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Todd Overman

Todd Overman is the chair of the firm’s Government Contracts practice and Managing Partner of the Washington, D.C. office.  He has over twenty years of experience advising companies on the unique aspects of doing business with the federal government. Over the last decade, he has advised on more than 50 transactions involving the purchase or sale of a government contractor.

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

A recent dispute between a government contractor and the Army in the Court of Federal Claims has raised the issue of whether procedures for validating restrictions on technical data apply to military contractors’ vendor lists. In Raytheon Co. v. United States, Raytheon had a contract with the Army to provide engineering support for the Patriot weapon system. The contract required Raytheon to supply the Army with vendor lists. The company, however, attached legends to those lists which purported to limit the Army’s ability to disclose the lists’ contents. The Army objected to these markings, and a contracting officer eventually ordered Raytheon to replace the offending legends with a standardized legend granting the Army “government purpose rights,” in their vendor lists.
Continue Reading Are Vendor Lists Technically Technical Data?

The GovCon 2020 Small Business Summit will take place in less than two months in Tampa. Todd Overman will be a panelist with industry representatives discussing the importance of the Contractor Performance Assessment Reporting System (CPARS) for growing companies, and Richard Arnholt will moderate a panel with several mid-tier firm representatives on the use joint…

I will present at Tennessee PTAC’s SBIR/STTR Technology & Commercialization Forum: DOE/DOD Research Update which takes place at the Oak Ridge Associated Universities Pollard Technology Conference Center on February 18, 2020.

Attendees will hear directly from Department of Energy (DOE) and Department of Defense (DOD) program experts about funding opportunities for innovation and how to…

On November 8, 2019, the Small Business Administration (SBA) released an expansive proposed rule to merge its two mentor-protégé programs, while also modifying a number of rules applicable to participants in the program. Under the proposed rule, the SBA will combine its 8(a) Mentor-Protégé Program into its All Small Mentor-Protégé Program (ASMPP).

The 8(a) program is about two decades old and is reserved for 8(a) firms, while the ASMPP was created in 2016 and is open to any small business. According to the SBA, the benefits to participants in both of the programs are identical and the merging of the two programs is being done to “eliminate confusion regarding perceived differences between the two programs, remove unnecessary duplication of functions within SBA, and establish one, unified staff to better coordinate and process mentor-protégé applications.” Below is a summary of the material proposed changes and new recertification rule that could have a big impact on who qualifies for set-asides under unrestricted multiple award contracts.Continue Reading Merging Mentoring Programs: SBA’s Proposed Rule to Simplify its Mentor-Protégé Programs

In line with recent actions taken across the government to enhance the resilience of the nation’s cybersecurity apparatus, the Cybersecurity Infrastructure Security Agency (CISA) recently released a set of best practices for small businesses.  These Cyber Essentials, according to CISA, are intended as a starting point to nurture a “culture of security, and specific actions for leaders and their IT professionals to put that culture into actions.”

The Cyber Essentials provide guidance for both organization leaders and IT professionals across six elements:

  • Yourself
  • Your Staff
  • Your Systems
  • Your Surroundings
  • Your Data
  • Your Actions under Stress.

Continue Reading Covering the Basics: CISA Announces Cybersecurity Essentials for Small Businesses

On October 31, 2019, President Trump signed Executive Order (EO) 13897 – “Improving Federal Contractor Operations by Revoking Executive Order 13495.” Taking effect immediately, EO 13897 revokes EO 13495 previously issued by the Obama administration in January 2009. EO 13495, titled “Nondisplacement of Qualified Workers Under Service Contracts,” required successor contractors to an expired service contract to offer a right of first refusal of employment to those “qualified” employees from the predecessor contract if the follow-on contract is awarded for the same service, at the same location.
Continue Reading Trump Revokes “Right of First Refusal” for Employees on Predecessor Contracts

As the Department of Defense (DoD) pushes to overhaul cybersecurity requirements with a new Cybersecurity Maturity Model Certification (CMMC) program to be implemented in the fall of 2020, I recently provided insights for an article in Law360 that highlighted some potential challenges the quick rollout and still-unanswered questions could present. Contractors generally welcome the unified and modernized approach to cybersecurity, but because there are many questions left unanswered since the initial drafts released in May and in September, there are concerns among some that the perceived rush is creating undue stress and confusion.

As a result, the September draft of the CMMC program received a large volume of public comments, which Todd noted was unusual given the limited time available for comment. For solutions the DOD could address in the final rule, I suggested the Department ensure minimum cybersecurity levels are included in contracts as pass-fail threshold requirements, rather than as subjective assessments that potentially open up new grounds for bid protests.Continue Reading Insight on DoD’s Cybersecurity Plan

From the Bass, Berry & Sims Blog Network
From the Bass, Berry & Sims Blog Network

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