Matt McGee



Education and Clerkships

J.D., Duke University School of Law, 2010, magna cum laude, Order of the Coif, Editorial Board, Duke Law Journal

LL.M., International and Comparative Law, Duke University School of Law, 2010, Study Abroad, University of Geneva, Duke-Geneva Institute in Transnational Law

Master of Sacred Theology, Dallas Theological Seminary, 2004, cum laude

Master of Divinity with Biblical Languages, Southeastern Baptist Theological Seminary, 2001

B.S.B.A., Accountancy and Finance, Auburn University, 1999, magna cum laude; Phi Kappa Phi

  • Judicial Extern to the Honorable Paul J. Kelly, Jr., United States Court of Appeals for the Tenth Circuit, Summer 2008


Texas, 2010

Court Admissions

U.S. Court of Appeals for the Fifth Circuit

U.S. District Court for the Northern District of Texas, 2010

U.S. District Court for the Western District of Texas


Matt McGee represents companies, directors, and officers in complex business litigation, class action defense, shareholder derivative suits, securities fraud class actions, and M&A litigation. He is a zealous advocate for his clients and has proven to be a trusted advisor at the highest levels of companies and organizations.

Matt has consistently secured favorable results for his clients, including victory on behalf of alleged controlling majority shareholders in the United States Court of Appeals for the Fifth Circuit.

Professional and Community Activities

  • Dallas Bar Association
  • Deacon and Personnel Committee member at Highland Baptist Church

Selected Client Representations

  • Won dismissal with prejudice in District Court and affirmance by Fifth Circuit on alleged improper equity dilution and minority shareholder oppression claims under Delaware law, arising from the sale of Ascension Orthopedics to Integra Life Sciences, representing alleged controlling majority shareholders. Joe W. and Dorothy Dorsett Brown Foundation v. Frazier Healthcare V, L.P., 2012 WL 3834029 (W.D. Tex., Aug. 27, 2012), aff’d, No. 12-51012 (5th Cir. Aug. 12, 2013).
  • Defeated class certification for the National Football League in lawsuit alleging claims of breach of contract and fraud against the NFL and the Dallas Cowboys for allegedly not providing prescribed seats to ticketholders at the Super Bowl XLV game.
  • Represented Lextron, Inc. in connection with the successful acquisition of Animal Health International, Inc., and five shareholder class actions filed in Delaware and Texas state courts, alleging breaches of fiduciary duties by the target’s directors, and purported aiding and abetting by the acquiror.
  • Represented Cerberus Capital Management and its affiliates in connection with the successful acquisition of Silverleaf, a Texas corporation, and related state court derivative litigation alleging breaches of fiduciary duties by the target’s directors, and purported aiding and abetting by the acquiror.
  • Defended publicly-traded natural gas and oil company in SEC investigation of reserve accounting and related public disclosures; Received termination letter indicating no action would be recommended by SEC staff.
  • Won summary dismissal with prejudice of False Claims Act suit against defense contractor client. (N.D. Tex. 2012).
  • Represented AT&T before the DOJ and FCC on antitrust matters related to proposed acquisition of T-Mobile USA, including pre-merger integration counseling and planning.


NFL Super Bowl Trial

Haynes and Boone Garners National Attention for "A Series of Touchdowns" Scored on Behalf of the NFL in Super Bowl Seating Trial

The verdict in the federal jury trial arising from the issues with the installation of temporary seating at Super Bowl XLV continues to garner national attention. As quoted in the New York Times, Haynes and Boone partner and lead trial attorney Thad Behrens noted that “the NFL has always accepted responsibility for the problems that were experienced by some of its fans at Super Bowl XLV and has attempted from the beginning to compensate them for their genuinely received losses and inconvenience." But on the most disputed issue in the trial—whether the League fraudulently induced two of the plaintiffs into purchasing seats with obstructed views for the game—the NFL prevailed decisively. NBC Sports hailed the verdict as “a big win for the league.” The Texas Lawbook called the verdict in the case the latest in “a series of touchdowns for the NFL’s lawyers, who all practice at Haynes and Boone.”

When the case was filed in February 2011, the plaintiffs designed it as a multi-million dollar class action on behalf of potentially hundreds of Super Bowl XLV ticketholders. The Haynes and Boone trial team began dismantling the opposition back in July 2012 when the Court dismissed nearly all of the tort claims in the case. That victory was followed by another in 2013, when the team secured the denial of class certification.

That led to Haynes and Boone’s successful defense of the League in the jury trial of the remaining eight Plaintiffs in the case. The Plaintiffs were seeking approximately $705,000 in actual and punitive damages. The Court granted a directed verdict in favor of the NFL on Plaintiffs’ punitive damages claims, and the jury ultimately awarded the Plaintiffs a total of only $75,850 – about $630,000 less than they were claiming. Of the victory, Thad Behrens said, “It has been a privilege and honor to represent the NFL in this case, and I couldn’t be more proud of the extraordinary team of Haynes and Boone lawyers and professionals who brought about this result for our client.”

The jury verdict in this case comes less than two months after Haynes and Boone obtained the dismissal of all claims brought against the NFL in connection with a class action brought in New Jersey arising from claims that the NFL’s distribution of tickets to Super Bowl XLVIII violated New Jersey’s Consumer Fraud Act.

Texas Lawbook (subscription required)

NBC Sports

New York Times (subscription required)

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