Merges and Acquisitions/Government Contracting Due Diligence

Mergers and acquisitions of companies holding government contracts or subcontracts present unique challenges that do not arise in conventional commercial transactions. We help clients meet these challenges by combining our extensive experience in government contracting law with our in-depth understanding of corporate law and experience in foreign and domestic transactions. To help clients derive maximum value from these transactions, we can:

• Conduct government contracting due diligence

   

  As an illustration, we helped a management team backed by a large investment bank acquire a defense contractor, as the first step in multi-target acquisition plan, by conducting in-depth due diligence on the target company and the performance of their government contracts.

  • This helps identify and resolve as early as possible the government-contract related issues that may not be evident to conventional business attorneys.
  • Our due diligence typically includes identifying and explaining:
    • key government contracts, contract vehicles and contract values
    • regulatory eligibility and performance issues
    • intellectual property and government data rights issues
    • anti-assignment, notification, and contract novation issues
    • regulatory compliance and other issues
    • export controls, national security, and foreign owned, controlled and influenced (FOCI) issues
• Negotiate favorable terms with other parties
• Draft transaction documents to comply with applicable government law and regulations
• Ensure, to the fullest extent permitted by law, that government contracts and their benefits are available to the acquiring party following the transaction.