R. Alec Dawson counsels both private and publicly held companies in US and international transactional matters. He structures and negotiates mergers and acquisitions (M&A) and joint venture transactions for strategic and financial acquirers. With an extensive private equity, public company and financial services client list, Alec is a trusted advisor to corporations, their general counsel and executive leadership, financial sponsors and consortiums as they navigate through business transactions and ongoing legal and regulatory challenges. He co-chairs the firm’s financial services M&A initiative and its SPAC Task Force, and is a deputy leader of its corporate and business transactions practice.
He gives excellent advice and manages difficult situations with significant skill.
He does a brilliant job of navigating difficult, thorny issues.
Alec provides his private equity clients with full spectrum representation, including advice in connection with leveraged acquisitions, exits, and material portfolio company and fund-level legal issues. In financial services matters, he has experience navigating applicable regulatory approvals and requirements, including those imposed by BHCA, Investment Company, Investment Advisor, SEC and FINRA regulations, as well as related customer, employee, and third party contractual and consent issues.
Alec formerly worked as an account supervisor in the New York office of a US advertising agency. He also has been a law clerk for US District Judge Cameron Currie.
Public Company Matters
Zurn Water Solutions Corporation, formerly known as Rexnord Corporation, in its $1.7 billion stock for stock merger with Elkay Manufacturing Company, a market leader in the growing commercial drinking water solutions business
Rexnord Corp, a multiplatform industrial leader, in its definitive agreement with Regal Beloit Corp. under which Rexnord will separate its Process & Motion Control (PMC) segment by way of a tax-free spin-off to Rexnord shareholders and then combine it with Regal in a Reverse Morris Trust (RMT) transaction creating a $10 billion PMC business
Health Net, Inc., a managed care organization, in its $15 billion merger with Centene Corporation
Duff & Phelps LLC and its senior executive team in the $4.2 billion sale of Duff & Phelps from Permira to a consortium led by Stone Point Capital and Further Global
Jefferies Group, in its $10 billion merger of equals with Leucadia National and in the sale of shares in the $1.4 billion sale of KCG Holdings, an electronic trading company, to Virtu Financial
Apollo in a series of transactions including its $813 million acquisition of Smart & Final, Inc.; $3.1 billion acquisition of Claire’s Shops; $1 billion acquisition of CKE Restaurants, Inc.; and $1.36 billion acquisition of The Fresh Market
Various Banks in their capacity as financial advisors including DBO Partners as advisor to AMD in its $35 billion acquisition of Xilinx, and DBO Partners as advisor to AMD in its $2 billion acquisition of Pensando Data Processing Units
Far Peak Acquisition Corporation in connection with its $550 million initial public offering of units consisting of ordinary shares and warrants
Far Point Acquisition Corp., a SPAC sponsored by Dan Loeb and Third Point Capital and Tom Farley, former president of the NYSE, in handling all aspects of its initial business combination with Global Blue, a Silver Lake portfolio company, including counseling its Board through a recommendation change and renegotiated transaction valued at over $2 billion
Hostess Brands LLC in its merger with Gores Holdings Inc., a SPAC sponsored by an affiliate of The Gores Group LLC
Financial Services Matters
BIDS Trading Inc., a registered broker-dealer and the operator of the BIDS Trading Alternative Trading System (ATS) and the largest block-trading ATS by volume in the U.S., in its sale to CBOE Global Markets, Inc.
