AMENDMENT TO ACQUISITION AGREEMENT AND PLAN OF MERGERAcquisition Agreement • August 27th, 1997 • Lunn Industries Inc /De/ • Metal forgings & stampings • Delaware
Exhibit 8.1 August 27, 1997 TPG HOLDINGS, INC. 3353 Peachtree Road Suite 920 Atlanta, Georgia 30326 RE: ACQUISITION AGREEMENT AND PLAN OF MERGER WITH LUNN INDUSTRIES, INC., AMENDED --------------------------------------------- Gentlemen: We have acted...Acquisition Agreement and Plan of Merger • August 27th, 1997 • Lunn Industries Inc /De/ • Metal forgings & stampings
We have acted as counsel to TPG Holdings, Inc., a Delaware corporation ("TPG"), in connection with (i) the Registration Statement on Form S-4 of Lunn Industries, Inc., a Delaware corporation ("Lunn"), to which this opinion letter is filed as an exhibit (the "Registration Statement"), which includes a Proxy Statement/Prospectus of TPG and Lunn ("Proxy Statement/Prospectus"), and (ii) the execution and delivery of the Acquisition Agreement and Plan of Merger (the "Agreement"), dated as of June 6, 1997, as amended by amendment dated as of August 22, 1997 between TPG and Lunn (the "Agreement"). The Agreement provides for the merger of TPG with and into Lunn (the "Merger"), with TPG surviving. Unless otherwise defined herein or the context hereof otherwise requires, each term used herein with its initial letter capitalized has the meaning ascribed to such term in the Agreement.
