Associate General Counsel, Corporate @ Hadrian

Counselwell Inc.; Los Angeles (CA); On-site; USD 250,000 - 300,000; Full time

Benefits offered by this job

Medical, dental, vision, and life

401k

Relocation support

Flexible vacation policy

Equity

Job summary

Hadrian, an innovator in American manufacturing, seeks an Associate General Counsel, Corporate to own financing, capital markets, and governance workstreams as the company scales. You will lead debt and equity financings, structure complex transactions, and partner with executives to build corporate policies and playbooks.

You will draft and negotiate credit facilities, intercreditor agreements, and securities documents, while coordinating with outside counsel to advance strategic financing and

Qualifications

• JD from an accredited law school and active bar membership in at least one U.S. jurisdiction.
• 10–15+ years of experience at a top-tier law firm and/or in-house, with depth in debt and equity financing transactions.
• Hands-on experience drafting and negotiating credit facilities, security documents, and related financing agreements from the borrower side.
• Meaningful capital markets experience: equity or debt offerings, or securities compliance.
• Ability to partner with CFOs, treasurers, and bankers and lead transactions independently.
• Proven track record in managing outside counsel and building internal legal infrastructure.
• Clear, confident communicator with lenders, investors, and senior executives.

Responsibilities

• Lead Financing & Capital Markets work: revolving credit facilities, term loans, equipment financing; draft and negotiate loan agreements and security documents.
• Advise on asset-backed and structured finance, including ABS, sale-leaseback, and construction financing.
• Draft intercreditor and subordination agreements as the capital structure grows.
• Support Treasury on credit agreements and covenant monitoring.
• Coordinate outside counsel for financing transactions and ensure timely, cost-effective execution.
• Prepare deal term summaries and risk analyses for leadership.
• Create playbooks, templates, and closing checklists for recurring financing types.
• Lead Series/Equity Financings: term sheets, stock purchase agreements, investor rights, and liquidation preferences.
• Advise on convertible notes, cap table hygiene, secondary transactions, and employee liquidity programs.
• Governance: draft board/committee charters, governance guidelines, and corporate policies.
• Oversee corporate filings, intercompany arrangements, and fiduciary duty considerations.
• Prepare materials for board/committee approvals and approvals on financing activity.

Skills

Debt financing

Capital markets

Structured finance

Equity financing

Governance

Board liaison

Negotiation

Cap table management

Regulatory compliance

Education

J.D. from an accredited law school

Job description

Hadrian - Manufacturing the Future

Hadrian is building autonomous factories to reindustrialize America. By combining AI, advanced software, robotics, and full-stack manufacturing, we help aerospace and defense companies build rockets, satellites, aircraft, ships, and other mission-critical systems up to 10x faster and at significantly lower cost.

Following our $1.37B Series D at a $7.87B valuation, Hadrian is rapidly expanding our manufacturing footprint, launching new capabilities across welding, casting, forging, electronics, additive manufacturing, and more, while scaling our Factory-as-a-Service platform to transform how critical products are built.

Backed by leading investors including JPMorgan Chase, Valor Equity Partners, Andreessen Horowitz, Founders Fund, 137 Ventures, Lux Capital, T. Rowe Price, and Morgan Stanley, we’re building the future of American manufacturing—and looking for exceptional people to help make it happen.

If you’re ready to take on the most challenging and rewarding work of your career while helping create American manufacturing jobs for generations to come, you’re exactly who we’re looking for.

The Role

The Associate General Counsel, Corporate is a central role within Hadrian’s legal organization, reporting directly to the General Counsel and serving as the principal legal partner to Hadrian’s Finance team. This role has primary ownership of Hadrian’s structured finance, capital markets, and SEC-related workstreams, and will lead legal strategy and execution across corporate financing, capital structure, and transactional matters as the company scales.

This is a senior, deal-driven role for an experienced finance and capital markets lawyer who wants to own high-impact legal work at a pivotal point in the company’s trajectory.

What You’ll DoI. Financing & Capital MarketsDebt / Credit / Structured Finance

Serve as lead counsel on revolving credit facilities, term loans, and equipment financing arrangements. Drafting and negotiating loan agreements, security agreements, pledge agreements, guarantees, and UCC collateral packages from the borrower side

Advise on asset-backed and structured finance arrangements, including sale-leaseback transactions, equipment ABS, and construction financing supporting Hadrian’s factory build-out program

Draft and negotiate intercreditor arrangements and subordination agreements as the capital structure grows across multiple lenders and facilities

Support the Treasury function on credit agreements and monitoring covenant compliance under the company’s credit facilities and indentures

Manage and coordinate outside counsel on financing transactions to ensure cost-effective execution on schedule to support construction and operational timelines

Prepare deal term summaries and risk analyses for the General Counsel, CFO, and senior leadership in connection with financing transactions

Build and maintain internal playbooks, templates, and closing checklists for recurring financing transaction types

