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in this issue
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Musings from the Federal M&A Front
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We look at the extraordinarily active performance of
federal mid-tier M&A acquirers…and the next
frontier in federal services consolidation. |
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A Challenge for Selling Small Businesses: the SBA's New Regulation
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Attorneys Pam Mazza and Tony Franco uncover hidden
effects in the fine print. |
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The Critical Process of Retention During an Acquisition: Know Who to Retain
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Julie Corbo tells us how to identify, keep and motivate
key personnel being acquired in a corporate
transaction. |
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The Federal Deal
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Infobase reviews the recently announced acquisition of
the Government Division of Impact Innovations by
DRC. |
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Contract Central
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Infobase highlights key recent contracts to small and
mid-tier federal contractors. |
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Deals of the Month
- Check out the latest sector deals. |
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Minuteman Ventures LLC News
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Minuteman Ventures LLC advises
company owners on the sale of their businesses, and assists
corporate and private equity buyers in strategic acquisitions.
Our team includes experienced entrepreneurs and business executives
who founded or operated companies and corporate divisions.
We specialize in the technology sector of the federal
government market. We pride
ourselves in being the investment bank for
entrepreneurial companies in the federal
sector. |
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| Musings from the Federal M&A Front
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by Paul Serotkin
Federal Mid-tier Companies Surge as
Strategic Buyers
The portion of the M&A market going to mid-tier
federal contractors (defined here as between $50 and
$500 million in revenue, public and private) increased
dramatically in 2004 v. 2003. Mid-tier firms completed
67% of the acquisitions in the federal sector through
July this year v. 45% last year.
Clearly, M&A is no longer the principal purview of
major federal contractors. What might be causing this
aggressive use of M&A by mid-tier firms?
High 'cultural' appeal of the Mid-tier.
Mid-sized firms still have that feel of entrepreneurship
so appealing to selling founders (whether or not they
remain post-deal), giving the acquired company
management ready access to the acquirer CEO and
senior execs. The acquirer CEO is likely to have
experienced many growth company situations and can
relate to the seller team.
The seller's owners and employees can retain
sense of criticality in the acquiring company, as their
revenue and profitability may be material to the buyer,
unlike that when being purchased by a $1 billion-plus
company.
Attractive Financing Environment.
Lenders are more educated these days on government
M&A and have become very comfortable with mid-tier
buyers who can readily afford to transact deals using
the low cost of debt capital. With commercial lenders
not as needed to fund working capital in this industry
as they once were (with profitability and cash flow
having improved for many firms), the bankers are
eager to finance M&A.
Exploiting this Law of Large Numbers.
As Tier 1 federal contractors firms grow larger, they
are less likely to find smaller, truly strategic M&A fits,
leaving more opportunity for the mid-tier companies.
Financial buyers like the sector. Private
equity funds gravitate to mid-tier firms as their
preferred sized platform in the federal sector, giving
$100 million companies or smaller the ability to
maintain ownership while accelerating the growth of
their firms.
The figures square with our market experience.
Often in the last year we have visited a company CEO
believing that a sell-side engagement to be in order
when the company announces it wishes to become a
buyer. That view has been told to us by companies as
small as $5 million!
This topic will be the subject of a panel at an
upcoming conference discussed by Minuteman
Ventures LLC President Paul Serotkin and Michael
Solley, President of NCI Information Systems, Reston,
Va. See www.nciinc.com. A long-
time executive in the federal sector, Solley previously
served as President of MTC Technologies and Nichols
Research. In a discussion titled 'Magic of the Mid-
Tier: M&A as a Growth Strategy for Mid-sized Federal
and Defense Technology Services Companies', the
two will speak Sept. 20 at the 6th Annual Defense
& Aerospace Investor & Corporate Development
Conference in Coronado, Cal. (For Serotkin's upcoming
presentation, click here.) The conference, from
Sept. 19–21, is being sponsored by the Strategic
Research Institute (www.srinstitute.com). For more
on the conference, see: the conference
website. (If registering, cite keycode
DEM004591.)
The Next Frontier in Defense and
Government Services Consolidation
For years the principal consolidation in the
government services sector has centered on the
information technology segment. Major IT contractors
have been built on the backs of acquisitions. A variety
of factors conspired to focus external growth on
contractors that help develop and manage weapon
systems and IT networks. While that sector figures to
undergo continued consolidation there is another
segment of the federal services world about to enter a
consolidation phase.
Windsor Group co-CEO John Allen (see www.windsorgroup.com) argues
forcefully in the summer 2004 issue of Linkage
that M&A will play a key role in another sector
— what he calls Government Services Providers
(GSPs). These firms provide operations and
maintenance services for facilities, vehicles, utilities
and housing as well as many other tasks associated
with infrastructure support.
Allen believes the consolidation play in the GSP
world will result from a) growth potential due to
retiring federal workers and the huge number of US
troops deployed worldwide, b) increased profit
potential from adoption by government of 'best value'
contracting principles, and c) the need to build critical
mass in the sector (replicating the dramatic ramp-up
over the past ten years in the major government IT
contractors).
