M&A Tax Senior Manager

Elliott Davis pairs forward-thinking tax, assurance and consulting services with industry-leading workplace culture. Our nine offices located in the fastest growing cities in the US are built on a foundation of inclusivity, collaboration, and collective growth. We work daily to provide exceptional service to our people, customers, and our communities. Audit and assurance services are provided by Elliott Davis, LLC (doing business in NC and D.C. as Elliott Davis, PLLC), a licensed CPA firm.

We are seeking an experienced M&A Tax Senior Manager to lead the day-to-day execution of tax due diligence and structuring engagements for mergers, acquisitions, and other strategic transactions. This role is highly visible and client-facing, with responsibility for managing diligence workstreams, mentoring teams, and serving as the primary tax lead throughout the transaction lifecyclefrom kickoff through deal close.

The ideal candidate brings strong technical tax knowledge, sound commercial judgment, and proven experience running diligence processes in fast-paced deal environments.

Responsibilities

• Lead the day-to-day tax due diligence and structuring for buy-side and sell-side M&A transactions across a variety of deal sizes and industries.
• Act as the primary tax advisor to clients, deal teams, legal counsel, and investment professionals.
• Scope transactions, identify key tax risks and structuring opportunities, and tailor analyses based on client objectives and transaction profile.
• Manage timelines, deliverables, and budgets while ensuring high-quality, deadline-driven execution.
• Identify, analyze, and quantify federal, state, and local tax risks associated with target companies and transaction structures.
• Perform and review transaction tax structuring analyses, including:
• Step-up and basis modeling (asset vs. stock acquisitions, 338(h)(10), 336(e), partnership transactions)
• Section 382 limitation analyses and modeling of tax attribute utilization
• Tax attribute modeling, including NOLs, credits, and deferred tax attributes
• Step plan and transaction sequencing analyses to assess tax consequences and manage risk
• Review acquisition structures, post-closing integration considerations, and exit planning implications.
• Advise on tax-related purchase agreement provisions, including indemnities, escrows, representations, and tax covenants.
• Prepare and review diligence reports, structuring memoranda, and executive summaries that clearly explain risks, opportunities, and financial impacts.
• Collaborate with other Elliott Davis team members, including FDD and tax subject matter specialists
• Lead and mentor engagement teams, providing technical guidance, coaching, and real-time feedback.
• Review workpapers and analyses for technical accuracy, consistency, and clarity.
• Develop team members' diligence and structuring capabilities and reinforce best practices.
• Support business development efforts, including proposal development, transaction scoping, and client pitches.
• Contribute to knowledge sharing, training, and ongoing improvement of diligence and structuring methodologies.

Required Qualifications

• 68 years of experience in M&A/transaction tax with public accounting, Big 4, advisory firm, or comparable environment, with meaningful responsibility for both tax due diligence and transaction structuring.
• Demonstrated experience leading diligence engagements and managing day-to-day client relationships.
• Strong technical background in U.S. federal income tax; state and local tax experience is a plus.
• Ability to manage multiple concurrent transactions in a deadline-driven environment.
• Strong written and verbal communication skills with the ability to explain complex tax concepts to non-tax stakeholders.
• Proven leadership skills and a collaborative, solutions-oriented mindset.
• Hands-on experience with: Step-up and basis modeling, Section 382 analyses, transaction and step plan structuring
• Bachelor's degree from an accredited college/university in accounting or finance required.
• Masters in Taxation, or JD in tax and/or LLM preferred.

Preferred Qualifications

• CPA or JD

Professional Attributes

• Detail-oriented with ability to manage multiple projects and deadlines
• Collaborative mindset with strong client-service orientation
• Comfortable working in a fast-paced, deal-driven environment
• Willingness to learn and take increasing responsibility over time