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How does Eli Richardson's past work with the federal government inform his client interactions? Find out more>

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In June 2016, AmSurg Corp. and Envision Healthcare Holdings, Inc. (Envision) announced they have signed a definitive merger agreement pursuant to which the companies will combine in an all-stock transaction. Upon completion of the merger, which is expected to be tax-free to the shareholders of both organizations, the combined company will be named Envision Healthcare Corporation and co-headquartered in Nashville, Tennessee and Greenwood Village, Colorado. The company's common stock is expected to trade on the New York Stock Exchange under the ticker symbol: EVHC. Bass, Berry & Sims served as lead counsel on the transaction, led by Jim Jenkins. Read more.

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Inside the FCA blogInside the FCA blog features ongoing updates related to the False Claims Act (FCA), including insight on the latest legal decisions, regulatory developments and FCA settlements. The blog provides timely updates for corporate boards, directors, compliance managers, general counsel and other parties interested in the organizational impact and legal developments stemming from issues potentially giving rise to FCA liability.

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Government Contractor Mergers & Acquisitions

Our Government Contracts Transactions Practice Group provides clients with advice across the entire range of the firm's practice areas in guiding government contractors through complex corporate transactions, including mergers, acquisitions, dispositions, recapitalizations, reorganizations, joint ventures and other.

We seamlessly blend government contracts knowledge with practical business sense to help get the deal done. Our team is intimately familiar with the full spectrum of government contractor transactional issues, ranging from novation and name change requirements; small business size and affiliation standards; foreign ownership control or influence (FOCI); performance issues; pending claims, investigations, audits and disclosures; cost accounting implications; intellectual property and technical data rights and ownership; organizational conflicts of interest; facility and personnel security clearances; export controls; and ethics and compliance concerns.

Our specific capabilities include:

  • Industry-Specific Due Diligence — identifying and analyzing risks associated with specific government contract types, compliance obligations and other matters that could impact the proposed transaction (including pre-sale, self-due diligence).
  • Structuring Transactions — analyzing regulatory, accounting and tax implications of alternative transaction structures (e.g., stock, asset, merger, conversion, etc.), as well as addressing issues related to the disposition of business lines, divisions and subsidiaries.
  • Negotiating Transaction Documents — negotiating provisions unique to government contractor acquisitions, indemnification obligations and drafting deal-specific ancillary agreements (e.g., novation package, subcontract pending novation, etc.).
  • Coordination with Regulatory Agencies — assisting in drafting required notices and filings with the Defense Security Service (DSS), Committee on Foreign Investment in the United States (CFIUS), Department of State Directorate of Defense Trade Controls (DDTC) and Defense Contract Management Agency (DCMA).
  • Post-Closing Integration — working with clients on post-closing obligations and rights, including required contract and small business re-representation notices, as well as remediating identified risks discovered as part of due diligence.

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