Todd Overman

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For over a year, we have been discussing the Department of Defense’s (DoD) eventual implementation of a Cybersecurity Maturity Model Certification (CMMC) program for Defense contractors, most recently during a webinar in September 2020 entitled CMMC is (Almost) Here! Latest Developments and Best Practices for Government Contractors.

The CMMC framework is part of DoD’s efforts to enhance the protection of controlled unclassified information (CUI) within the federal supply chain. On September 29, the Pentagon released an interim rule under the Defense Federal Acquisition Regulation Supplement (DFARS) providing details on the implementation timeline of CMMC and the requirements defense contractors will have to adhere to starting November 30, 2020.

CMMC Five-Year Rollout

The interim rule specifies that the CMMC program will be introduced in a five-year phased rollout that will be complete by September 30, 2025. After that date, all defense contractors will be required to reach some level of CMMC certification if they are to receive future DoD contracts and subcontracts, except for DoD acquisitions solely for commercially available off-the-shelf (COTS) items. During the rollout, the Under Secretary of Defense for Acquisition and Sustainment (USD (A&S)) will determine and communicate to Contracting Officers which contracts will require contractors to undergo a full third-party CMMC assessment.

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Continue Reading It’s Here! DoD Issues Interim Rule Launching Two Cyber Assessment Programs

We will present a training webinar titled, “GSA Schedules – Status of Modernization & Simplification Efforts” for the Maryland Procurement Technical Assistance Center (Maryland PTAC). The interactive seminar will provide insight into GSA Schedule contracts. Through GSA Schedule contracts, also known as Federal Supply Schedules, the GSA makes available to federal, state, and local government…

On January 30, the Department of Defense (DoD) released the Cybersecurity Maturity Model Certification (CMMC) outlining cybersecurity requirements that DoD contractors and subcontractors must meet to certify they adequately satisfy the DoD standards. These new requirements may go into effect for certain procurements as soon as the end of September 2020.

In this 60-minute webinar,…

We recently wrote about the impacts of mergers and acquisitions (M&A) on pending bids in Bloomberg Law and our GovCon & Trade Blog. A key point discussed in both articles is that a bidding company’s buyer may not have standing to protest if the buyer is not the complete successor-in-interest to the bidding company. The U.S. Court of Federal Claims recently affirmed this principle in a decision it handed down in the case of Centerline Logistics Corp. v. United States issued in May 2020.

The case involved Centerline’s protest of the U.S. Shipping Command’s determination that Centerline’s proposal to transport bulk fuel was “unacceptable.” Prior to the determination, the agency inquired as to whether Centerline was the complete successor-in-interest to Harley Marine Services (Harley Marine), the company that originally submitted the proposal to the agency, to which Centerline chose not to respond. Despite Centerline’s assertion to the court that it was the same legal entity as Harley Marine, the court found that Centerline was incorporated in Delaware, while Harley Marine was incorporated in Washington state, and that Mr. Harley, Harley Marine’s namesake, did not have an equity stake in Centerline. Further, the court could not ascertain whether Harley Marine retained some of its assets or if Centerline had sufficient assets to perform the contract. For these reasons, the court held that Centerline was not the complete successor-in-interest to Harley Marine and, thus, lacked standing to protest the agency’s determination.

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Continue Reading Recent Decision Impacts Complete Successor-In-Interest Claims

On Wednesday, June 24, Bass, Berry & Sims continued its COVID-19 M&A Environment: Dealmaker Perspectives Webinar series with leading professionals in the government contracts services industry. The panelists included Bass, Berry & Sims members Jason Northcutt and Todd Overman, who were joined by Craig Reed, Chief Growth Officer and Senior Vice President at Serco; Kate Troendle, Director at KippsDeSanto & Company; and Eric Wolking, Operating Partner at Bluestone Investment Partners. A recording of the webinar can be found here.

The panelists’ discussion focused on market considerations for deal professionals in the new and evolving era of COVID-19. Some of the key takeaways from this installment are listed below.

  • Market Improvement Observations. As with other sectors, the government contracts services industry experienced a slowdown in deal flow as participants assessed the uncertainty surrounding the pandemic and endured the chilling effects of the implementation of quarantine procedures. However, the government contracts services industry was impacted less severely than other industries as smaller, quality transactions continued to close over the past few months. Notably, the indexed share price performance for government services continued to trade above the S&P 500 and recently rebounded to near-record highs achieved in February.…
    Continue Reading Key Takeaways from the COVID-19 M&A Environment: Government Contracts Dealmaker Perspectives Webinar

This Friday, June 12, I will be participating in a Solvability Freedom Friday webinar discussing legal developments for government contractors during COVID-19.

Discussion topics will include the following:

  • PPP oversight and enforcement.
  • CBCA decisions on compensating contractors during a pandemic.
  • CMMC delays.
  • New WOSB certification program.

Details follow for this complimentary session:

Time: June 12…

The Small Business Administration (SBA) has released the first major guidance regarding the forgiveness of loans made under the Paycheck Protection Program (PPP) by publishing the form of the PPP loan forgiveness application. The forgiveness application, which was posted to the U.S. Treasury’s website on May 15, provides some long-awaited and much needed clarity…

We recently wrote an article in Bloomberg Law discussing the impact mergers, acquisitions, spin-offs, and restructuring transactions can have on pending bids for government contracts. The article overviews recent bid protest decisions and provides practical guidance on diligence, deal timing and communications with government customers regarding transactions.

The effect of transactions on pending government contract bids is largely governed by the Anti-Assignment Act, which generally prohibits the transfer of a government contract to another party without a government waiver or post-closing novation. “However, transfers ‘incident to the sale of an entire business or sale of an entire portion of a business,’ i.e., transfers occurring ‘by operation of law’ are excepted from the statute,” we clarified in the article.

When evaluating whether a transaction will materially affect a bidder’s ability to perform the contract, we recommend that parties to the transaction consider the following:

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Continue Reading How Transactions Involving Government Contractors Can Impact Pending Bids

The federal government has taken and will continue to take a host of actions to deal with the COVID-19 crisis.  Our Government Contracts Practice Group at Bass, Berry & Sims is carefully monitoring these developments and will keep you updated through our blog and through our Firm’s COVID-19 Response website page.

While the health of our citizens is, as it must be, the primary focus of the response, Congress and the Executive Branch are scrambling to ensure that companies have sufficient liquidity to continue operations, and continue employing people, notwithstanding the global economic shutdown that could run for months.  Given that the federal procurement budget is in the hundreds of billions of dollars and government contracting involves hundreds of thousands of workers nationwide, our government procurement workers play an important role in facing this crisis.

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Continue Reading Increased Progress Payments: DoD Adjusts Procurement Rules to Increase Liquidity

The Department of Veteran Affairs (VA) manages nine healthcare related ‘schedules,’ groups of umbrella contracts used to order medical supplies and services, under the Federal Supply Schedules (FSS) program. These schedules allow VA medical centers to more easily obtain goods and services to support veterans.

The VA requested the Government Accountability Office (GAO) to produce a report focusing on the following:

  • Program challenges.
  • The timeliness of contract awards.
  • The extent to which the schedules and the Medical Surgical Prime Vendor-Next Generation (MSPV-NG) program provide overlapping or duplicative offerings.

In addition to analyzing the requested issues, the report also contains a series of corrective recommendations to which the VA has largely agreed.

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Continue Reading GAO Recommends Steps to Ensure VA FSS Program Remains Useful