Deal by Deal: A Private Equity Podcast

On this episode of Deal-By-Deal, host Greg Hawver is joined by investment banker Hector Torres, Managing Director of DC Advisory’s global healthcare team, for a discussion on the new normal in the M&A market, especially involving the healthcare industry. Hector explains that, while market activity is starting to level out from the torrent of transactions in the second half of 2021, the lower middle market and middle market are still thriving. Flexibility is now the hallmark of successful deals, with parties increasingly creating bespoke processes to better meet their goals.Hector also provides guidance to independent sponsors and other private equity buyers seeking to win actionable deals in the current environment.Meet Your Guest Name:  Hector TorresTitle:  Managing Director at DC AdvisorySpeciality: Based in the Chicago office, Hector is a Managing Director in DC Advisory’s global Healthcare team. Hector has over 16 years’ investment banking experience, specializing in M&A and strategic advisory transactions. Before joining DC Advisory, Hector was the Co-Head of Healthcare Investment Banking at FocalPoint Partners, where he led a national team of M&A and Capital Markets professionals focused on hospitals and health systems, physician practice management, post-acute care and other related healthcare sectors.Connect: LinkedInAcquired KnowledgeTop takeaways from this episode State of play in the healthcare industry. After the last year-and-a-half’s “perfect storm” of low-cost capital, high demand for healthcare services and assets, and record levels of private equity fundraising, the market is starting to cool off again. Back to basics. Buyers and their underwriters tend to have great confidence in the viability of the investment, but Hector is seeing that lenders are scrutinizing everything in unprecedented ways. Therefore, having a credible base case and performance attribution for the growth case is vital. Maintaining flexibility. Recently, we’ve seen assets wanting to retain flexibility to only make the deals that meet all their goals, so they are “tiptoeing” into the market and being patient. This requires heavy preparation on the sell side, including putting together market studies, a full financing package, and the quality of earnings and revenue. ContactConnect with us on Facebook, Twitter, Instagram, YouTube.This podcast was recorded and is being made available by McGuireWoods for informational purposes only. By accessing this podcast, you acknowledge that McGuireWoods makes no warranty, guarantee, or representation as to the accuracy or sufficiency of the information featured in the podcast. The views, information, or opinions expressed during this podcast series are solely those of the individuals involved and do not necessarily reflect those of McGuireWoods. This podcast should not be used as a substitute for competent legal advice from a licensed professional attorney in your state and should not be construed as an offer to make or consider any investment or course of action.

Guests Evan Gallinson, Partner at Merit Capital Partners, and Jonathan Schilowitz, Partner at MFG Partners, discuss their successful independent sponsor-capital provider relationship. They dive into starting a deal during the pandemic, maintaining trust, navigating a complex ESOP transaction, overcoming challenges in the sale process, and their plans for future partnerships.

A proposed FTC rule will change how companies do business — and how law firms give advice for the foreseeable future. On this episode of the Deal-by-Deal podcast, host Greg Hawver invites guest Holden Brooks, a partner at McGuirewoods, to share insights on recent developments for noncompetes and restrictive covenants based on the recently proposed rules. The current review period will invite comments; challenges in federal courts are likely. If approved, companies will need to be in compliance within 180 days. Holden says that companies need to begin preparing for a new landscape. “Getting wise about alternatives to noncompetes, being smart about using noncompetes that are narrowly tailored, and thinking about the long-term,” she says. “What's your strategy in a world where noncompetes may not exist or may be more vulnerable? What kind of opportunities does that present?” Later on in the episode, the conversation pivots to private equity investment in the energy space with McGuirewoods partners Tom DeSplinter, Eddy Daniels, and Brian Kelly. They review the opportunities for independent sponsors in the energy space and within the Inflation Reduction Act.  Meet Your HostName: Gregory HawverTitle: Partner at McGuireWoodsSpecialty: Greg represents private equity and strategic clients in a wide variety of change-of-control transactions, minority equity investments, domestic and cross-border acquisitions, recapitalizations, joint ventures, and corporate reorganizations, as well as advising clients on day-to-day corporate matters. Connect: LinkedInAcquired KnowledgeTop takeaways from this episode The rules for noncompetes are changing. The government had been signaling in the past year that it is looking to make changes to noncompetes. The proposed rule by the FTC takes the position that noncompetes are harmful and should be banned. Holden expects that, in the next 60 days, both sides will weigh in with comments, and challenges to the rule that may arise that affect the final outcome. Businesses need to review how they are using noncompetes. No matter what the FTC outcome is, there is going to be more scrutiny and focus on noncompetes going forward. Businesses need to consider how they can keep their noncompetes narrow, if they can use other protections instead of a noncompete, and weigh their long-term value before implementing them. The Inflation Reduction Act provides opportunity through tax credits. The act extends the tax credit scheme further than was initially expected and opens up opportunities in new areas for energy, like batteries that were previously excluded. It also expands on how to monetize tax credits so they don’t always have to be marketed to a tax investor. ContactConnect with us on Facebook, Twitter, Instagram, YouTube.This podcast was recorded and is being made available by McGuireWoods for informational purposes only. By accessing this podcast, you acknowledge that McGuireWoods makes no warranty, guarantee, or representation as to the accuracy or sufficiency of the information featured in the podcast. The views, information, or opinions expressed during this podcast series are solely those of the individuals involved and do not necessarily reflect those of McGuireWoods. This podcast should not be used as a substitute for competent legal advice from a licensed professional attorney in your state and should not be construed as an offer to make or consider any investment or course of action. 

