John P. Dulin, Jr.

John is Chair of the Corporate and Business Transactions Practice. He also serves as Chair of the Firm’s Charitable Foundation.

Representing both public and private companies, John focuses his practice primarily in the areas of mergers, acquisitions, securities, executive compensation, and related corporate issues and activities. In particular, he has extensive experience advising and representing financial institutions of all sizes in all business transactions and corporate and regulatory matters. Clients include regional and community banks, insurance companies, insurance brokers, trust companies, broker/dealers, consumer finance companies, and factoring companies.

In addition, as a veteran corporate attorney providing a breadth of experience and resources, John regularly advises and represents a variety of both regulated and non-regulated businesses regarding a host of corporate matters, including business combinations, joint ventures, minority and majority equity investments, securities matters, capital raising transactions, fiduciary duties, antitrust issues, and executive and incentive compensation arrangements. John has also served as outside general counsel for a family office and other corporate clients.

John is distinguished as a leading corporate attorney by Chambers and Partners. He is also consistently recognized in The Best Lawyers in America©, which tapped John as the "Lawyer of the Year" for several years in Corporate Governance Law and Financial Services Regulation Law.

John earned his J.D. from Vanderbilt University School of Law, where he served on the Vanderbilt Law Review. He holds a B.A. with High Distinction from the University of Virginia (Phi Beta Kappa). For high school, he attended Memphis University School in Memphis, Tennessee.

"He is as smart a lawyer as I’ve worked with. He is exceptionally bright and committed. Whenever John is involved, I know how, when and where things will get done. He is very talented."

"He is good at working through complex issues, why we should or shouldn’t care about what other sides want, and what we can prioritize. He is levelheaded, calm and extraordinarily well organized and thorough."

“John is one of the smartest lawyers I have ever worked with. He is absolutely outstanding.”

“He is brilliant – practical, pragmatic, efficient, and thorough. Some lawyers take too much time to be thorough and that’s not efficient, but John does not work like that. I can count on him on all of the relevant issues.”

“He is very experienced, very level-headed, and extremely smart. A very calm and level-headed personality is key in negotiations.”

"He's supremely organized and always looking for innovative solutions to issues. He is a fabulous negotiator and gets deals done."

"John is excellent. He is thorough, detailed, responsive, and has a calm and rational demeanor."

• Represented multiple publicly traded and privately held bank holding companies in buy-side mergers with over 25 publicly traded and privately held banks across the Southeast.
• Represented multiple publicly traded and privately held bank holding companies in sell-side bank mergers with total value over $2.45 billion.
• Represented multiple bank holding companies with acquisitions of consumer finance companies, factoring companies, broker/dealers, trust companies, and other non-bank business lines, including Regions Bank’s recent acquisition of Highland Associates, Inc. (Registered Investment Adviser) and SouthState Bank’s recent acquisition of Duncan-Williams, Inc. (Broker/Dealer).
• Represented buyers and sellers in multiple mergers and acquisitions involving insurance companies and related lines of business, including Protective Life Insurance Company in a recent series of acquisitions of A.U.L. Corp., Atlas Peak Insurance Company, Ltd., The Revolos Family of Companies, and U.S. Warranty Corp.
• Represented buyers and sellers in multiple mergers and acquisitions involving insurance brokers (both retail and wholesale), including sellers in the acquisitions of Regions Insurance Group, Inc., CRC Insurance Services, American Marketing Center, Inc., and AmRisc by BB&T Insurance Holdings, Inc. and Molton, Allen & Williams by USI Insurance Services, LLC.
• Represented Alabama Farmers Cooperative and Bonnie Plants, Inc. in their joint venture with The Scotts Miracle-Gro Company.
• Represented AAA Cooper Transportation in its $1.3 billion sale to Knight-Swift Transportation.
• Represented investor group in a $60 million capital raise, formation of bank holding company, and acquisition of a controlling interest in a troubled national bank.
• Represented several family offices with non-controlling / passive investments in bank holding companies.
• Represented issuers with numerous capital raising transactions for private and public companies, including subordinated debt, trust preferred securities, secondary offerings, and IPOs.
• Represented multiple companies with share repurchase programs and subordinated debt and trust preferred redemptions.
• Represented family office with structuring, compensation, regulatory issues, and over 40 minority and majority investments in debt and equity securities of growth, venture, and other private companies.
• Multiple charter conversions and consolidations involving state and national banks.
• Represented multiple bank and trust companies with branching, branch acquisitions and sales, and other geographic expansion activities.
• Represented multiple organizer groups with all aspects of de novo bank, bank holding company, and trust company formations.
• Represented financial institutions with respect to numerous regulatory issues, examination, compliance, and enforcement proceedings, including whistleblower claims and fair lending investigations by the U.S. Department of Justice, Federal Reserve System, and FDIC.
• Advised clients in the purchase of assets and deposits of failed banks from the FDIC in assisted transactions.
• Represented buyers in mergers and acquisitions involving manufacturing companies (both domestic and international).
• Represented parties in mergers, acquisitions, and affiliations involving hospitals and other health care companies.
• Represented buyers in mergers and acquisitions involving software and technology companies.
• Represented both employers and executives with numerous employment agreements, non-competition agreements, and equity compensation plans.
• Advised officers and directors on corporate governance, indemnification, and liability issues.

Affiliations

• American Bar Association (Business Law Section; Banking Law Committee; Negotiated Acquisitions Committee)
• Alabama State Bar Association
• Birmingham Bar Association, Grievance Committee

Civic Involvement

• Birmingham Sunrise Rotary Club
• Maynard & Gale Charitable Foundation, Co-Chair
• McWane Science Center, Board of Trustees
• STAIR of Birmingham, Board of Directors