Jackson National Life Insurance and its affiliate, National Planning Holdings, Inc. (NPH), in the $325 million sale of NPH’s independent broker-dealer network to LPL Financial LLC
Wells Fargo Securities in its acquisition of Merlin Securities LLC, a prime brokerage services and technology provider
Morgan Stanley in a series of strategic investments/joint ventures including
its strategic investment in Neudata Limited, a company providing data sourcing and evaluation services to data users in the financial services industry
its sale of interest in TMC Bonds to Intercontinental Exchange, Inc. for a total value of $650 million
its multiple stock and warrant investments in MIAX Options Exchange, a fully electronic options trading exchange focused on derivatives trading
its investment and subsequent sale of stock in the Philadelphia Stock Exchange to NASDAQ
Jefferies Group in a series of strategic investments and joint ventures including its $438 million acquisition of Prudential Bache’s Global Commodities Group and the sale of its clearing operations, in the formation of Jefferies Loancore; a $600 million joint venture with GIC ; its acquisition of ITG Investment Research and in the sale of its interest in Gerchen Keller Capital, LLC
Evercore in its lift out agreement of a real estate team from Greenhill, a real estate capital advisory firm
JPMorgan Chase & Co. in the sale its portfolio of Independent Sales Organization accounts and associated contracts from Chase Commerce Solutions
Nasdaq, Inc. in its investment in Caspian Learning Limited and Pure Bioscience Inc.
Enfusion in separate equity investments by Hillhouse Capital, FTV Capital Management and ICONIQ Capital
HXSquare Inc, a health data exchange company, in connection with a senior convertible note offering and in its Series A preferred stock offering from Nasdaq Inc., Health2047 Inc., a subsidiary of the American Medical Association
Fund Related Matters
Ares Capital in a series of matters including its purchase of DevaCurl and the sale of numerous portfolio companies including Alcami, Soil Safe, Competitor Group, Cienna Capital LLC, a small business lender and in its agreement to add a team of venture finance professionals formerly with BlueCrest Capital Finance
Third Point in a series of private investments including in the $1 billion Series F financing of Social Finance the financing of Didi Chuxing and its investment in Bomba Socks
Two Sigma Securities in a follow-on investment in Miami International Holdings Inc., the parent holding company of the MIAX, MIAX PEARL, and MIAX Emerald options exchanges
Leucadia National Corp. in a series of portfolio company transactions including in its $900 million sale of interests in National Beef, in the sale of its subsidiaries Conwed, Golden Queen and Idaho Timber
BIDS Trading LP in its formation by representing founding members Citi, Goldman Sachs, Lehman Brothers, Merrill Lynch, Morgan Stanley, and UBS in creating the venture, including representing BIDS in each of its subsequent capital raises and in ongoing business activities
A consortium of banks Citi, UBS, Bank of America Merrill Lynch, Jefferies, and Morgan Stanley its initial investment in Visible Alpha and various subsequent transactions including acquisitions, recapitalizations and capital raising
E-Trade in its investment in the Members Exchange Consortium
Morgan Stanley and Bank of America Merrill Lynch in a consortium investment in Atlas Technology Holding, LLC, which will fund Atlas’ development of a trading platform for the distribution of financial products
A group of brokers, including BofA Merrill Lynch, Barclays Capital, Citi, Credit Suisse, Deutsche Bank, Goldman Sachs, JPMorgan, and Morgan Stanley, in the launch of Markit Commission Manager—a new commission management platform—by global financial information services company Markit
Morgan Lewis Matters
Morgan Lewis in connection with a series of expansion opportunities including its 2014 combination with Bingham McCutchen, its 2015 Transaction with Singapore’s Stamford Law, and its 2016 Transaction with Hong Kong’s Luk and Partners.
The George Washington University Law School, 1994, J.D., summa cum laude
Williams College, 1987, B.A., cum laude
Awards and Affiliations
Ranked, Corporate/M&A (International & Cross-Border), USA, Chambers Global (2021, 2022)
Ranked, Corporate/M&A, USA, Chambers Global (2010–2013, 2016–2020)
Ranked, Private Equity: Buyouts, USA, Chambers Global (2018–2020)
Ranked, Corporate/M&A, New York, Chambers USA (2007–2022)
Ranked, Private Equity: Buyouts, Nationwide, Chambers USA (2007–2019)
Recommended, Media, technology and telecoms: Fintech, The Legal 500 US (2020)
Recommended, M&A/corporate and commercial: Private equity buyouts, The Legal 500 US (2006–2008, 2011–2019)
Notable Practitioner, IFLR1000 Financial and Corporate (2018–2022)
Notable Practitioner, IFLR1000 United States (2018, 2020)
Ranked, Top Mid Cap M&A Lawyers in North America, MergerLinks (2022)