Join hosts Greg Hawver and Jeff Brooker for the second episode of a two-part series discussing critical issues and best practices for term sheets. This episode focuses on the equity term sheet between the independent sponsor and the equity capital provider. Learn about common pitfalls, what to keep in mind when negotiating terms and how to ensure alignment of investor interests.Meet Your HostsName: Gregory HawverTitle: Partner at McGuireWoodsSpecialty: Greg represents private equity and strategic clients in a wide variety of change-of-control transactions, minority equity investments, domestic and cross-border acquisitions, recapitalizations, joint ventures, and corporate reorganizations, as well as advising clients on day-to-day corporate matters. Connect: LinkedInName: Jeff BrookerTitle: Partner at McGuireWoodsSpecialty: Jeff focuses his practice on advising private equity funds, venture capital funds, and other institutional investors and strategic acquirers in connection with mergers and acquisitions, early- and late-stage investments, leveraged buyouts, recapitalizations, management buyouts, and secondary transactions.Connect: LinkedIn ContactConnect with us on Facebook, Twitter, Instagram, YouTube.This podcast was recorded and is being made available by McGuireWoods for informational purposes only. By accessing this podcast, you acknowledge that McGuireWoods makes no warranty, guarantee, or representation as to the accuracy or sufficiency of the information featured in the podcast. The views, information, or opinions expressed during this podcast series are solely those of the individuals involved and do not necessarily reflect those of McGuireWoods. This podcast should not be used as a substitute for competent legal advice from a licensed professional attorney in your state and should not be construed as an offer to make or consider any investment or course of action. 

Greg Hawver and Jeff Brooker discuss best practices for M&A deal letters of intent in this episode. They share advice on crafting an LOI, including what terms to include and missteps to avoid. They also highlight the importance of understanding what an LOI can be used for. The chapter descriptions cover topics such as negotiating exclusivity, crafting a LOI for M&A, asset deal vs equity deal, rep and warranty insurance, and the importance of leverage and competitiveness in M&A.

