R. Alec Dawson

Alec provides 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 navigates applicable regulatory approvals and requirements, including those imposed by the Bank Holding Company Act (BHCA) and False Claims Act (FCA), the Financial Industry Regulatory Authority (FINRA), and US Securities and Exchange Commission (SEC), and broker-dealer and investment advisor 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 served as a law clerk for US District Judge Cameron Currie.

Public Company Matters

• Represented Jefferies and its subsidiary, Golden Queen Mining Company, LLC, operator of the Soledad Mountain mine and heap leach operation located in Kern County, Southern California, in the sale of Golden Queen to Andean Precial Metals Corp
• Represented Jefferies Financial Group in the $115 million sale of Foursight Capital, an automobile finance company, to OneMain Holdings, Inc.
• Represented Jefferies Financial Group and its portfolio company, Golden Queen Mining Company, LLC, operator of the Soledad Mountain mine and heap leach operation located in Kern County, Southern California, in the sale of Golden Queen to Andean Precial Metals Corp
• Represented Hostess Brands, Inc. in its sale to The J.M. Smucker Co. in a cash and stock tender/exchange offer valued at approximately $5.6 billion
• Represented Zurn Water Solutions Corporation, formerly known as Rexnord Corp., in its $1.7 billion stock-for-stock merger with Elkay Manufacturing Company, a market leader in the commercial drinking water solutions business
• Represented Rexnord Corp., a multiplatform industrial leader, in its definitive agreement with Regal Beloit Corp. under which Rexnord separated its Process & Motion Control (PMC) segment by way of a tax-free spinoff to Rexnord shareholders and then combined it with Regal in a Reverse Morris Trust (RMT) transaction, creating a $10 billion PMC business
• Represented Health Net Inc., a managed care organization, in its $15 billion merger with Centene Corporation 
• Represented 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
• Counseled Jefferies Group in a decades-long relationship including its $10 billion merger of equals with Leucadia National; the sale of shares in its $1.4 billion sale of KCG Holdings, an electronic trading company, to Virtu Financial; and sales of key portfolio companies including National Beef and Idaho Timber
• Represented 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 
• Represented various banks in their capacity as financial advisors, including DBO Partners as advisor to AMD in its $35 billion acquisition of Xilinx and its $2 billion acquisition of Pensando Data Processing Units

SPAC Matters

• Represented Far Peak Acquisition Corporation in connection with its $550 million initial public offering of units consisting of ordinary shares and warrants
• Represented 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 more than $2 billion
• Represented Hostess Brands LLC in its merger with Gores Holdings Inc., a SPAC sponsored by an affiliate of The Gores Group LL

Financial Services Matters

• Represented Bullish in its acquisition of CoinDesk, a media, events, indices, and data company for the global crypto economy, from Digital Currency Group
• Represented BIDS Trading Inc., a registered broker-dealer and the operator of the BIDS Trading Alternative Trading System (ATS), in its sale to CBOE Global Markets, Inc.
• Represented 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
• Represented Morgan Stanley in a series of strategic investments and joint ventures involving scores of counterparties:     
  • Series A financing of Kuberno Ltd. (UK), a company offering a global legal entity governance platform
  • Series A-3 financing of LeapXpert, an enterprise conversational solution provider that enables enterprises to integrate secured consumer messaging applications into their business processes
  • Series F financing of SirionLabs Pte. Ltd., which is in the business of creating, owning, and operating a SaaS cloud enterprise software application for contract authoring, review and negotiation, contractual obligation management, supplier management, vendor governance, outsourcing governance and analytics
  • Strategic investment in Neudata Limited, a company providing data sourcing and evaluation services to data users in the financial services industry 
  • Sale of interest in TMC Bonds to Intercontinental Exchange, Inc. for a total value of $650 million 
  • Multiple stock and warrant investments in MIAX Options Exchange, a fully electronic options trading exchange focused on derivatives trading 
  • Investment and subsequent sale of stock in the Philadelphia Stock Exchange to NASDAQ 
• Represented 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; the formation of Jefferies Loancore; a $600 million joint venture with GIC; its acquisition of ITG Investment Research; and the sale of its interest in Gerchen Keller Capital LLC 
• Represented Evercore in its lift-out agreement of a real estate team from Greenhill, a real estate capital advisory firm
• Represented JPMorgan Chase & Co. in the sale of its portfolio of Independent Sales Organization accounts and associated contracts from Chase Commerce Solutions
• Represented Nasdaq, Inc. in a series of strategic investments/joint ventures:
  • Investment in Caspian Learning Limited and Pure Bioscience Inc.
  • Series A financing of Kuberno Ltd.
• Financing in BMLL (UK), an independent provider of harmonized, historical Level 3 data and analytics across global equity and futures markets
• Represented Enfusion in separate equity investments by Hillhouse Capital, FTV Capital Management, and ICONIQ Capital
• Represented HXSquare Inc., a health data exchange company, in connection with a senior convertible note offering and its Series A preferred stock offering from Nasdaq Inc. and Health2047 Inc., a subsidiary of the American Medical Association 
• Represented Virtu Financial in a series of strategic investments/joint ventures:
• Investment of ClearList, which provides end-to-end capital markets solutions including primary offerings, secondary trading, and cap table management for private companies
• Formation of RFQ-hub Holdings LLC, a consortium among Virtu; electronic trading platform MarketAxess; liquidity providers Citadel Securities, Flow Traders, and Jane Street Capital; and asset manager BlackRock

Fund-Related Matters

• Represented Ares Capital in a series of matters including its purchase of DevaCurl; the sale of numerous portfolio companies including Alcami, Soil Safe, Competitor Group, Cienna Capital LLC, and a small business lender; and its agreement to add a team of venture finance professionals formerly with BlueCrest Capital Finance
• Represented Third Point in a series of private investments including the $1 billion Series F financing of Social Finance, the financing of Didi Chuxing, and an investment in Bomba Socks
• Represented 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
• Represented Red Ventures in the $11.5 million Series A financing of Rephrase.ai, a technology startup that uses synthetic media technology to create digital avatars for personalized video campaigns

Consortium Matters

• Assisted in the formation of BIDS Trading LP 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 ongoing business activities
• Represented a consortium of banks Citi, UBS, Bank of America Merrill Lynch  , Jefferies, and Morgan Stanley in their initial investment in Visible Alpha and various subsequent transactions including acquisitions, recapitalizations, and capital raising 
• Represented E-Trade in its investment in the Members Exchange Consortium 
• Represented 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
• Represented a group of brokers, including Bank of America Merrill Lynch  , Barclays Capital, Citi, Credit Suisse, Deutsche Bank, Goldman Sachs, JPMorgan, and Morgan Stanley, in the launch of Markit Commission Manager—a commission management platform—by global financial information services company Markit 
• Represented Citi, Goldman Sachs, and Morgan Stanley in their joint venture with Nasdaq to establish an institutional-grade, centralized, secondary trading venue for issuers, brokers, shareholders, and prospective investors of private company stock

Morgan Lewis Matters

• Advised 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