Associate, Investment Structuring Team

Purpose of Position

The Associate will be an integral member of Pantheon’s Investment Structuring Team. The team is responsible for the closing of all investments across the Pantheon platform including primary fund investments, secondary transactions, and co-investments across private equity, infrastructure/real assets investments, credit and real estate. The individual will coordinate all aspects of the execution of Pantheon’s transactions including working with investment professionals to structure the transaction to maximise returns and work for the Pantheon client’s participating, managing negotiations of legal documents with counterparties and coordinating with Pantheon’s legal, operations and finance teams to ensure to ensure that processes are followed and executed in a timely and accurate manner.

Reporting to: Senior Associate, Investment Structuring Team / Head of Investment Structuring

Key Responsibilities

• Transaction execution: Lead execution of any investment type including complex transactions that may involve fund restructurings, single company secondaries and innovative new structures not previously executed by Pantheon. Outstanding in all aspects of such deal execution, demonstrating strong commercial judgement and proactive input to the fundamentals of transaction structure, including at or before committee stage.
• Legal documentation: Ability to negotiate all legal documents governing Pantheon transactions including term sheets, SPAs, LPAs, JV Agreements, shareholder agreements, transfer agreements, side letters and other ancillary documentation.
• Deal-level debt: Together with the treasury team and investment professionals, work with key lenders on the execution of deal level debt transactions, including advising on fundamentals of debt terms and negotiation of all facility documents. Supervision of ongoing operational management of debt facilities by credit admin team.
• Tax and structuring: Structuring investments to accommodate the tax characteristics of all participating Pantheon clients and working with the investment team and external advisers to minimise tax leakage through the structure. Efficiently form and operate acquisition structures, including Pantheon-managed SPVs.
• Fund sales: Ability to execute sales of fund interests (on a portfolio and single-fund basis).
• Problem solving: Act as a resource to global investment professionals for resolution of particularly complex structuring challenges on transactions across the Pantheon platform.
• Investor restrictions: Ensure compliance across the Pantheon platform with each Pantheon client’s investment restrictions.
• Investor onboarding: Review client legal documentation to comment on feasibility of client strategies, investment restrictions and legal requests, and devise processes to ensure client needs can be met.
• Firm-wide operational and other closing process initiatives: Identify and sponsor improvements to Pantheon’s closing and operational processes. Represent the team on relevant internal committees, supervise and sponsor major internal projects and maintain strong relationships with senior operations managers. Work with Pantheon’s operations, treasury, finance, tax, legal and other back-office functions to continually improve Pantheon’s investment processes. Example areas of improvement include: anti-trust/PTP transactions, SPV formation, debt and sales closing notices, 40 Act investment process, NDAs, client action memos, AML, CFIUS and other regulatory hurdles.
• Training: Assist with training sessions given to investment teams and wider business on key deal execution areas e.g. debt, tax, legal negotiations.
• Money Transfers/deal funding: Ensure deals are funded on time and without errors.
• Investment closing processes: Ensure compliance with investment closing processes such as AML/KYC, Access administration, deal approvals, closing notices, legal checklists and regulatory approvals.

Ensure compliance with relevant laws, regulations and Pantheon policy (including reporting compliance risks and maintaining appropriate standards of conduct).

Knowledge and Experience Required

• Legal background and qualifications.
• Prior experience in a law firm or in-house environment of executing private markets transactions including direct private equity or private M&A transactions, and/or fund investments including primary fund investments, secondary transactions and co-investments.
• Prior experience of negotiating transaction documents including sale and purchase agreements, and joint venture/partnership documents including limited partnership agreements, limited liability company agreements, shareholders’ agreements, transfer agreements and side letters.
• Prior experience of the tax structuring and regulation of private markets investment vehicles preferred but not essential.
• Prior experience of executing debt transactions such as fund financings or project finance transactions will also be of benefit though is not essential.
• Ability to work across jurisdictions and time-zones with different cultures and negotiating styles.
• A high degree of attention to detail and accuracy in work completed.
• Highly organised with strong project management skills and exceptional responsiveness.
• Ability to manage multiple workstreams and transactions at once.
• Ability to work well in a team and to review and supervise junior team members’ work.
• High level of professionalism, confidentiality, discretion and judgement.
• Excellent written and verbal communication skills.
• Computer literacy, including excellent working knowledge of Microsoft applications such as Excel, Word and PowerPoint.
• Ability to manage and prioritise workloads.
• Ability to work to tight deadlines/under pressure.

This job description is not to be construed as an exhaustive statement of duties, responsibilities, or requirements. You may be required to perform other job-related duties as reasonably requested by your manager.

Pantheon is an Equal Opportunities employer.