There’s a secret on how to secure more — and better — deals as an independent sponsor: build relationships and trust with your lenders. This may seem fairly obvious, but the reality is as the market has become more concentrated with traditional private equity funds, we’re losing this important part of dealmaking. And as the market remains uncertain, those relationships are going to be crucial for survival as an independent sponsor.Approaching lenders as partners ensures a better outcome and establishes an “understanding that the lender is going to work as a partner to the extent that they can and [make] sure that the deal is done,” said Brian P. Coughlan of McGuire Woods’ Corporate and Private Equity Group.In this episode of Deal-by-Deal, the hosts are joined by Brian, as well as Joe Rodgers of Source Capital, LLC, to discuss how to approach debt lenders and how to get the most out of those deals. They also explore the state of the current lending market, and how independent sponsors should approach deals in a time of uncertainty. Featured GuestsName: Joe RodgersTitle: Managing Director at SourceCapital, LLCSpecialty: As managing director at SourceCapital, a lower-middle-market investing fund, Joe helps lead the credit strategy arm of the investment team.Connect: LinkedIn Name: Brian P. CoughlanTitle: Partner at McGuireWoodsSpecialty: As a partner in McGuireWoods’ Corporate and Private Equity Group since 2017, Brian represents investment funds and strategic acquirers in connection with mergers, acquisitions, investments, divestitures, and other strategic and financial investment activities, with a particular focus on debt financing structures.Connect: LinkedInAcquired KnowledgeTop takeaways from this episode Approach debt deals as a partnership. As debt equity becomes more commoditized by a growing concentration of traditional private equity funds, one of the most important parts of the process is getting lost: relationship building. As the market continues to spiral into uncertainty, strong relationships with a variety of lenders could be a deciding factor in securing a deal. Get early leads from your debt providers. Debt lenders love looking at deals at every stage of the process. But as an independent sponsor, communicating with your providers early on will give them more time to prepare and iron out any potential issues, giving you a better chance of winning the deal.The cost of deals may be going up. We still don’t know how the market will be permanently impacted by the economic tumult of recent years, but we do know that good deals are still going to happen. Independent sponsors should be prepared that costs of those deals will go up, but they might not necessarily remain high forever. ContactConnect with us on Facebook, Twitter, Instagram, YouTube.This podcast was recorded and is being made available by McGuireWoods for informational purposes only. By accessing this podcast, you acknowledge that McGuireWoods makes no warranty, guarantee, or representation as to the accuracy or sufficiency of the information featured in the podcast. The views, information, or opinions expressed during this podcast series are solely those of the individuals involved and do not necessarily reflect those of McGuireWoods. This podcast should not be used as a substitute for competent legal advice from a licensed professional attorney in your state and should not be construed as an offer to make or consider any investment or course of action.

Facilitating introductions between independent sponsors and capital partners who can fund their deals is the first step in a successful M&A scenario. Knowing how to efficiently leverage relationships and get in front of the right people is key to getting deals done. Christian Berger joins this episode of Deal-by-Deal to share how introductions play into business development and his approach to the process. “We [make introductions] to help our clients, prospective clients, and others in our network meet each other and find opportunities that they otherwise wouldn't have seen,” Christian explains. Ultimately the goal of making introductions is to complete successful private equity partnerships. Also on this episode, get insights into the best way to approach finding introductions. Christian shares how to calculate the number of introductions you might need by sharing his three assumptions for finding investors, and outlining what a capital firm considers a strong deal. Christian and Greg also share details on the upcoming McGuireWoods Independent Sponsor Conference in Dallas. The conference is an opportunity to see firsthand what makes McGuireWoods a collaborative firm that knows how to leverage relationships to make the right introductions.  Featured GuestName: Christian BergerTitle: Partner at McGuireWoodsSpeciality: Joining McGuireWoods in 2015, Christian focuses on helping new and existing clients in the firm’s private equity practice. He has received a number of industry awards, including the Most Innovative Law Firm in the Business of Law from the Financial Times in 2018, and Executive of the Year by Legal Sales and Service Organization in 2018.Connect: LinkedIn Acquired KnowledgeTop takeaways from this episode ★ The investor introduction process. Facilitating investor introductions is part of business development. It’s a way to connect with clients who are doing M&A deals that need legal counsel. A firm like McGuireWoods helps guide independent sponsors to get a clear understanding of the opportunity and find the right investors for their unique position.  ★ Attributes that make an independent sponsor attractive to a fund. These funds are looking for someone who has an attractive opportunity requiring capital that matches the needs of their fund. It’s common to see single transactions in the 20 million dollar range, with many private equity firms looking to make 10 transactions out of a single fund. It’s important to have a clear identity that allows firms to match what you need with the box they’re looking to fill. ★ Three assumptions when finding investors for a deal. First, what is the target check size for the investors? Secondly, what percentage of investors will accept an introductory call from an independent sponsor? Third, how many investors will be willing to invest in a deal? Asking these questions allows you to work backward and determine how wide you need to cast your net. ContactConnect with us on Facebook, Twitter, Instagram, YouTube.This podcast was recorded and is being made available by McGuireWoods for informational purposes only. By accessing this podcast, you acknowledge that McGuireWoods makes no warranty, guarantee, or representation as to the accuracy or sufficiency of the information featured in the podcast. The views, information, or opinions expressed during this podcast series are solely those of the individuals involved and do not necessarily reflect those of McGuireWoods. This podcast should not be used as a substitute for competent legal advice from a licensed professional attorney in your state and should not be construed as an offer to make or consider any investment or course of action.

