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Red Cell Partners

Incubator for tech-based healthcare and security

Assistant General Counsel: Transactions

Legal Counsel & Legal SupportConfirmed live in the last 24 hours
Full-time

About the Job

Requirements

  • A JD and an active license to practice in good standing in a U.S. jurisdiction are required.
  • At least 8 years of legal experience, including substantial M&A and venture financing work in a strong corporate practice and in-house, with a demonstrated ability to run transactions independently.
  • Meaningful sell-side M&A experience from letter of intent through signing and closing, including diligence management, purchase agreement negotiation, and post-closing obligations.
  • Experience with venture financings across stages, including SAFEs, convertible notes, and priced preferred rounds, and the related cap table and governance mechanics.
  • Sound independent judgment under deal pressure, including the ability to run a process, decide which matters to handle or escalate, and advise the business when an answer is no.
  • A team-oriented, proactive approach and the ability to get work done and improve collaboration.

Responsibilities

  • Serve as the day-to-day internal lead for financing and M&A transactions across the portfolio.
  • Run transactions day to day with autonomy over execution and partner with the General Counsel to set risk posture.
  • Negotiate letters of intent for sell-side processes, scope and brief outside counsel on purchase agreements, and support financings through closing.
  • Handle transactions across stages, from SAFEs, convertible notes, and priced rounds through full sale processes and carve-outs, and over time acquisitions on the company's side.
  • Work directly with founders, boards, bankers, and acquirers, and advise deal teams on transaction terms.

Desired Qualifications

  • 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.

About the Company

Red Cell Partners

Incubator for tech-based healthcare and security

Red Cell Partners is an incubation firm that builds technology-led companies aimed at quickly reaching scale in healthcare and national security. It supports ventures by developing tools and solutions designed to move advanced technologies from concept to market, addressing national priorities. Its approach combines technical development, mentorship, and strategic resources to turn promising ideas into deployable products. Unlike general accelerators, Red Cell focuses on mission-driven, defense-aligned projects with the goal of solving urgent public needs. The company’s objective is to bring practical, impactful innovations to market that strengthen national health and security capabilities.

Company size
51-200
Company stage
Not listed
Total funding
$598.6M
Headquarters
New York City, New York
Founded
2020

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