BLOG: Healthcare Company Investments and Acquisitions
In recent years, acquisitions of and investments in healthcare companies have been on the rise, particularly driven by increasing private equity investment activity. These investments can provide unique opportunities for healthcare companies to grow and for investors to realize the benefits of the expanding healthcare industry. While these acquisitions and investments often look and feel like standard acquisitions and investments, the highly regulated nature of the healthcare industry imposes additional risks and requirements on any investor in these companies. This . . . Read More
BLOG: Government Contractor Acquisitions and Clearances: Deal Structure Matters
Our Corporate and Government Contracts attorneys often counsel contractors interested in acquiring an entity with a clearance or assets used on a classified contract. The clearance is a consideration in the transaction that cannot be overlooked. Indeed, the clearance is often one of the seller’s most important “assets.” Buyers and sellers alike should be aware of the National Industrial Security Program Operating Manual (“NISPOM”) requirements. For instance, if the acquisition is a stock purchase and the buyer holds the acquired firm as . . . Read More
BLOG: Special Considerations When Forming a Medical Professional Services Company
While it is often thought that forming a business is a simple process accomplished by filing formation documents provided by a jurisdiction’s Secretary of State (or equivalent), actual compliance with a particular jurisdiction’s corporate and/or limited liability company law provisions requires further analysis. For many types of professional services businesses, most states require such professional services businesses to organize as professional corporations (“PCs”) or professional limited liability companies (“PLLCs”), which impose additional organizational requirements. Professional services businesses are often categorized . . . Read More
BLOG: Why Government Contractors Should Know About the Delaware LLC Division Statute
Relatively often in the government contracting industry a business finds itself in the position where, for one reason or another, it needs to split, fracture, or otherwise reorganize its operations by separating one line of business or division into a separate entity. When prime federal contracts are transferred from one entity to another, it often necessitates a novation agreement with the contracting government agency. Many government contractors discover the novation process to be relatively lengthy and burdensome, with the potential . . . Read More
BLOG: Trends in Mergers and Acquisitions
Trends in Mergers and Acquisitions“What’s market?” is an important question for the buyer and seller to ask in a merger and acquisition (M&A). Along with counsel from a skilled M&A attorney, having a basic understanding of what terms are typical in the current M&A market will help businesses that are in the market to buy or sell a business (1) better analyze the reasonableness of specific terms offered by the other side and, if an offered term is not typical, . . . Read More
BLOG: How Government Contractors Can Take Advantage of CPARS Trends to Win (and Maintain) Federal Contracts
On July 18, 2019, the Professional Services Council hosted an important event covering Contractor Performance Assessment Reporting System (“CPARS”) trends, their impact on contractor past performance ratings, and the consequence they have on winning federal contracts. As one of the speakers at this event, PilieroMazza’s Samuel Finnerty offered recommendations on what government contractors can do now to proactively engage and manage their CPARS ratings and position themselves for future growth. One of the most interesting trends discussed was the sharp decline . . . Read More
BLOG: Department of Defense Sets Course on Cybersecurity Evaluation and Enforcement
On a limited budget, government contractors need to be compliant with a litany of statutes, regulations, and industry standards in order to remain competitive in the marketplace. This has become particularly true in the cybersecurity context. With no overarching federal law for cybersecurity standards or privacy protection (though the U.S. Senate is in the process of discussing a bipartisan privacy bill as they have done, unsuccessfully, in prior legislative sessions), rulemaking authorities have taken it upon themselves to create industry . . . Read More
BLOG: Impact of California Consumer Privacy Act on Government Contractors and Commercial Businesses
The California Consumer Privacy Act (“CCPA”) will go into effect on January 1, 2020. Similar to the European Union’s General Data Protection Regulation (“GDPR”), CCPA creates significant compliance challenges for government contractors and commercial businesses doing business in California, with several states following suit. Under CCPA, fines from the Attorney General for businesses that do not comply could be as high as $7,500 per violation, with CCPA also granting consumers the right to bring private action, exposing companies to actual and . . . Read More
BLOG: Corporate Transactions and Affiliation Pitfalls
As a small business grows and expands, it may have opportunities to bring on new investors, provide equity incentives to obtain, incentivize and retain key employees and directors, and enter into acquisitions and other transactions with other entities. These investments and transactions can support the business’s stability and future growth but may also raise unintended affiliation issues. Because the Small Business Administration (SBA) includes the business’s affiliates when determining its size, pursuing these transactions may affiliate the business with other . . . Read More
BLOG: The Relationship Between Privacy and Trust
Recently, there has been an advertisement running during March Madness from Apple that is all about privacy. If your household has been watching as much college basketball as mine has, then you’ve likely seen it. It’s a minute full of real-world examples of how people value their personal privacy. None of those examples are particularly significant but, in the aggregate, it shows that this remains an issue that people are deeply concerned about. That concern, of course, is then applied . . . Read More