Independent sponsors have evolved to become a separate asset class offering value to the ecosystem within the realm of private equity.On this episode of Deal-by-Deal, hear McGuireWoods’ Jon Finger share his insights on the evolution of independent sponsorship and recent noteworthy developments. There have been larger deals, more hybrid structures, and an increased interest in first-time funds from within the independent sponsor space.With his experience in the independent sponsor space, Jon offers advice for emerging fund managers looking to raise their first committed fund.“Having a broad set of references from different parts of the deal ecosystem is important to show LPs,” Jon says of the key steps independent sponsors need to prepare for when raising a first-time fund.Also on this episode of Deal-by-Deal, Jon and Jeff review what independent sponsors need to consider when it comes to their current deals. Including if they can roll them into a fund: “One of the key pieces is the deal pipeline, and providing LPs with that demonstrated ability to put money to work in a meaningful fashion relatively quickly,” Jon explains.  Featured GuestName: Jon W. FingerTitle: Partner at McGuireWoodsSpeciality: Jon’s practice focuses on private equity and corporate transactional matters, including mergers and acquisitions, fund formation, securities offerings, and corporate governance initiatives.Connect: LinkedIn Acquired KnowledgeTop takeaways from this episode ★ The independent sponsor space is maturing. Over the past decade, the independent sponsor space has moved from individuals making deals at country clubs to being a valuable part of the ecosystem. As independent sponsors have matured, the deals have grown in value and begun to encompass more hybrid structures. ★ The criteria to become a successful independent sponsor fund manager. More and more independent sponsors are looking to raise committed funds. To be a successful emerging manager, an individual will need to have previous successful exits, the ability to articulate their ESG focus, and the support needed to scale the fund. ★ Key steps to consider when raising a fund. Reference checks are extremely important to LPs and for any independent sponsor considering raising a fund, it’s important to have a diverse lineup of references ready. Also, consider what investors are right for your fund and which backgrounds or specialties will drive the most value for you.ContactConnect with us on Facebook, Twitter, Instagram, YouTube.This podcast was recorded and is being made available by McGuireWoods for informational purposes only. By accessing this podcast, you acknowledge that McGuireWoods makes no warranty, guarantee, or representation as to the accuracy or sufficiency of the information featured in the podcast. The views, information, or opinions expressed during this podcast series are solely those of the individuals involved and do not necessarily reflect those of McGuireWoods. This podcast should not be used as a substitute for competent legal advice from a licensed professional attorney in your state and should not be construed as an offer to make or consider any investment or course of action.

There’s a lot that companies need to consider when deciding to pursue independent financial backing. The decisions companies make when striking deals almost always come back to control — a factor that has a significant impact on the future of the company. Depending on how much control the backer negotiates, different scenarios could lead to backers gaining significant veto rights, board control, or a total loss of management fees.The process is complex and involves many moving pieces. That’s why we brought Alexander Horn and Anne Croteau — seasoned independent sponsor deal negotiators — on today’s episode of the podcast.“A financial investor is going to want to have some control over any big corporate decision above a certain monetary threshold. [But] they don't want to get into the day-to-day and they don't want to get into the nitty-gritty … that's not their focus. It takes them away from their main focus, which is finding additional investment,” says Anne. On this week’s episode of Deal-by-Deal, Anne and Alex walk us through what considerations should be made when discussing independent sponsor deals and what’s at stake.Featured GuestsName: Alex HornTitle: Partner at McGuireWoodsSpecialty: Alex is focused on private equity and other finance transactions. In the past, he has represented business development companies (BDCs), small business investment companies (SBICs), and other private debt funds.Connect: LinkedIn Name: Anne CroteauTitle: Partner at McGuireWoodsSpecialty: Anne is focused on private equity and other financing transactions, mergers and acquisitions, and general corporate matters. She has represented lenders in first lien, unitranche, second lien and mezzanine credit facilities, equity co-investments, and kickers. She has experience advising on intercreditor relationships, capital structures, and complex restructurings.Connect: LinkedInAcquired KnowledgeTop takeaways from this episode ★    Negotiations are all about control. Different types of partners will have different outcomes and control issues: a family office might offer pure equity while a lender like a small business investment company will instead require significant equity backing. The type of partner will determine the level of control it has over your company: for example, large-scale and influential financial backers are likely to require significant control of your board as well as asking for veto rights and involvement in major financial decisions.