Related Practices

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Covington frequently represents buyers, sellers, and investors in transactions involving government contractors and subcontractors. We form interdisciplinary teams involving our corporate, antitrust, and regulatory lawyers to address the specialized due diligence, regulatory approval and other issues that arise with the purchase or sale of government contractors. Purchases of U.S. businesses by foreign entities raise special problems and we work with our International & Trade group on CFIUS and trade controls issues that often have a government contracts dimension, as well as contract novation or security clearance issues that may be presented. Purchases of government contractors in the health services, information technology and financial services industries are likely to present privacy issues that implicate the expertise of our Privacy & Data Security group.
Our team of government contracts lawyers conducts regulatory due diligence, advises senior management and potential investors on regulatory risks associated with the proposed transactions, and facilitates cooperative solutions to protect our clients’ interests.
We also help clients negotiate joint ventures, teaming agreements, subcontract agreements, and cooperative research and development agreements ("CRADAs"), as well as other specialized agreements. We advise prime contractors and subcontractors about the applicability and impact of FAR clauses in their contracts.
Representative Matters
- Evaluation of intellectual property issues in public/private technology transfer consortium with U.S. Army ARDEC in connection with private equity investment.
- Handle all aspects of client’s acquisition of a military health-care systems contractor, including extensive due diligence concerning security clearance and privacy issues.
- Handled all aspects of private equity client’s acquisition of a leading information technology services provider to U.S. government civilian, national security, and intelligence agencies, and the company’s subsequent acquisition of complementary businesses in the government contracting space.
- Regulatory due diligence review in connection with private equity client’s acquisition of an overseas operations and contingency contractor to DoD and the Department of State, including a review of the contractor’s pipeline of business, an assessment of outstanding claims and disputes, and a review of the contractor’s compliance system.
- Prepare library of teaming agreements for client engaged in teaming with non-profit, for-profit and university sectors for USAID contracts.
- For client selecting a location for large biotech manufacturing facility, Covington handled negotiation and documentation of incentive and support agreements with state governments, including review needed to make state agreements consistent with obligations under federal research and development contract.
- Advice to client on government contracts and antitrust issues presented by possible sale to competitor.
- Regulatory due diligence review in connection with proposed purchase of U.S. systems contractor by foreign purchaser, including assessment of government contracts portfolio in connection with CFIUS issues.
- Advice to prospective buyer of a government contractor on organizational conflict of interest considerations underlying the proposed acquisition
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