He sees GPS buyers emanating from one of four
categories:
- Strategic buyers already in the sector
- New entrants to the government sector
- European buyers
- Private equity investors
He also gave a talk on the topic at the recent
national conference of the Contract Services
Association (CSA). That group represents many of the
types of companies portrayed in his analysis. For more
on CSA and Allen's remarks, contact www.csa-dc.org
.
Paul Serotkin is President of Minuteman Ventures
LLC, paulserotkin@
minutemanventures.com, 781-750-8065 or 703
-894-1270.
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| A Challenge for Selling Small Businesses: the SBA's New Regulation
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by Pamela J. Mazza and Antonio R. Franco
Owners of small businesses performing
government contracts should be aware of a new
regulation that may impact their ability to sell their
companies. Generally, successful small businesses in
the government contracting arena have a backlog
consisting of contracts awarded as small business set
asides. The SBA's new regulation may have a
significantly adverse impact on the ability of these
companies to sell these contracts or the company
itself.
New Rule
Specifically, the SBA has amended 13 C.F.R.
§ 121.404 by, among other things, adding a
subsection which provides that when a novation or
change-of-name agreement has been executed
pursuant to FAR subpart 42.12, the new entity must
submit a written self-certification that it is small so
that the procuring agency may take the appropriate
small business credit (see 13 C.F.R. §
121.404(i)). Under this new size regulation, if a small
business is sold after June 21, 2004, and a novation is
required, the buyer must submit certification of small
business size status along with the novation
documentation. The new regulations do not require
that the transferred contracts be terminated if the
buyer is unable to certify as a small business. Rather,
in that event, the procuring agency would no longer be
able to count the contract towards its small business
goals.
Adverse Effects
This rule may have a serious adverse impact on
small companies performing contracts with small
business eligibility requirements that are
contemplating selling their businesses, and especially
on transactions that are already in progress. The prior
SBA regulations provided that a small business's size
was determined at the time it submitted its final
proposal, including price, for a small business set
aside contract. If the assets of a small business,
including its government contracts, were purchased by
a large business, the new company performing the
contracts was still considered small until completion of
the contracts, including any options. This was an
extremely marketable selling point for owners of small
businesses.
However, the revised regulations cause the buyer
(or the new combined entity) to have to re-certify as
small at the time the novation documentation is
submitted to the procuring agency, which could be
several years after the small business set aside
contract was awarded and after the seller company is
no longer considered small. Further, the new entity
would have to determine its size based upon the joint
employees or revenues of the new combined company.
A procuring agency, anxious to meet its small business
goals, may be reluctant to exercise options under
pending small business set aside contracts once it is
apprised that the business performing the contract is
not small. This diminishes the value of such contracts
and causes small businesses performing such contracts
to be less desirable to and less profitable for potential
buyers.
Further, companies that have been conducting due
diligence and negotiations for several months in
connection with the sale and purchase of such
businesses, may argue that they have needlessly
expended time and money for a transaction whose
terms have been significantly revised as a result of
this new requirement. In other words, because of the
new regulation, the purchaser may indicate its
unwillingness to consummate the deal, or may seek a
reduction in the purchase price.
Although there were some concerns that this rule
was not issued in accordance with the Administrative
Procedures Act (as there was no prior notice or
comment period provided for this subsection), this rule
is currently effective for all solicitations issued on or
after June 21, 2004. While this may imply that small
businesses would not feel the impact for some time, as
it would take several months from the time a
solicitation is issued to the time a contract is awarded
and then sold and novated, companies should not rely
on this rationale. Inconsistent with the rule, the SBA
initially indicated that it would begin enforcing this rule
immediately for all novation documentation submitted
after June 21, 2004. However, the SBA has since
clarified its position by issuing a technical correction to
the rule such that the rule shall be applied to any
novation (and change-of-name) documentation
executed on or after December 21, 2004, regardless of
when the solicitation for the relevant contract was
issued.
Practical Measures
Small companies that are contemplating sales of
their business to larger entities in the near future may
need to reconsider the structure of such transactions.
The novation of federal government contracts is
required in connection with sales of businesses that
are structured as asset sales and mergers, but not as
stock sales. Thus, a new entity is not required to
submit certification of small business size status in
connection with a stock sale. While this ensures that
the small business remains at least as attractive as it
would have been before the new regulations took
effect, and while the value of the contracts with small
business eligibility requirements is not diminished, the
potential buyer may resist such a structure because
stock sales generally result in the assumption of all of
the seller's liabilities by the buyer. Further, in some
circumstances, the tax consequences of structuring a
business as a stock sale may not be as favorable to
the parties.
Additionally, in order to avoid the negative
ramifications discussed above, small companies may
want to move ahead as quickly as possible to
consummate asset sales and mergers, such that the
novation of all government contracts can be completed
before December 21, 2004.