★    Corporate sponsors generally don’t want to be involved in management. While corporate sponsors might have a significant amount of control, they don't want to be involved in the daily details. An independent sponsor’s main job is to find good investments.★    Consider the interests of every financial backer. Dealing with equity backers and debt financial backers could result in conflicts of interest if the interests of all parties are not taken into consideration when these deals are initially made. In some cases, management fees could be lost or a debt could go into default.Episode Insights[00:29] Meet our guests: Anne and Alex, longtime partners at McGuireWoods, join us on the podcast to discuss a topic that comes up in every deal: determining fair distribution of control between independent sponsors and capital providers.The issue was a recent point of discussion at the 2022 McGuireWoods Independent Sponsor Conference.[01:40] The basics: Anne and Alex explain the two typical kinds of partners involved in independent sponsor deals. Each comes with its own unique control issues.[03:13] The desire for control: Anne explains when independent sponsors will expect significant control of a company, particularly when making sizable investments.[05:50] Veto rights: How should independent sponsors think about and negotiate veto rights with sponsored parties? Can different circumstances call for different veto rights? What’s the proper scope?[08:53] Board takeovers: It’s possible for financial backers to take over the board of the company they are supporting, but it doesn’t happen right away. So what triggers takeovers? And what should sponsors keep in mind when negotiating these types of provisions?[14:28] When both parties agree: It is possible for board takeovers to be a mutually agreed upon decision. Anne’s seen this particularly in lower to middle market companies.[17:27] Backer involvement: Corporate sponsors don’t always want to have deep involvement in the management of a company. Ann and Alex explain why.[21:56] Management fees can be fragile: If independent sponsors lose control, management fees can be significantly reduced or completely shut off. Alex and Anne explain what kind of financial impact they can have and what companies should consider when drawing up a loan agreement.[29:06] Regaining control: Can independent sponsors get control back after losing it? Under what conditions is that possible? Anne has been asking herself these questions amid some recent cases. She tells us why the loss of control is often a “one-way switch.”[33:14] Connect with us online: To learn more about today's discussion and our commitment to the independent sponsor community, please visit our website.ContactConnect with us on Facebook, Twitter, Instagram, YouTube.This podcast was recorded and is being made available by McGuireWoods for informational purposes only. By accessing this podcast, you acknowledge that McGuireWoods makes no warranty, guarantee, or representation as to the accuracy or sufficiency of the information featured in the podcast. The views, information, or opinions expressed during this podcast series are solely those of the individuals involved and do not necessarily reflect those of McGuireWoods. This podcast should not be used as a substitute for competent legal advice from a licensed professional attorney in your state and should not be construed as an offer to make or consider any investment or course of action.

In this final episode of Deal by Deal for 2021, Matt Heinz, Partner & Co-Practice Leader, Transaction Liability at Lockton Companies, joins the podcast to share the outlook on representations and warranties insurance.As the fourth quarter of the year comes to a close, Matt has insights into how the robust M&A activity we’ve seen will impact the insurance market moving forward, as well as the challenges those in the industry are facing.“We've arrived at a scenario where we have more demand than supply from the insurance market,” Matt says on this episode — referencing how demand combined with the increasing claim environment is leading to an increase in prices.Also on this episode, a presentation excerpt from McGuireWoods Partners Greg Hawver and Jeff Brooker from the McGuireWoods Independent Sponsor Conference in October. The presentation titled, “What is Market with Respect to Independent Sponsor Deal Economics?” covers the independent sponsor survey. The excerpt in this episode covers the portion on closing and management fees.Meet Your HostsName: Gregory HawverTitle: Partner at McGuireWoodsSpecialty: Greg represents private equity and strategic clients in a wide variety of change-of-control transactions, minority equity investments, domestic and cross-border acquisitions, recapitalizations, joint ventures and corporate reorganizations, as well as advising clients on day-to-day corporate matters.Connect: LinkedIn Name: Rebecca Brophy Title: Partner at McGuireWoodsSpecialty: Rebecca focuses her practice on advising private equity funds, other institutional investors, and strategic acquirers in connection with mergers and acquisitions and other complex business transactions. Connect: LinkedIn Name: Jeff BrookerTitle: Partner at McGuireWoods Speciality: Jeff focuses his practice on advising private equity funds, venture capital funds and other institutional investors and strategic acquirers in connection