M&A Tax Advisory, 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 lifecycle—from 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

• 6–8 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

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We believe that when our employees are able to thrive in all facets of life, their work and impact are that much greater.
That's right – all aspects of life, not just your life as an employee, because we understand that there's life beyond your job. Here are some of the ways our work works for your life, your growth, and your well-being: 
•    generous time away and paid firm holidays, including the week between Christmas and New Year’s
•    flexible work schedules
•    16 weeks of paid maternity and adoption leave, 8 weeks of paid parental leave, 4 weeks of paid  and caregiver leave (once eligible) 
•    first-class health and wellness benefits, including wellness coaching and mental health counseling
•    one-on-one professional coaching
•    Leadership and career development programs
•    access to Beyond:  a one-of-a kind program with experiences that help you expand your life, personally and professionally

NOTICE TO 3RD PARTY RECRUITERS
Notice to Recruiters and Agencies regarding unsolicited resumes or candidate submissions without prior express written approval. Resumes submitted or candidates referred to any employee of Elliott Davis by any external recruiter or recruitment agency by any means (including but not limited to via Internet, e-mail, fax, U.S. mail, and/or verbal communications) without a properly executed written contract for a specified position by an authorized member of the Talent Acquisition team become the property of Elliott Davis. Elliott Davis will not be responsible for, or owe any fees associated with, referrals of those candidates and/or for submission of any information, including resumes, associated with individuals.
 

ADA REQUIREMENTS
The physical and cognitive/mental requirements and the work environment characteristics described here are representative of those that must be met by an employee to successfully perform the essential functions of this job. Reasonable accommodations may be made to enable individuals with disabilities to perform the essential functions.

Physical Requirements
While performing the duties of this job, the employee is:
•    Regularly required to remain in a stationary position; use hands repetitively to operate standard office equipment; and to talk or hear, both in person and by telephone
•    Required to have specific vision abilities which include close vision, distance vision, color vision, peripheral vision, depth perception, and the ability to adjust focus

Cognitive/Mental Requirements
While performing the duties of this job, the employee is regularly required to:
•    Use written and oral communication skills. 
•    Read and interpret data, information, and documents. 
•    Observe and interpret situations. 
•    Work under deadlines with frequent interruptions; and
•    Interact with internal and external customers and others in the course of work.