Brad Jorgensen

Representative Matters

Because government contractors in the US operate in a highly regulated environment, mergers and acquisitions involving government contractors raise compliance issues and business risks that are different from those in purely commercial transactions.  If a buyer does not meaningfully assess these issues and risks during the pre-closing diligence phase of an M&A transaction, it may acquire assets with hidden liabilities and, therefore, substantially diminished value.

Brad regularly helps companies identify and address issues in M&A transactions involving both US and foreign government contracts.  This work includes leading the underwriting diligence on behalf of insurance companies, which provides Brad unique insight into market trends, the appropriate scope and depth of diligence, as well as proven strategies for overcoming deal obstacles.

Brad’s representative government contractor M&A matters include the following:

• Represented a top-five US government contractor in its US$275-million cross-border acquisition of a telecommunications division of another top-five US government contractor
• Represented an Indian multinational technology company in its US$1.8-billion acquisition of certain computer software assets required to perform government contracts from a Fortune 50 information technology services company
• Represented a top-five US government contractor in its US$2-billion cross-border acquisition of certain telecommunications assets from a division of another top-five US government contractor
• Represented a mid-tier US government contractor working primarily in the defense and intelligence sectors in its acquisition of another US government contractor of comparable size specializing in the provision of imagery science, cyber analytic, and advanced technology research and development services
• Represented a global consulting and technology services provider with more than 7,000 employees and operations in 70 countries in its US$255-million acquisition of a leading provider of cloud-based platform services to the US government
• Represented a Fortune 20 multinational conglomerate in the spinoff of its healthcare unit, which serves foreign and domestic government customers, into a standalone company
• Represented various Fortune 100 insurance underwriters in connection with the issuance of 100+ “representations and warranties” policies on M&A transactions involving government contracts

• Co-Author, "Got Prejudice? Establishing Prejudice in Bid Protests When No Offerors are Eligible for Award," The Public Procurement Lawyer, Volume 59, Issue 2, Spring 2024
• Co-Author, "Are You the Successor-in-Interest? When a Company Inherits a Government Contract Through a Corporate Transaction," Pratt’s Government Contracting Law Report, June 2023
• Co-Author, "False Claims Act Settlement Underscores Importance of Government Contracts-Specific M&A Diligence," Pratt’s Government Contracting Law Report, October 2022
• Co-Author, "Government Contractor Mergers & Acquisitions: What To Do With Pending Proposals?," 20-4 Briefing Papers 1, March 2020
• Co-Author, "To File Or Not To File: Key Issues When Deciding To Protest," 15-3 Briefing Papers 1, February 2015
• Co-Author, "Overseas Contracts: Navigating The Compliance Minefield," National Contract Management Association, Contract Management, August 2013
• Co-Author, "New DOD Rule Authorizes Withholding of Payments for Deficiencies in Business Systems," National Contract Management Association, Contract Management, August 2011
• Co-Author, "Software Maintenance Payments: Don’t Let Them Come Back To Bite You," National Contract Management Association, Contract Management, December 2010

• Panelist, "M&A Involving Government Contractors: Seizing Opportunities Under Increased Regulatory Scrutiny, Mitigating Risks," Strafford Publications, Austin, TX (2024)
• Panelist, "Government Contractor Mergers and Acquisitions," PubKLaw Government Contracts Annual Review, Washington, DC (2024)
• Panelist, "Representations and Warranties Insurance: An Insider’s Perspective," ABA Public Contract Law Section, Mergers and Acquisitions Committee, Washington, DC (2023)
• Presenter, "Navigating Risk and Compliance in GovCon M&A," JSchaus and Associates, Federal GovCon Webinar Series, Washington, DC (2020, 2021) 
• Co-Presenter, "Organizational Conflicts of Interest," General Electric Company, Center of Excellence Webinar Series, Austin, TX (2020)
• Panelist, "The Pre-Award Unavailability of Proposed Key Personnel – Potential Paths Forward," ABA Public Contract Law Section, Bid Protest Committee, Washington, DC (2019)
• Moderator and Panelist, "Representations and Warranties Insurance in Government Contractor M&A: A Look Behind the Curtain," ABA Public Contract Law Section, Mergers and Acquisitions Committee, Washington, DC (2019)
• Moderator, "Innovation in Defense: Partnerships and Investment Opportunities," DLA Piper GovCon Executive Series, Austin, TX (2019)
• Co-Presenter, "Assessment of Section 809 Panel Recommendations," General Electric Company, Center of Excellence Webinar Series, Austin, TX (2019)
• Moderator, "The Future of DOD Contracting: Key Developments and Trends," DLA Piper GovCon Executive Series, Reston, VA (2019)
• Panelist, "Hot Topics and Trends in Bid Protest Practice and Procedure," ABA Continuing Legal Education Webinar, Washington, DC (2018)
• Panelist, "Back to School − Protest Musings and Updates," ABA Public Contract Law Section, Bid Protest Committee, Washington, DC (2017)
• Panelist, "Government Contracts M/A Landscape: Strategies for Identifying and Mitigating Transactional Risk," Marsh's Government Contracting Risk Forum, Tysons Corner, VA (2016)
• Moderator, "Key Diligence Considerations in Connection with Government Contractor Mergers and Acquisitions," DLA Piper GovCon Executive Series, Reston, VA (2016)
• Co-Presenter, "5 W's of Bid Protests," L2 Federal Resources, LLC Webinar, Washington, DC (2013)

Prior to joining DLA Piper, Brad was an assistant general counsel for the Commercial Law Branch of the Office of General Counsel, Federal Bureau of Prisons, US Department of Justice. While at the Department of Justice, Brad represented the United States in a wide variety of government contract actions, including bid protests at the US Government Accountability Office and claims before the Civilian Board of Contract Appeals and the US Court of Federal Claims. In addition to government contract matters, Brad provided advice on intellectual property, tax and bankruptcy matters impacting the Bureau.

During law school, Brad was a senior research assistant for two professors and a judicial intern for the Honorable Brian "Ted" Stewart of the US District Court located in Salt Lake City, Utah.

• American Bar Association, Public Contract Law Section
• Section Membership Officer, 2023-2025
• Co-Chair and Former Vice Chair, Government Contractor Mergers and Acquisitions Committee
• Co-Chair, Membership, Diversity & Outreach Division
• Vice Chair, Finance Committee
• Vice Chair, Publications Board
• Vice Chair, Strategic Planning Committee
• Former Section Council Member, 2019-2022
• Former Chair and Vice Chair, Bid Protest Committee
• Former Vice Chair, Debarment and Suspension Committee
• Former Vice Chair, Procurement Fraud Committee
• Co-Chair, 2022 Public Procurement Symposium
• Government Contracts Editorial Advisory Board, Law 360
• Professional Services Council
• National Contract Management Association