with mergers and acquisitions, early- and late-stage investments, leveraged buyouts, recapitalizations, management buyouts and secondary transactions.Connect: LinkedInMeet Your GuestName: Matthew HeinzTitle: Partner & Co-Practice Leader, Transaction Liability at Lockton CompaniesSpeciality: Matt’s name is synonymous with ​​transaction liability insurance for M&A professionals across the country. He has served as both an underwriter and broker during his time in the industry. Before joining Lockton, Matt served as a Senior Managing Director and Co-Practice Leader of Aon’s North American transaction liability team. Connect: LinkedInAcquired KnowledgeTop takeaways from this episode★    An increase in demand and in claim activity has led to increased RWI prices. After more than 12 months of robust M&A activity, we’re seeing cases where insurance representation and warranties insurance market (RWI) carriers are not able to service all of the available deals in the market. Due to the increase in demand, carriers have to be more selective in the deals they want to underwrite. They are also charging more for their time.★    While constraints due to deal caps are going away in Q1 2022, human capital constraints are not. As we move towards January 1st, those looking to structure a deal and secure RWI can look forward to any cap constraints being removed once we hit the new year. However, Matt explains that there will still be a constraint on the human capital available to underwrite and structure RWI meaning some of the current crunch we’re seeing in the market will continue into the new year.★    Fees are unlikely to go down in 2022. The general sense is that while fees might stabilize in 2022 they are not going to go back down to the sub 3% fees seen previously in the industry. The prediction is that RWI fees will stabilize around the 3 to 4% range for the foreseeable future.Episode Insights[05:45] High demand: Matt shares how a hot insurance market and an increase in claims is pushing RWI prices up while insurance carriers also get to be more selective in the deals they underwrite.[06:08]: The insurance market is getting more challenging: Today it is more difficult to get deals below 50-75 million in enterprise value, particularly if they are lacking audited financials. However, Matt notes that he believes reports of the M&A and RWI markets shutting down for Q4 are somewhat exaggerated.[08:25] Carriers may be restricted by limit caps: Matt explains that insurance carriers may have a premium cap that when reached causes them to limit the new deals they take on as they manage their exposure in a particular market or industry. Not all larger carriers will have these same reinsurance restrictions.[10:48] RWI premiums have increased: Looking at inclusive amounts for insurance including the premium, taxes, underwriting fees, and broker fees (if applicable), the rate has traditionally been 3-4% of the limit of liability assuming a policy equal to 10% of the enterprise value on a deal. Today this price has increased about a hundred basis points up to around 4 to 5%[11:39] Underlying cyber insurance is crucial: Matt says RWI carriers do not want to take on all of the cyber exposure and carriers are now more careful about ensuring companies have existing cyber insurance in place at an adequate limit.[15:28] Reps are no longer purely seller friendly provisions: Matt explains that claim activity for carriers around contract reps have caused them to re-look at how reps are written so they are no longer as seller-friendly as they were a year ago.[17:44] Start early on challenging deals: Matt says that if you have a potentially challenging deal, including those in the $50-75 million range it’s important to line up RWI well in advance of your signing date and to make sure you have a well connected broker.[20:39] Human capital constraints aren’t going away: While the capacity constraints Matt referenced earlier in the episode will be lifted in January 2022, the human capital issue and need for more experienced professionals working on these deals will continue to be a concern.[24:24] Consult with an attorney on closing fees: Jeff notes that there are many different ways to structure closing fees and each comes with a different risk so you need to review what works best for you and your comfort level before making a decision.[25:34] Closing cost calculus: Jeff says that the majority of closing fees are calculated based on the aggregate enterprise value of the deal, if the deal is valued at 50 million, then that is what the calculation is based on.[27:17] Closing fees: Greg shares that according to their survey results, in the majority of deals, there are no fees paid to the equity capital partner. Sometimes, PE firms are an exception.ContactConnect with us on Facebook, Twitter, Instagram, YouTube.This podcast was recorded and is being made available by McGuireWoods for informational purposes only. By accessing this podcast, you acknowledge that McGuireWoods makes no warranty, guarantee, or representation as to the accuracy or sufficiency of the information featured in the podcast. The views, information, or opinions expressed during this podcast series are solely those of the individuals involved and do not necessarily reflect those of McGuireWoods. This podcast should not be used as a substitute for competent legal advice from a licensed professional attorney in your state and should not be construed as an offer to make or consider any investment or course of action.