Pamela J. Mazza and Antonio R. Franco are
partners in the law firm Piliero, Mazza &
Pargament, PLLC, which specializes in
Government Contracting and Relations, Corporate
Counseling and Transactions, Small and Minority
Businesses, Native American Law, and Employment
Law. You may contact them at 202-857-1000 or email
them at pmazza@pmplawfirm.com or
afranco@pmplawfirm.com.
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| The Critical Process of Retention During an Acquisition: Know Who to Retain
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by Julie Corbo
Most companies invest considerable time and money
performing financial and legal due diligence of target
companies, but fail when it comes to human capital
issues. Knowing how to manage this process will
increase your chances of making your acquisition a
success.
Be Prepared to Start Early
Planning focused on identifying and retaining the
critical human assets being acquired begins in the
earliest phases of the due diligence process.
There will always be key people you want and need to
keep in the target organization. The challenge is to
first identify who they are, then to devise ways to
make sure they stay on as enthusiastic, committed
team members. It is important to recognize that, in
spite of your best efforts, valued people may still seek
other employment elsewhere. The importance of
approaching these individuals quickly and
communicating a clear vision of their long-term roles
in the organization must be taken seriously.
Many times, management of the acquiring company
makes staffing decisions prematurely without
systematically determining who will fill what roles,
what departments or corporate functions will be kept
in place or dismantled, and the staffing needs for those
various areas. Too often, management does not
engage in the kind of extensive personnel-related due
diligence necessary to strengthen the combined
companies.
If started early, the retention process can pave the
way for a smoother integration stage and your key
human assets can serve as conduits for feedback from
employees to the very top of your organization.
Align the Selection Process with Company
Strategy
Before you can assess the human capital of another
company you must first have a clear vision of the
strategy of the newly formed company. Why did you
acquire or merge with the company? Was it to acquire
new technology resources, new product lines or an
increased market share? Once you have a clear vision
of the merger rationale and can effectively
communicate it to your employees you can move
forward in determining who the "must-keep"
individuals are.
Along with a clear company vision, it is important to
decide early what organization structure will work best
for your company. Are you going to design a new
structure, duplicate the structure of your organization
or your target organization, or absorb the target
company into your current structure? The latter may
be the most obvious strategy but many times is just a
temporary fix and valuable talent that could have
played a critical role in moving the merged company
forward will be lost.
Set the Groundwork for the Assessment of Key
Personnel
The first step is to form a team to focus on the
selection process. The team should be made up of key
members of the due diligence team and managers
from both companies who will be responsible for the
combined company's post acquisition success. During
the due diligence you should examine the processes,
systems, structures, and interactions among managers
and staff in all departments of the target company that
support or impede business objectives. To build a truly
high-performing organization, it is necessary to align
the organization structure, business processes, people
and culture with the overall company strategy and
establish a clearly defined set of objectives for the
company.
Including these objectives in your selection criteria will
guide you through the process and allow the team to
evaluate the factors that are most important in the
selection of your staff. This selection process should
be based on objective assessment of skills and
competencies, not on political compromise. The
process for appointments should be seen as fair and
rational. It should also be timely, moving quickly to
get the team in place and accelerate integration.
Be sure to communicate your guidelines and progress
during this phase of the acquisition. If the selection
process is conducted with fairness and integrity, then
the combined firm will keep key staff, maintain higher
morale and increase productivity.
Don't Forget to Reward and Motivate to Retain Key
Employees
Rewarding employees for exceptional work they've
done is critical to keeping them motivated to want to
continue to do their best. There are many factors to
consider when designing reward systems. In general,
ensure that you are rewarding the desired behavior
and understand whose performance you are rewarding
(individual, team, company). Link rewards to short-
and long-term integration results. This could be in the
form of salary, retention bonuses, tickets to the
theater, or a department lunch. The form of the
reward is not as important as the gesture.
Many M&A specialists agree that a majority of mergers
succeed or fail based on a company's ability to retain
the people needed to attain the strategic objectives
that are the foundation of the deal. Identifying those
key human assets and devising retention strategies are
the first steps that should be included in your
acquisition strategy.
Julie Corbo is co-founder of EdgeStone
Consulting, specializing in acquisition consulting
and due diligence support to firms in the federal
marketplace. For additional information, contact Julie
Corbo @ jcorbo@edgestone.net, or
review more detailed information at
www.edgestone.net.
^ Back to top
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FGR offers analysis of a recent M&A
transaction involving government technology
services contractors. The
analysis is written by Stuart McCutchan,
president and CEO of InfoBase Publishers, Inc. ©
and editor of the Defense Mergers &
Acquisitions, a premier source for information
on defense/aerospace M&A. Opinions expressed
below are those of InfoBase. All rights
reserved. For more on InfoBase Publishers’
services, contact Bill Burton (410-820-6821, wkburton@infobasepub.c
om)
or click infobasepub.com.
Dynamics Research Corp. to Acquire the
Government Division of Impact Innovations Group
Aug. 3, 2004 – Dynamics Research Corp.
(DRC) (Andover, MA) signed a definitive agreement to
acquire the government division of Impact Innovations
Group LLC (Alpharetta, GA).
