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 strategic transactions.
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.
Experience
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Representation of Serco Inc., a provider of professional, technology, and management services, in its definitive agreement to acquire Whitney, Bradley & Brown, Inc., a leading provider of advisory, engineering and technical services to the US Military, for $295 million from an affiliate of H.I.G. Capital.
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Representation of Gen Cap America, Inc. in the acquisition of Eastern Business Forms, Inc., a designer and manufacturer of diagnostic sample collection devices for governments and private companies around the globe
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Representation of Gen Cap America, Inc. in the sale of its portfolio company, Aero Systems Engineering, a provider of design and build test and wind tunnel facility solutions as well as lab testing services for jet engines and airframes
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Representation of the Middle Tennessee Electric Membership Corporation (MTE), the largest electric co-op in the Tennessee Valley Authority (TVA) region and among the five largest in the United States, in its acquisition of Murfreesboro Electric Department for $245 million
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Represented Serco Inc. in its definitive Asset Purchase Agreement to acquire Alion Science & Technology Corporation’s Naval Systems Business Unit, including its Canadian business and a small number of related contract operations, for $225 million. The acquisition, subject to regulatory approvals, is expected to close in the second half of 2019. Serco Inc., a provider of professional, technology, and management services, will strengthen its presence in naval support with this acquisition, and will become a stronger integrated maritime solutions provider for the U.S Navy and other customers.
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Represented Engility Holdings in its merger with Science Applications International Corp. in which SAIC acquired Engility in an all-stock transaction valued at $2.5 billion
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Alpha-Omega Change Engineering Sold to CAE USA
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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 Enlighten IT Consulting in its acquisition by MacAulay-Brown, Inc.
Professionals
Notice
Visiting, or interacting with, this website does not constitute an attorney-client relationship. Although we are always interested in hearing from visitors to our website, we cannot accept representation on a new matter from either existing clients or new clients until we know that we do not have a conflict of interest that would prevent us from doing so. Therefore, please do not send us any information about any new matter that may involve a potential legal representation until we have confirmed that a conflict of interest does not exist and we have expressly agreed in writing to the representation. Until there is such an agreement, we will not be deemed to have given you any advice, any information you send may not be deemed privileged and confidential, and we may be able to represent adverse parties.
Notice
Visiting, or interacting with, this website does not constitute an attorney-client relationship. Although we are always interested in hearing from visitors to our website, we cannot accept representation on a new matter from either existing clients or new clients until we know that we do not have a conflict of interest that would prevent us from doing so. Therefore, please do not send us any information about any new matter that may involve a potential legal representation until we have confirmed that a conflict of interest does not exist and we have expressly agreed in writing to the representation. Until there is such an agreement, we will not be deemed to have given you any advice, any information you send may not be deemed privileged and confidential, and we may be able to represent adverse parties.
Notice
Visiting, or interacting with, this website does not constitute an attorney-client relationship. Although we are always interested in hearing from visitors to our website, we cannot accept representation on a new matter from either existing clients or new clients until we know that we do not have a conflict of interest that would prevent us from doing so. Therefore, please do not send us any information about any new matter that may involve a potential legal representation until we have confirmed that a conflict of interest does not exist and we have expressly agreed in writing to the representation. Until there is such an agreement, we will not be deemed to have given you any advice, any information you send may not be deemed privileged and confidential, and we may be able to represent adverse parties.
Notice
Visiting, or interacting with, this website does not constitute an attorney-client relationship. Although we are always interested in hearing from visitors to our website, we cannot accept representation on a new matter from either existing clients or new clients until we know that we do not have a conflict of interest that would prevent us from doing so. Therefore, please do not send us any information about any new matter that may involve a potential legal representation until we have confirmed that a conflict of interest does not exist and we have expressly agreed in writing to the representation. Until there is such an agreement, we will not be deemed to have given you any advice, any information you send may not be deemed privileged and confidential, and we may be able to represent adverse parties.
Notice
Visiting, or interacting with, this website does not constitute an attorney-client relationship. Although we are always interested in hearing from visitors to our website, we cannot accept representation on a new matter from either existing clients or new clients until we know that we do not have a conflict of interest that would prevent us from doing so. Therefore, please do not send us any information about any new matter that may involve a potential legal representation until we have confirmed that a conflict of interest does not exist and we have expressly agreed in writing to the representation. Until there is such an agreement, we will not be deemed to have given you any advice, any information you send may not be deemed privileged and confidential, and we may be able to represent adverse parties.
Notice
Visiting, or interacting with, this website does not constitute an attorney-client relationship. Although we are always interested in hearing from visitors to our website, we cannot accept representation on a new matter from either existing clients or new clients until we know that we do not have a conflict of interest that would prevent us from doing so. Therefore, please do not send us any information about any new matter that may involve a potential legal representation until we have confirmed that a conflict of interest does not exist and we have expressly agreed in writing to the representation. Until there is such an agreement, we will not be deemed to have given you any advice, any information you send may not be deemed privileged and confidential, and we may be able to represent adverse parties.
Notice
Visiting, or interacting with, this website does not constitute an attorney-client relationship. Although we are always interested in hearing from visitors to our website, we cannot accept representation on a new matter from either existing clients or new clients until we know that we do not have a conflict of interest that would prevent us from doing so. Therefore, please do not send us any information about any new matter that may involve a potential legal representation until we have confirmed that a conflict of interest does not exist and we have expressly agreed in writing to the representation. Until there is such an agreement, we will not be deemed to have given you any advice, any information you send may not be deemed privileged and confidential, and we may be able to represent adverse parties.
Notice
Visiting, or interacting with, this website does not constitute an attorney-client relationship. Although we are always interested in hearing from visitors to our website, we cannot accept representation on a new matter from either existing clients or new clients until we know that we do not have a conflict of interest that would prevent us from doing so. Therefore, please do not send us any information about any new matter that may involve a potential legal representation until we have confirmed that a conflict of interest does not exist and we have expressly agreed in writing to the representation. Until there is such an agreement, we will not be deemed to have given you any advice, any information you send may not be deemed privileged and confidential, and we may be able to represent adverse parties.
Notice
Visiting, or interacting with, this website does not constitute an attorney-client relationship. Although we are always interested in hearing from visitors to our website, we cannot accept representation on a new matter from either existing clients or new clients until we know that we do not have a conflict of interest that would prevent us from doing so. Therefore, please do not send us any information about any new matter that may involve a potential legal representation until we have confirmed that a conflict of interest does not exist and we have expressly agreed in writing to the representation. Until there is such an agreement, we will not be deemed to have given you any advice, any information you send may not be deemed privileged and confidential, and we may be able to represent adverse parties.
Notice
Visiting, or interacting with, this website does not constitute an attorney-client relationship. Although we are always interested in hearing from visitors to our website, we cannot accept representation on a new matter from either existing clients or new clients until we know that we do not have a conflict of interest that would prevent us from doing so. Therefore, please do not send us any information about any new matter that may involve a potential legal representation until we have confirmed that a conflict of interest does not exist and we have expressly agreed in writing to the representation. Until there is such an agreement, we will not be deemed to have given you any advice, any information you send may not be deemed privileged and confidential, and we may be able to represent adverse parties.
