Allison Skager

Government Contracts Transactions, M&A, Diligence

• Due Diligence. Due diligence for mergers and acquisitions involving U.S. federal, state, and local government contractors in a range of industries, including aerospace, information technology, and infrastructure. Risk analysis related to assignment/change of control, size and socioeconomic status, government funding and contract types, historic compliance and performance concerns, exclusions, disputes, disclosures, claims, organizational conflicts of interest (OCI), intellectual property, facility and personnel security clearances, supply chain, ethics and compliance programs, etc.
• Private Equity Investments. Support for private equity clients investing in government contractors, including diligence and risk analysis, transaction document negotiation, post-investment compliance counseling, and sale support.
• National Security Reviews. Assist clients undergoing reviews conducted by CFIUS and DCSA.
• Post-Close Support. Novation and change-of-name packages; customer notices; facility security clearance change conditions packages; System for Award Management (SAM) registration and supplier portal updates; integration support.
• SBIR/STTR. Advice related to Small Business Innovation Research (SBIR) and the Small Business Technology Transfer (STTR) programs, including negotiating agreements with partner research institutions and counseling on compliance requirements.

Government Contracts Compliance

• Compliance Programs and Training. Review, development, and enhancement of government contracts compliance policies and procedures. Training for companies on the unique risks and requirements that go hand-in-hand with selling to the U.S. government.
• Evolving Regulatory Guidance. Tracking regulatory developments impacting government contractors and providing customized trackers and tools. Recently, this has included tracking Infrastructure Investment and Jobs Act (IIJA) Build America Buy America Act (BABA/BABAA) agency waivers; federal guidance related to artificial intelligence (AI); and state actions and restrictions on public spending authority in response to geopolitical conflicts.
• Flow-Downs. Federal Acquisition Regulation (FAR) & FAR supplement (e.g., DFARS, GSAM, AFARS, DEAR, VAAR) flowdown analysis and counseling for prime contractors and subcontractors.
• System for Award Management (SAM). Issue resolution and compliance counseling in connection with SAM.gov registrations.

State and Local Practice

• Contract Negotiation. Contract negotiation with state and local agencies and counseling in connection with state/locality-specific contractual compliance requirements.
• Ethics & Compliance. Advice on ethical restrictions and requirements under state and local government procurement regulations, including related to gifts/gratuities, discounts, lobbying, and hiring former government employees (e.g., “revolving door”).
• Regulatory Surveys and Playbooks. Analysis of state procurement regulations related to sole source procurement and restrictions on contract terms such as indemnification and limitation of liability.