Legal Counsel

AlxCrypto Holdings Inc.; El Segundo (CA); On-site; USD 180,000 - 200,000; Full time

Job summary

AlxCrypto Holdings Inc. in El Segundo, CA, seeks a senior corporate counsel to lead SEC filings, advise on capital markets, and support public-company reporting.

You will manage Nasdaq listing rules, governance matters, and M&A transactions, coordinating with finance, bankers, and outside counsel. A strong JD and 5–8+ years in relevant practice are required.

Qualifications

• J.D. from a U.S. law school with active bar membership.
• 5–8+ years of securities, capital markets and public-company experience.
• Strong knowledge of the Securities Act, Exchange Act and Nasdaq rules.
• Experience drafting SEC filings and executing offerings (public/private).
• Experience with Nasdaq- or NYSE-listed companies preferred.
• Ability to independently manage transactions and escalate issues as needed.
• Excellent drafting, analytical and project-management skills.

Responsibilities

• Lead and support preparation and review of SEC filings (10-K, 10-Q, 8-K, proxy, registration statements, Section 16).
• Advise on Securities Act/Exchange Act compliance and public-company reporting obligations.
• Support a broad range of capital markets transactions (PIPEs, registered offerings, ATM, shelf registrations, etc.).
• Advise on Nasdaq listing rules and continued listing compliance.
• Assist with M&A and strategic transactions; coordinate due diligence.
• Manage transaction execution: drafting/negotiating documents, coordinating with bankers, investors, counsel.
• Support Board materials and corporate approvals; advise on governance matters.
• Monitor SEC/Nasdaq developments and advise management.
• Collaborate with finance on disclosures and financial reporting; manage capitalization.

Skills

Securities law

Capital markets

Corporate governance

M&A

Drafting & negotiations

Project management

Interpersonal skills

Education

J.D.

Job description

Lead and support preparation and review of SEC filings, including Forms 10-K, 10-Q, 8-K, proxy and information statements, registration statements and Section 16 filings.

Advise on Securities Act and Exchange Act compliance, disclosure requirements and public-company reporting obligations.

Support a broad range of capital markets and financing transactions, including:

• PIPE transactions and private placements
• Registered direct and underwritten offerings
• At-the-market offerings
• Equity lines and other structured equity financings
• Shelf registration statements and resale registrations
• Convertible and other debt financings

Advise on Nasdaq listing rules, shareholder approval requirements, continued listing compliance and related exchange matters.

Assist with M&A and strategic transactions, including acquisitions, dispositions, investments, joint ventures and related-party transactions.

Manage transaction execution, including drafting and negotiating transaction documents, coordinating due diligence and working with bankers, investors and outside counsel.

Support the company's Board of Directors and committees, including preparation of resolutions, minutes, meeting materials and corporate approvals.

Advise on corporate governance, fiduciary duties, related-party transactions, insider trading, Regulation FD and disclosure controls.

Partner with finance and accounting teams on disclosure issues and the legal aspects of financial reporting.

Help manage the company's capitalization, equity issuances and corporate records.

Monitor developments in SEC regulations, Nasdaq rules and market practice and advise management regarding their impact on the company.

Manage outside securities and transactional counsel and increasingly bring matters in-house where appropriate.

Assist with other strategic corporate and legal matters as needed.

Qualifications

J.D. from an accredited U.S. law school and active membership in at least one U.S. state bar.

Approximately 5-8+ years of relevant legal experience, with substantial experience at a leading law firm in securities, capital markets and public-company representation.

Strong working knowledge of the Securities Act of 1933, Securities Exchange Act of 1934 and Nasdaq listing rules.

Hands-on experience drafting and reviewing SEC filings and executing public and private securities offerings.

Experience advising Nasdaq- or NYSE-listed companies strongly preferred.

Experience with M&A, strategic transactions and corporate governance preferred.

Ability to independently manage transactions and SEC matters while knowing when to escalation significant issues.

Excellent drafting, analytical and project-management skills.

Commercial, practical judgment and the ability to operate effectively in a fast-paced environment with multiple simultaneous priorities.

Strong interpersonal skills and ability to work directly with senior executives, directors, investment bankers, auditors and outside counsel.

$180,000-$200,000 Compensation Range