Alexander M. Dye

M&A Representations*

• ACE in its $365 million acquisition of the Fireman’s Fund personal lines business from Allianz.
• ACE in its acquisition of certain assets and liabilities relating to the high-value personal lines business of Atlantic Mutual and Balboa Insurance Group.
• Aegon N.V. in its $1.3 billion acquisition of JCPenney’s Direct Marketing Services division.
• Allstate in its $1.0 billion acquisition of Esurance from White Mountains Group.
• Allstate in its $1.735 billion ($1 billion capital release and $735 million cash consideration and tax benefit) sale of Lincoln Benefit Life to Resolution Life Holdings.
• Aviva plc in its $2.9 billion merger with AmerUS Holdings.
• AXA in its $1.8 billion sale of Winterthur’s U.S. property and casualty business to QBE.
• AXA in its $1.0 billion investment in, and subsequent sponsored demutualization of, Equitable Life.
• Bank of America Merrill Lynch as financial adviser to Fairfax Financial in Fairfax's acquisition of the publicly held minority stake of Odyssey Reinsurance Group.
• BAT Industries in its successful defense against an unsolicited £21 billion takeover attempt by a consortium led by Sir James Goldsmith.
• BATUS in its $5.2 billion unsolicited acquisition of Farmers Group Inc.
• Credit Suisse Securities as financial advisor to Montpelier Re Holdings Ltd. in Montpelier’s pending $1.8 billion sale to Endurance Specialty Holdings Ltd.
• Dai-ichi Life Insurance in its $5.7 billion acquisition of Protective Life.
• Farm Family Holdings in its $280 million merger with American National Insurance Company.
• Fidelity National Financial, Inc., the nation's largest title insurance company, in its acquisition of FGL Holdings for $2.7 billion.
• GE Capital in its $950 million acquisition of Colonial Penn Insurance Company from Leucadia National.
• General American Mutual Holding Company in its $1.2 billion sale of General American Life to MetLife.
• Genworth Financial in its $2.7 billion pending acquisition by China Oceanwide; the transaction includes an additional $1.1 billion capital contribution.
• Genworth Financial in its sale of a block of term life insurance business to Protective Life Insurance Company.
• Genworth Financial in the $290 million sale of its Medicare supplement business to Aetna.
• Glatfelter Insurance Group in its acquisition by American International Group, Inc.
• Goldman Sachs Capital Partners in its $1.4 billion acquisition of USI Holding Corporation.
• Hillenbrand Industries in its $280 million sale of Forethought Financial Services to the Devlin Group.
• Hospitals Insurance Company and FOJP Service Corporation in their sale to The Doctors Company for $650 million.
• International Insurance Investors in its $100 million acquisition of Unionamerica Insurance Company Ltd. from Continental Corp.
• Irish Life in its acquisition of First Variable Life Insurance Company from the estate of Monarch Life.
• Japan Post Insurance in its strategic partnership with KKR and Global Atlantic Financial Group. 
• JP Morgan as financial adviser to the special committee of the board of directors of James River Group in its $575 million sale to DE Shaw.
• JP Morgan Chase in the $1.2 billion sale of its life insurance and annuity operations to Protective Life.
• Lincoln National in its $7.4 billion merger with Jefferson-Pilot.
• MetLife, Inc. in its $16.2 billion acquisition of the ALICO division of AIG.
• MetLife, Inc. in its $11.8 billion acquisition of Travelers Life & Annuity from Citigroup.
• Merrill Lynch as financial adviser to Hub International in its $1.8 billion sale to Apax Partners.
• Nationwide Financial Services in its $1.6 billion sponsored demutualization of Provident Mutual.
• New York Life in its acquisition of 60% of John Hancock Financial’s closed block established in connection with its demutualization, comprising 1.3 million policies encompassing more than $11 billion in liabilities.
• New York Life in its sale of retirement plan services business to John Hancock/Manulife.
• Old Mutual plc in the $350 million sale of its U.S. life insurance and annuity business to Harbinger Capital.
• Protective Life Corporation in its $1.2 billion acquisition of Great-West Life & Annuity Insurance Company’s individual life insurance and annuity business.
• Protective Life Corporation in its agreement to acquire Liberty Mutual’s individual life and annuity business in a $3.3 billion multi-party transaction involving Liberty Mutual Group and Lincoln Financial Group.
• Sixth Street in its insurance platform Talcott Resolution’s agreement to reinsure $25 billion of liabilities from Principal Financial Group.
• Strategic Resources Company in its $242 million sale to Aetna.
• Torus in its $692 million sale to Enstar.
• Tower Group International in its $550 million merger with Bermuda reinsurer ACP Re Ltd.
• White River Corporation in its $442 million sale to the Harvard Private Capital Group, an affiliate of Harvard University.
• Zenith National in its $1.4 billion merger with Fairfax Financial.
• Zenith National in the $272 million sale of CalFarm Insurance to Nationwide Mutual.

Selected Capital Markets Representations

• Underwriters in Radian Group Inc.’s offering of $350 million senior notes.
• Underwriters in the $370 million initial public offering of Bristol West, a KKR portfolio company.
• Underwriters in public offerings in the U.S. and Canada by Fairfax Financial of $1 billion of subordinate voting shares.
• GE, as selling shareholder in the $2.86 billion initial public offering of Genworth Financial.
• Mutual of Omaha in its $300 million offering of surplus notes.
• Underwriters in the public offering by Radian Group of $550 million of common stock.
• Underwriters in the public offering by Radian Group of $712 million of common stock and convertible notes.
• The New York Public Asset Fund in the conversion of Empire Blue Cross/Blue Shield into WellChoice and the $420 million initial public offering of WellChoice shares owned by the Fund.
• Underwriters in the $2.2 billion initial public offering of Principal Financial Group.

^{* Alex advised on some of these matters at his prior firm.}