Series / Equity Financings

Lead and document preferred stock financings, including drafting and negotiating term sheets, stock purchase agreements, investor rights agreements, voting agreements, co-sale rights, and rights of first refusal across Series rounds

Advise on convertible note documentation for bridge financings between priced rounds, including valuation caps, discount rates, and most-favored-nation provisions

Maintain cap table hygiene in coordination with stock administration, including tracking option grants, warrant issuances, and equity conversions across financing rounds

Advise on secondary transactions and employee liquidity programs, including tender offer structuring and mechanics, 409A valuation implications of secondary pricing, and coordination with the Board on tender offer approvals and information rights waivers

II. Governance

Draft and maintain Board and committee charters, governance guidelines, D&O questionnaires, and corporate policies

Manage legal entity governance and subsidiary compliance, including corporate filings and intercompany arrangements

Advise on fiduciary duty considerations and related party transaction analysis in connection with financing activity and strategic transactions

Support Board and committee engagement on financing and capital structure matters, including drafting materials, consents, resolutions, and minutes

What We’re Looking For

JD from an accredited law school and active bar membership in at least one U.S. jurisdiction

10–15+ years of experience at a top-tier law firm and/or in-house, with demonstrated depth in debt and equity financing transactions

Significant hands‑on experience drafting and negotiating credit facilities, security documents, and related financing agreements from the borrower side — revolving lines, term loans, equipment financings, and intercreditor arrangements

Meaningful capital markets experience: prior involvement in equity or debt offerings, registration statement drafting, or public company securities compliance (Reg FD, SOX, Section 16, 10b5-1)

Genuine comfort as a finance lawyer who partners directly with CFOs, treasurers, and bankers — not primarily as a Board advisor

Demonstrated ability to lead transactions independently, manage outside counsel effectively, and build internal legal infrastructure

Clear, confident communicator who can engage credibly with lenders, investors, underwriters, and senior executives

What Sets You ApartOn Financing

Background in structured, equipment, or project finance in capital-intensive industries such as manufacturing, aerospace, energy, or infrastructure

Prior experience advising on borrowing base mechanics and the interaction between government contract receivables and credit facility covenants

Advised on secondary transactions and employee liquidity programs at a pre‑IPO company with institutional investors on the cap table. This includes tender offer mechanics, 409A implications, and Board approval processes

On Approach

Builder mindset. You want to build the legal infrastructure for a finance function

Comfort operating day-to-day without layers and keeping leadership informed without needing hand‑holding

Compensation

For this role, the target salary range is $250,000 - $300,000 (actual range may vary based on experience and performance). This is the lowest to highest salary we reasonably and in good faith believe we would pay for this role at the time of this posting. We may ultimately pay more or less than the posted range, and the range may be modified in the future. An employee's pay position within the salary range will be based on several factors, including, but not limited to, relevant education, qualifications, certifications, experience, skills, geographic location, performance, and business or organizational needs.

Benefits For Full-time Employees

• Medical, dental, vision, and life insurance plans for employees


• 401k


• Relocation support may be provided for certain situations, based on business need.


• Flexible vacation policy


• Equity

ITAR Requirements

To conform to U.S. Government space technology export regulations, including the International Traffic in Arms Regulations (ITAR) you must be a U.S. citizen, lawful permanent resident of the U.S., protected individual as defined by 8 U.S.C. 1324b(a)(3), or eligible to obtain the required authorizations from the U.S. Department of State. Learn more about the ITAR

Use of AI in hiring

Hadrian uses AI-assisted tools in our recruiting and hiring processes to help our team work more efficiently. This may include tools that help organize and analyze recruiting data, as well as an AI-powered notetaker that can record and transcribe interviews and help coordinate feedback. These tools support our team and are not used to make hiring decisions. All candidate evaluations and hiring decisions are performed by humans. If an interview will be recorded, you will be notified in advance and may opt out at any time with no impact on your candidacy. Candidate data processed through these tools is subject to the same protections described in our Privacy Policy.

Hadrian Is An Equal Opportunity Employer

It is the Company’s policy to provide equal employment opportunity for all applicants and employees. The Company does not unlawfully discriminate on the basis of race inclusive of traits historically associated with race (including, but not limited to, hair texture and protective hairstyles, such as braids, locks and twists), color, religion, sex (including pregnancy, childbirth, or related medical conditions), gender identity, gender expression, transgender status, national origin (including, in California, possession of a drivers license), ancestry, citizenship, age, physical or mental disability, height or weight, medical condition, family care status, military or veteran status, marital status, domestic partner status, sexual orientation, genetic information, exercise of reproductive rights, any other basis protected by local, state, or federal laws, or any combination of the above characteristics. When necessary, the Company also makes reasonable accommodations for disabled candidates and employees, including for candidates or employees who are disabled by pregnancy, childbirth, or related medical conditions.

Hadrian Is An Equal Opportunity Employer