"Today's announcement demonstrates our commitment
to growing both organically and through acquisition,"
said James Regan, DRC chairman and CEO. "Impact
Innovations' government division meets our specific
acquisition criteria, including financial performance and
complementary business activities. It is a profitable
organization generating about $47 million in annual
revenues, approximately 60% of which are in the
defense and intelligence arena, and it accelerates our
presence and customer base in two of our identified
strategic business areas: C4ISR and logistics. I am
extremely pleased to welcome Impact's employees to
DRC. They will be a great addition, strengthening
DRC's capabilities and extending its market reach."
William C. Hoover, DRC president and chief operating
officer, added, "The government division of Impact
Innovations is a perfect fit with DRC. It enhances our
CMM/level 3 software engineering core competency
and enriches DRC's business intelligence, business
transformation and network engineering & operations
solution sets. It adds a number of key government
defense and civilian customers to our portfolio. It also
gives us a brand new and strategically important
customer base in the intelligence community. In fact,
Impact's roots extend to its founding in 1991 as an
information technology (IT) services provider for the
National Security Agency."
"Ellen Glover, president of Impact Innovations'
government group, who will be joining DRC as a vice
president and division manager, has impeccable
credentials in the IT community," he added. "Ellen was
the first woman from industry to receive the Federal
Computer Week Eagle award in 2001, and she was
recently elected Executive Vice Chair of the Industry
Advisory Council. Under her leadership, Impact has
built an excellent reputation with its customers.
Additionally, Ellen has assembled an outstanding group
of managers during her tenure at Impact. This team of
highly talented professionals adds further to DRC's
existing management depth. I am looking forward to
working closely with Ellen and her key staff. The
combined team will be very strong and formidable!"
Ellen Glover, president of Impact Innovations'
government division, noted, "I'm thrilled to join the
DRC organization and excited about the opportunities
for Impact's employees. There is truly a strategic fit as
well as similar cultural values. Additionally, the
combined Impact/DRC organization will have about 600
employees in the greater Washington area,
strengthening our visibility and marketing opportunities
to the federal government."
TERMS
The cost of the acquisition is $53.4 million in cash.
The acquisition is expected to close within 30 days
following shareholder and regulatory approvals and is
contingent upon the closing of DRC's financing.
Impact Innovations' government group has about 365
employees in the United States. With offices in
Columbia, MD, and Vienna, VA, Impact has
approximately 325 employees in the Washington, DC,
area. About 30% of its revenues stem from
government intelligence agencies, 30% from various
DoD agencies, and about one-third from federal
civilian agencies, such as the FDIC, Dept. of Veteran's
Affairs (VA), U.S. Postal Service (USPS), National
Archives, and the Dept. of Justice.
ANALYSIS
With this deal, DRC sends a strong signal that it
intends to fortify its position as a mid-tier integrator
rather than be gobbled up by one of the government
technology services sector's larger companies. During
the past 18 months, the DRC name has been oft
rumored as an acquisition target, but company
president/COO Bill Hoover says he is not actively
shopping the company and, to date, has not received
any "serious offers."
What may have kept buyers away is DRC's profit
performance (historically one of the lowest of all
publicly-held federal IT companies), but this deal
presumably adds real margin improvement. Better
earnings potential may explain the rather robust price
DRC paid for the property (1.14x announced
revenues). Based on rough-order-of-magnitude
estimates, and we mean "extremely" rough, Impact
Government's EBITDA margin likely is in the
neighborhood of 11%, which is much higher than DRC,
as a whole, runs.
Nevertheless, the $53M acquisition continues the
makeover of DRC by industry pros Hoover and CEO
Jim Regan, and it is the company's largest to date,
having previously picked up Andrulis Corp. for $26M in
December 2002 and HJ Ford Associates, Inc., for $10M
seven months earlier. If the deal is consumated, it will
push DRC's annualized revenues over $300 million with
more than 2,100 employees, and it marginally
improves the company's ability to fulfill Hoover's
stated goal of competing with the Northrop Grumman
ITs, Titans, and CACIs of the federal services world
(though in terms of size, DRC is only beginning to rival
IT contractors such as SI International, DigitalNet,
SRA, etc.).
On the surface, this merger appears to be a good
functional match. Impact's enterprise content
management, enterprise software, application
development, IT service management, and INFOSEC
capabilities fit nicely with Hoover's new "solutions-
focused" organizational structure unveiled last month.
In fact, Impact Government's three organizational
elements will remain as stand-alone units that will be
merged into DRC's Systems Engineering & Information
Technology (SE&IT) led by Tom Kelly. Impact
Government's Intelligence unit will be integrated into
SE&IT's Systems Management organization, while the
DoD and Civil units go to SE&IT's Systems
Development organization. DRC has offered Impact
Government's current president, Ellen Glover, the
opportunity to lead the SE&IT Systems Development
organization.
