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M&A Insights

Perspectives on M&A from Gray Reed’s Mergers and Acquisitions/Private Equity Practice

Gray Reed's COVID-19 Resource Center

Issue Archive

Q3 2020 Issue

EBITDA, Adjusted EBITDA, and EBITDAC in the Age of COVID-19Buyer’s Claim of Fraud and Fraudulent Inducement in Connection with $106 Million Purchase of Target Allowed to Proceed Due to Failed Anti-Reliance Language and Despite Bootstrapping RuleMinority Members’ Contractual Blocking Rights Can Result in the Imposition of Fiduciary DutiesIN THE NEWS: The Potential Divorce of Simon and TaubmanEmail Exchange Insufficient to Create Binding ContractAn Illustration of Remote Controller Fiduciary LiabilityWhere Am I and How Did I Get Here (In This Venue)?Aiding and Abetting Claim Sustained Against M&A Advisor JPMorgan

Q2 2020 Issue

IN THE NEWS: Victoria's Actual Secret: Negotiating Material Adverse Effect Clauses After COVID-19IN THE NEWS: WeWork Sues Softbank Group Corp and its Vision Fund for Failed Tender OfferIN THE NEWS: Houston-Area Movie Theater Owner Files Suit Against Mexican Company Trying to Use Coronavirus as Excuse to Terminate AcquisitionCleansing Transactions Involving Conflicted BoardsCourt Declines to Apply Business Judgment Rule in Minority Squeeze-OutApplication of Affiliation Rules to Private Equity Funds and Portfolio Companies under the Paycheck Protection ProgramLululemon Board Not Liable to Shareholders for Paying Misbehaving CEO $5 Million in Severance Instead of Firing for CauseImpact of the COVID-19 Pandemic on Contracts - Force Majeure and Other Excuses for Performance

M&A Insights

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A full-service Texas law firm with offices in Dallas, Houston and Waco, Gray Reed provides legal services to companies ranging from start-up to Fortune 100 as well as high net worth individuals. Gray Reed attorneys assist clients with a myriad of legal issues including commercial litigation, mergers and acquisitions, private equity, oil and gas, tax planning and litigation, real estate, construction, healthcare, trusts and estates, employment law, family law, intellectual property and bankruptcy. For more information, visit www.grayreed.com.

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