Associate General Counsel, Corporate

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.

- 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

- 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

- 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

- 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

- 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

- 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

For this role, the target salary range is $250,000 - $300,000 (actual range may vary based on experience and performance).