Impact Innovations' motivation for the sale is quite
simple… its investors are ready to exit. The
decision to sell its government unit now (when
valuations for such businesses are at record highs)
enables the company's founders to pay off the
financiers and return to their commercial roots.
The origins of this deal date back to December 1999,
when a health-care services company called Medaphis
Corp. sold off a non-core government services
business called Impact Innovations Group for $46.5M.
The acquiring company was J3 Technology Services
Corp. (now Impact Innovations), a purely commercial
IT startup that was flush with cash from a 1998
investment by Cravey, Green & Wahlen, the largest
private equity group in the Southeast. The J3 name
subsequently was dropped in favor of the Impact
Innovations handle.
Less than two years later, the commercial IT market
was depressed, while post-9/11 demand in the
government IT market was high. Impact Innovations
had little choice but to concentrate on the latter until
prospects improved for the former. Enter the
aforementioned Ellen Glover, who, after a seven-year
stint running Advanced Technology Systems, Inc. (ATS)
(McLean, VA), was looking for a new challenge. She
found one as president of Impact Government. In
2003, Glover oversaw a 17% increase and the
company expects to record about $48.5 million in sales
this year.
By the way, Impact's Commercial Division will
subsequently be purchased by the current operating
management team, retain the Impact Innovations
brand, and its 335 employees will continue to provide
IT consulting, staffing, and outsourcing services to
Fortune 500 and middle-market commercial
customers.
^ Back to top
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FGR presents briefs on selected technology
services contracts awarded by the U.S.
government to federal contractors
during the last two months. The briefs are
compiled by InfoBase Publishers, Inc.©, a
leading provider of competitive intelligence for
the worldwide defense/aerospace industry. All
rights reserved. For more on InfoBase
Publishers’ services, contact Bill Burton
(410-820-6821),
wkburton@infobasepub.com
or click infobasepub.com.
Abacus Technology Wins 10-Year, $71M Contract
for C4 Services at Kirtland AFB
The U.S. Air Force Material Command, 377th
Contracting Squadron (AFMC 377 CONS) (Kirtland AFB,
NM) awarded Abacus Technology Corp. (Chevy Chase,
MD) a 10-year, $71 million, firm-fixed-price contract
(number not yet assigned) to provide command,
control, communications, computer (C4) services.
Under the contract, the company will perform the
management, operation, maintenance and planning of
communications, computer systems, multimedia
services, and information management of the 377th Air
Base Wing and support for approximately 200
associate units.
The contract, which will begin October 1, 2004,
contains a one-year base (worth $7.1 million), three
one-year options and three two-year award terms that,
if earned could increase its total cumulative value to
about $71 million and extend the period of
performance through September 30, 2014. Total funds
for the base year have been obligated at this time.
The procurement is considered a follow-on effort. The
incumbent was Abacus Technology, which performed
the work previously under a five-year, $18 million
contract (F29650-00-C-0003) awarded in April 2000
following an 'A-76" cost-comparison. The study
determined that Abacus could perform the work in a
more cost-effective than continued government
performance. The earlier contract's final option will not
be exercised, because the contract ceiling has been
reached.
Army Engineering & Support Center Inks Two More
for Munitions Response
On June 9, 2004, the U.S. Army Corps of Engineers'
Engineering and Support Center (Huntsville, AL)
awarded two parallel, five-year, firm-fixed-price, IDIQ
contracts for worldwide munitions response and other
munitions-related services.
The recipients were:
— EOD Technology, Inc. (Lenior City, TN)
(W912DY-04-D-0018).
— UXB International, Inc. (Ashburn, VA)
(W912DY-04-D-0019).
Under the multiple-award program, these companies
join seven others pre-qualified in April 2004 to
compete for task orders to manage unexploded
ordnance (UXO) projects at formerly used defense
sites, active DoD installations, DoD Base Realignment
and Closure (BRAC) sites, property adjoining DoD
installations, and projects for other U.S. government
agencies or foreign governments. About about 75% of
the work is expected to be performed as part of the
U.S. Army's Captured Enemy Ammunition mission in
Iraq and possibly in other areas outside the United
States. The Huntsville Center is a COE center of
expertise for ordnance and explosives cleanup.
The contracts were competitively procured through
solicitation W912DY-04-R-0003, which called for
multiple awards under full & open competition. Half of
the awards were set aside for small businesses only
(NAICS 562910). A total of 63 offers were solicited and
15 were received.
The procurement is considered a follow-on to
Huntsville Center's five-year, $200 million Ordnance
and Explosives (OE) Response and Services program.
Army SMDC/ARSRAT Selects CAS, Colsa, Dynetics
for SETA Support under SMDIS II Program
On June 22, 2004, the U.S. Army Space and Missile
Defense Command, Army Strategic Command (SMDC/
ARSTRAT) (Peterson AFB, CO) awarded three parallel,
five-year, cost-plus-fixed-fee, IDIQ contracts, worth
$245 million collectively, for the Space and Missile
Defense Initiatives Support II (SMDIS II) program.
The recipients were:
— CAS, Inc. (Huntsville, AL) (W91260-04-D
-0001).
