Todd R. Overman
Todd Overman joined Bass, Berry & Sims’ Washington, D.C. office in February 2014, and is chair of the firm’s Government Contracts Practice Group. Todd has more than a decade of experience advising companies on the unique aspects of doing business with the federal government. Since 2010, he has been involved in more than 45 transactions involving the purchase or sale of a government contractor. Todd has particular experience in structuring transactions and corporate reorganizations to ensure compliance with the Anti-Assignment Act, as well as navigating the rules impacting the acquisition of small businesses. He also has significant experience in advising on issues that may arise during the sale of government contractors to foreign-owned businesses, including national security reviews under Exon-Florio by the Committee on Foreign Investment in the United States (CFIUS) and foreign ownership, control or influence (FOCI) mitigation by the Defense Security Service.
Memberships
American Bar Association — Section of Public Contract Law, Commercial Products & Services Committee, Vice-Chair; Mergers & Acquisitions Committee, Vice-Chair; and Small Business & Other Socioeconomic Programs Committee, Co-Chair (2010-15)
Vanderbilt Law School — Board of Advisors, Member Emeritus
Mclean Little League — Board Member
Representative Experience
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Engility Holdings to Merge with SAIC for $2.5 Billion
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Represented 77 Construction, along with the Navy, in a bid protest involving water repair systems
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Represented Serco Inc. in its acquisition of BTP Systems, LLC
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Advised on government contract aspects of transactions involving the acquisition of assets related to medical countermeasures used by the U.S. government
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Represented a service-disabled veteran-owned small business in a successful bid protest that required multiple filings at both the Government Accountability Office (GAO) and the Court of Federal Claims (CFC) that ultimately led to the company receiving an award of a BPA from the agency
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Represented Enlighten IT Consulting in its acquisition by MacAulay-Brown, Inc.
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Represented Engility in its sale of IRG (International Resources Group Ltd.) to RTI (Research Triangle Institute)
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Represented Turtle Reef Holdings, LLC, a service-disabled veteran-owned small business, in a protest challenging an award for Business Intelligence Solution services made by the Department of Veterans affairs
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Successfully represented Arkel International, LLC, a Louisiana-based company that works primarily on contracts performing overseas, in a GAO protest that resulted in the Department of State taking corrective action and making additional awards to Arkel and one other offeror
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Represented Summit2Sea Consulting, an inventor specializing in computer software development, as an intervenor in a GAO protest
Additional Experience
Previous Experience:
- Advised a government services subsidiary of a NYSE-listed company in its acquisition of a provider of advanced information solutions and services to U.S. defense and federal health clients.
- Advised a U.K. engineering support services company in the sale of its U.S. defense business to a private investment fund for $99 million.
- Represented a NYSE-listed global information technology (IT) consulting, services and outsourcing company in the disposition of its Federal division to a government IT services provider, which included managing multiple post-closing novation and assignment issues.
- Successfully challenged several actions of the Defense Logistics Agency that, if left unchecked, would have allowed a key competitor to replace a small business client as the Defense Department’s primary supplier of a particular item. After the agency awarded the contract to a direct competitor, we protested at the Government Accountability Office on the basis that the competitor was unqualified and that the agency overlooked its prior performance issues. After quashing the agency’s efforts to dismiss the protest, the agency decided to take corrective action, terminating the award to the competitor and eventually cancelling the procurement, resulting in the small business contractor’s retention of its position as the agency’s primary supplier of the item at issue.
- Successfully protested the Navy’s award of a $100 million task order for IT support services. Based on inconsistencies gleaned from the company’s debriefing, we filed a protest at the Government Accountability Office challenging the contract award. After defeating the Navy’s motion to dismiss, we identified additional defects in the procurement and ultimately forced the agency to take corrective action and give the company another opportunity to secure the contract.
Publications
Upcoming Events
Past Events
Media Mentions & Firm News
Additional News & Insights
Recent Presentations:
- Presenter, “SBA Final Rule Changes that Small Research and Technology Businesses Need to Know,” ABA Webinar (July 18, 2013)
- Moderator, “The Future of Small Business Programs,” ABA Section of Public Contract Law, 19th Annual Federal Procurement Institute (March 15, 2013)
- Presenter, “Implementing the Most Contentious Mandatory Flowdown Provisions: From Data Rights to Defective Pricing,” American Conference Institute’s Industry Forum on Government Subcontracting Management, Compliance and Enforcement (October 1, 2012)
Accolades
The Legal 500 United States 2016 — M&A/Corporate and Commercial for M&A: Middle-Market (sub-$500m)
Washington, D.C. Super Lawyers (2017-2018), “Rising Star” (2013-2015)
Vanderbilt Law Review — Managing Editor
Education
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Vanderbilt Law School - J.D., 2002
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Duke University - A.B., 1997
Admissions
- District of Columbia, 2004
- Kansas, 2003
- Virginia, 2002
- U.S. Court of Federal Claims
- U.S. District Court, District of Columbia
- U.S. District Court, Eastern District of Virginia
- U.S. District Court, Western District of Virginia