Damien Specht, a partner at the Morrison Foerster law firm, joined me yesterday on GovCon Intelligence, just a few days after the Senate passed a bill to reauthorize the SBIR program. We got into the details of the reauthorization bill. Then we talked about his specialty—mergers and acquisitions of government contractors. After working on hundreds of M&A deals, Damien shared his tips for companies in dealing with the recent small-business M&A cliff, plus what small businesses need to take care of before selling.
And, with SBA’s most recent announcement on an additional 620 proposed terminations, we discussed the 8(a) audits. How do SBA’s actions affect firms on OASIS+ and the GSA Schedule?
Links
Damien Specht bio at Morrison Foerster
Venture Capital Investment and Small Business Affiliation Rules: Why a Limited Exception is Crucial to Economic Recovery Efforts by Jessica Tillipman and Damien Specht
S. 3971, Small Business Innovation and Economic Security Act.
The Building People, B-423896, Nov. 20, 2025.
A auto-generated summary follows. I’ll replace this online with a full transcript.
Sam Le interviews Damien Specht, a Morrison & Foerster partner, about Senate-passed SBIR reauthorization after the program’s first lapse, including debates over capping repeat Phase I/II winners, adding larger awards, and emphasizing commercialization while keeping SBIR focused on early-stage R&D. Damien discusses how small business legislation moves slowly on Capitol Hill compared with regulatory change, and how private equity, minority investment, and strategic M&A shape the govcon market.
He analyzes SBA’s January 16 recertification “cliff,” uncertainties for IDIQ reserves, GSA Schedule and novation, and suggests mentor-protégé JVs and minority investments as post-cliff strategies. The conversation also covers SBA’s 8(a) suspension waves and limitation-on-subcontracting enforcement, alleging AI-driven screening with errors and due-process concerns, conflicts between SBA rules and the FAR overhaul, and common diligence pitfalls like affiliation, delayed SAM updates, ownership structure noncompliance, and JV mistakes.
00:00 Show Welcome
00:41 SBIR Reauthorization Update
01:51 Caps Awards Commercialization
04:06 Program Purpose And Outreach
06:18 Hill Experience And Partisanship
09:23 Investment And Affiliation Rules
11:42 Recertification Cliff Explained
19:32 Market Outlook And Deal Types
21:51 Post Cliff Strategies
24:28 Minority Investment Rule Changes
25:09 Venture Capital Affiliation Trap
27:10 8a Suspensions and AI Audits
31:14 Subcontracting Limits Enforcement
32:56 FAR Overhaul vs SBA Rules
35:51 Building People GAO Case
38:27 Wish List for New SBA Rules
39:32 HUBZone 35 Percent Challenge
41:06 M&A Valuation Near Size Limit
43:11 Due Diligence Compliance Pitfalls
46:40 Joint Venture Rules and Wrap Up
About the guest
Damien Specht is a partner in Morrison Foerster’s Government Contracts & Public Procurement practice. Damien represents clients in government contracts transactions, regulatory counseling, subcontract and teaming agreement negotiations, contract disputes, size protests, and protests. He has played a significant role in hundreds of government contracts transactions, representing industry leaders, private-equity firms and entrepreneurs.
With 20 years of Federal legal experience, Sam Le counsels small businesses through government contracting matters, including bid protests, contract compliance, small business certifications, and procurement disputes. Sam obtained his law degree from the University of Virginia and formerly served as SBA’s director of procurement policy. His website is www.samlelaw.com.
This video is for informational purposes only and does not constitute legal advice.