— COLSA Corp. (Huntsville, AL) (W91260-04-D
-0002).
— Dynetics, Inc. (Huntsville, AL) (W91260-04-D
-0003).
Under this multiple-award program, these three
companies now will compete for task orders to provide
scientific, engineering and technical assistance (SETA)
services in support of SMDC/ARSTRAT, formerly known
as the Army Space Command (ARSPACE), and other
government agencies involved in the space, homeland
defense, and missile defense arenas. Task orders will
cover vision statements and doctrine; development of
architectures; and the provision of program support
(e.g., planning, development, fielding documentation,
modeling and simulation, system analysis and
integration, integrated logistics support, development
of strategy, support to the warfighter, contingency and
mission support, program oversight, independent
verification validation and test evaluation, prototype
development, sustainment and operation, and analysis
of emerging technologies).
The contracts were competitively procured through
solicitation W91260-04-R-0001, which was issued on
March 4, 2004, and called for competition limited to
small businesses only (NAICS 541710; 1,000
employees). A total of three offers were received.
ATR Only Bidder in SBSA Competition for NSWC
R&D Contract
The U.S. Naval Surface Warfare Center, Indian Head
Div. (NSWC-IHD) (Indian Head, MD) awarded Advanced
Technology & Research Corp. (ATR) (Burtonsville, MD)
a five-year, $15 million, cost-plus-fixed-fee, IDIQ
contract (N00174-04-D-0012) for development and
production of weapon and shipboard systems, weapons
effects tests, submarine and surface ship survivability,
warheads, energetic materials, and delivery systems.
Under the contract, the company will perform
technical, engineering, and analytical support services
in the program areas of Continuous Rod Warhead,
Assault Breaching Systems, Thermobaric Warhead and
Evolved Sea Sparrow. ATR will design/analyze and
optimize projectiles, evaluate performance of
explosives and other energetic materials. Work will be
performed in Carderock, MD; Dalhgren, VA; and Indian
Head, MD.
DISA Inks Incumbent Houston Associates in
Recompete to Support AITS-JPO
On behalf of the U.S. Defense Information Systems
Agency (DISA), the Defense Information Technology
Contracting Organization - National Capital Region
(DITCO-NCR) awarded Houston Associates, Inc. (HAI)
(Arlington, VA) a seven-year, $70 million,
performanced-based, cost-plus-fixed-fee contract
(HC1047-04-C-4070) for coalition and advanced
information technology (IT) integration and operations.
Under the contract, the company will support DISA's
Advanced Information Technology Services - Joint
Program Office (AITS-JPO), which facilitates the rapid
transfer of advanced IT from the research and
experimentation stage through pilot operations and
deployment to full-scale implementation within the
Defense Information Infrastructure (DII). The contract
also provides support for the Defense Information
System Network - Leading Edge Services (DISN-LES)
asynchronous transfer mode (ATM) network.
The AITS-JPO is a cooperative effort of the Defense
Advanced Research Projects Agency (DARPA); the Joint
Staff Director for Command, Control, Communications,
and Computers (JS/J6); and DISA.
The contract contains a one-year base, four one-year
options, and two one-year award terms that, if earned,
could increase its total cumulative value to $70 million
and extend the period of performance through July
2011.
FBI Picks 10 Small Businesses for Technical
Support and Development Project
The U.S. Federal Bureau of Investigation (FBI)
(Washington, DC) awarded 10 parallel, five-year, IDIQ
contracts, worth $42.5 million collectively, for the
Technical Support and Development Project (TSDP).
The recipients were:
— AlphaInsight Corp.
— Comso, Inc.
— Data Computer Corp. of America
— Glotech, Inc.
— InfoPro, Inc.
— Innovative Management & Technology
Approaches, Inc.
— Pragmatics, Inc. (McLean, VA)
— Project Performance Corp.
— Staffing Alternatives, Inc.
— McDonald Bradley, Inc. (MBI) (Herndon, VA).
Under the multiple-award program, these companies
now will compete for task orders that cover various
information technology (IT) support services, including
information assurance (IA) and cyber security,
configuration management (CM), technology policy and
planning, maintenance and upgrades, Web integration
and application development.
The contract was competitively procured through
solicitation RFP-WH04001, which was issued on March
5, 2004, and called for multiple awards under
competition limited to small businesses only (NAICS
541511). The FBI required that all contractors hold top
secret security clearance. Proposals were due on April
16, 2004.
SWCCD Selects Seaward Services to Support T&E
of Experimental Combat Watercraft
The U.S. Naval Surface Warfare Center, Carderock Div.
(NSWCCD) (Bethesda, MD) awarded Seaward Services,
Inc. (Dania Beach, FL) a five-year, $6.9 million, time-
and-materials, IDIQ contract (N00167-04-D-0045) to
provide services to support test and evaluation (T&E)
of experimental boats, watercraft, and periodic high-
speed boat rentals.
Under the contract, which has an estimated total level
of effort (LOE) of 20,000 labor-hours, the company will
provide boat operation services to support testing of
experimental boats and watercraft, ranging from small
inflatables to 100-ft. patrol craft, at numerous sites.
Seaward Services also will provide services in support
of military and emergency salvage and rescue
operations, provide marine surveyor services, and
develop formal early operation assessment test plans.
The contract supports the Combat Craft Dept. (Code
23) of NSWCCD's Detachment Norfolk (NSWCCDDN), a
full spectrum research, development, test and
evaluation (RDT&E), engineering, logistics, and
technical support center for all types of combatant
craft, boats, and watercraft NSWCCDDN's customer
base includes the U.S. Navy, the Special Operations
Command (SOCOM), the U.S. Army, the U.S. Marine
Corps, the U.S. Coast Guard, and the maritime
community.
NSWCDD NAVSSES Names LPI to Support HM&E
Systems on Navy Ships
The U.S. Naval Surface Warfare Center, Carderock
Div., Naval Ship Systems Engineering Station
(NSWCCD NAVSSES) (Philadelphia, PA) awarded LPI
Technical Services, Inc. (Chesapeake, VA) a five-year,
$52.5 million, cost-plus-fixed-fee, IDIQ contract
(N65540-04-D-0022) for engineering and technical
services in support of Hull, Mechanical, and Electrical
(HM&E) systems on U.S. Navy vessels.
Under the contract, which has an estimated level of
effort (LOE) of 179,200 labor-hours per year, the
company will support NAVSSES in improving and
maintaining fleet operational and material readiness of
HM&E systems and equipment through assessment,
development, implementation, and coordination of
fleet maintenance technology processes.
Subcontractors likely include Q.E.D. Systems, Inc.
(Virginia Beach, VA), LPI's mentor in the DoD's Mentor
- Protégé program, and one of two
prime contractors performing HM&E ship alterations
(SHIPALTs) on U.S. Navy ships for NAVSSES.
The contract was competitively procured through
solicitation N65540-03-R-0073, which was issued on
July 24, 2003, and called for competition limited to
8(a) firms only (NAICS 336611). Only one offer was
received.
SPAWAR Selects Computer & Hi-tech Management
to Support non-DoD Agencies
The U.S. Naval SPAWAR Systems Center Charleston
(SSC-C) (Charleston, SC) awarded Computer & Hi-tech
Management, Inc. (Virginia Beach, VA) a four-year,
$36.9 million, performance based, cost-plus-fixed-fee,
IDIQ contract (N65236-04-D-7857) for system software
and technical support.
Under the contract, the company will perform services
that include activities involving analysis, design,
development, installation, deployment, integration,
operations, procurement, configuration management,
logistics, maintenance and lifecycle support functions
for various automated information systems. The
services to be provided are in support of federal
agencies in the Washington, DC, area. Approximately
90% of the work covered under this contract will be
for non-DoD customers, such as Veteran's
Administration, IRS, Secret Service, Coast Guard, and
Library of Congress. Navy Tactical Systems and the
Defense Communications Systems for the Naval
Computer Telecommunications Area Master Stations
sites are also covered under this contract.
USAF AAC Names TYBRIN to Support Aircraft
Weapons Stores Compatibility
The U.S. Air Force Air Armament Center (AAC) (Eglin
AFB, FL) awarded TYBRIN Corp. (Ft. Walton Beach, FL)
a five-year, $25 million, firm-fixed-price, cost-plus-
award-fee, IDIQ contract (FA9200-04-D-0002) for the
Aircraft Compatibility Scientific & Engineering Support
(ACSES) program.
Under the contract, the company will support the Air
Force SEEK EAGLE Office (AFSEO) within the AAC's 46th
Test Wing by developing maintaining, and exercising
computer programs, testing, analysis, documenting
results in oral and written form, and software
configuration management for aircraft stores
compatibility programs. TYBRIN will help AFSEO certify
stores on piloted and non-piloted aircraft; develop
specific scientific and engineering methodologies to
meet the stores compatibility program; provide
engineering analyses and management support to
meet current needs; and develop tools necessary to
ensure that stores are compatible with aircraft used in
a multi-role combat environment.
The contract was competitively procured through
solicitation FA9200-04-R-0002, which was issued on
February 13, 2004, and called for competition limited
to small businesses only (NAICS 541710; 1,500
employees).
The procurement is considered a follow-on effort. The
incumbent was Avionics Test & Analysis Corp. (ATAC)
(Niceville, FL), which performed the work previously
under a five-year, $23 million contract (F08635-98-D
-0029) awarded in June 1999.
USAF AETC Names NAA Services Corp. for O&M of
Gila Bend AFAF, Goldwater Range
The U.S. Air Force Air Education and Training
Command (AETC), 56th Contracting Squadron (56
CONS) (Luke AFB, AZ) awarded NAA Services Corp.
(Chantilly, VA) a five-year, $56 million, firm-fixed-
price, IDIQ contract (FA4887-04-D-0001) for operation
and maintenance (O&M) services for Gila Bend Air
Force Auxiliary Field (AFAF) and the support services
required for operation of the Barry M. Goldwater
Range, both in southern Arizona (near Luke AFB).
Under the contract, the company will perform services
that include airfield manned range and meteorological,
civil engineering, fire and emergency, security,
logistics, lodging, air traffic control, custodial, trash
and refuse, environmental engineering, range
maintenance, biological and environmental monitoring
and management, GSA vehicles, commercial vehicles,
and infrastructure projects when/if approved. Gila
Bend AFAF and the Goldwater range are government-
owned, contractor-operated (GOCO) facilities used in
support of training missions.
The contract, which begins October 1, 2004, contains a
one-year base (worth $10.9 million) and four one-year
options that, if exercised, could increase its total
cumulative value to approximately $56 million and
extend the period of performance through September
30, 2009. The Air Force can issue delivery orders
totaling up to the maximum amount indicated above,
although actual requirements may necessitate less. No
funds have been obligated.
The contract was competitively procured through
solicitation F02604-03-R-0041, which was issued on
September 3, 2003, and called for competition limited
to small businesses only (NAICS 561210). Though a bid
protest filed earlier this year was denied by the GAO,
the Air Force restarted the source-selection process
and asked the remaining bidders to submit revised
proposals, which resulted in award to NAA Services.
The procurement is considered a follow-on effort. The
incumbent was Spectrum Sciences & Software, Inc.
(Ft. Walton Beach, FL), teamed with Washington Group
International, which performed the work previously
under a five-year, $45 million contract (F02604-99-C-
M001) awarded in May 1999. Interestingly, the
incumbent ousted by Spectrum Sciences was none
other than NAA Services, which performed the work
under a five-year, $28 million contract (F02604-94-C
-0001).
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| Closing/ Anncmt. Date |
Buyer
|
Seller
|
Purchase Price
b> |
Seller Revenue
|
| August 11, 2004 |
Anteon |
Integrated Management Services, Inc.
|
$29m |
$30m |
| August 5, 2004 |
Wireless Facilities, Inc.
|
Defense Systems, Inc.
|
$6.6m |
N/D |
| August 3, 2004 |
Dynamics Research Corp.
|
Impact Innovations (Gov. Div.)
|
$53.4m |
$47m |
| July 29, 2004 |
Veritas Capital |
McNeil Technologies, Inc.
|
N/D |
1000 empls. |
| July 27, 2004 |
Anteon International
|
Simulation Technologies, Inc.
|
$15m |
$20m+ |
| July 20, 2004 |
Widepoint Corp. |
Operational Research Consultants
|
N/D |
$16m |
| July 8, 2004 |
BAE Systems |
Practical Imagineering, Inc.
|
$8.3m |
30 employees |
| July 6, 2004 |
Unisys Corp. |
Baesch Computer Consulting
|
N/D |
$12.5m |
| July 2, 2004 |
American Systems Corp.
|
True North Solutions
|
N/D |
N/D |
| July 1, 2004 |
Apptis, Inc. |
SafeCare Solutions LLC
|
N/D |
N/D |
| June 29, 2004 |
MTC Technologies, Inc.
|
Command Technologies
|
$47m |
$36m |
| June 23, 2004 |
Institute for International Research
|
Robbins-Gioia LLC |
N/D |
N/D |
| June 15, 2004 |
IBSG International |
newGov Solutions, Inc.
|
N/D |
$1.2m |
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| Minuteman Ventures LLC News
|
|
… Joe Fitzgerald joins Minuteman Ventures
LLC as an Adviser. President of Decision Sciences
Company, he is a former executive with BDM
International and Teledyne Brown Engineering, with
program expertise in space and defense missions. He
supports clients in the aerospace and defense markets.
Joe resides in Huntsville AL and will principally work
with companies in that area …
Minuteman's Paul
Serotkin has two upcoming speaking
engagements. One is October 15, broadly addressing
timely federal M&A issues before the annual
government contracting conference of the
Maryland Association of CPAs. For more on
the group, see www.macpa.org … He will also
speak at the aforementioned 6th Annual Defense &
Aerospace Investor & Corporate Development
Conference; see lead article above … The
Professional Services Council (PSC) hosts its
must-see annual meeting for small and big business
federal services company leaders this Oct. 3–5
at the Homestead in W. Va. To learn more, see www.pscouncil.org.
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|
Minuteman Ventures LLC advises company owners on the sale of their businesses, and assists corporate and private equity buyers in strategic acquisitions and divestitures. Our team consists of experienced entrepreneurs and business executives who founded or operated companies and corporate divisions.
We specialize in companies that sell services and product solutions to federal government clients. We pride ourselves in being the investment bank for
entrepreneurial companies in the federal sector.
^ Back to top
|
|
|
Minuteman Ventures, LLC
11 Cypress Drive
Burlington, MA 01803
781-750-8065
703-894-1270
www.minutemanventures.com
Minuteman Ventures · 11 Cypress Drive · Burlington · MA · 01803
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