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Expert Sell-Side Advisory for Government Contractors

MAXIMIZING VALUE

Empowering GovCon Owners

We specialize in guiding small and mid-sized GovCon owners through the intricacies of mergers and acquisitions. Our expertise ensures the preservation of your legacy and maximizes the value of your business in a dynamic market environment.

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Phase 1: Strategic Exit Readiness

Goal: Optimize your firm’s internal health to eliminate
"deal-killers" before engaging potential buyers.

 

  • Audit Readiness: Perform a deep-dive review of DCAA/DCMA compliance and resolve any outstanding indirect cost rate settlements.

  • Pipeline Validation: Stress-test the recompete risk of key prime contracts and evaluate the quality of your funded backlog.

  • Socioeconomic Analysis: Determine how a sale will impact your 8(a), WOSB, or SDVOSB eligibility and future revenue streams.

Phase 2: Market Positioning

Goal: Translate technical mission success into a compelling investment thesis that attracts high-value strategic and private equity buyers.

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  • Differentiated CIM: Develop a Confidential Information Memorandum (CIM) that highlights specialized clearances, CPARs excellence, and unique past performance.

  • Strategic Outreach: Identify and confidentially approach a targeted universe of buyers, including defense integrators and PE-backed platforms looking for "tuck-in" acquisitions.

Phase 3: Due Diligence Management

Goal: Maintain deal momentum by managing the buyer’s intensive Quality of Earnings (QofE) and compliance reviews.
 

  • GovCon-Specific Diligence: Proactively manage compliance reviews for security clearances (DCSA), Organizational Conflicts of Interest (OCI), and labor category alignment.

  • VDR Stewardship: Organize a structured Virtual Data Room (VDR) that preemptively addresses concerns regarding customer concentration or contract profitability.

Phase 4: Execution & Closing

Goal: Negotiate deal terms that maximize cash-at-close and mitigate post-closing liability.
 

  • LOI Negotiation: Compare Letters of Intent (LOIs) to evaluate not just price, but earnout viability and cultural fit for your team.

  • Purchase Agreement: Work with counsel to finalize Reps & Warranties and escrow terms that account for federal-specific risks like TINA audits.

Phase 5: Post-Close Stewardship

Goal: Ensure successful transition and protect the realization of deferred value.
 

  • Novation & Recertification: Manage the complex SBA size recertification and FAR novation processes, ensure performance and payments.

  • Earnout Protection: Oversee financial governance during to ensure the buyer operates in "good faith", maximize ability to hit revenue and profitability milestones.

  • Talent Retention: Implement strategies for "key personnel" to prevent "brain drain", critical for maintaining the company's past performance & reputation.

OUR SERVICES

We provide business advisory services to small and mid-sized government contracting companies. Our team of former military professionals have an average of 30 years of experience in government contracting. Our proprietary GovCon deal-sourcing methodology uniquely positions us to empower our clients to scale strategically and maximize exit readiness throughout our
time-tested 5-phased process.

OUR PROJECTS

Our team delivers mission-critical advisory across the GovCon landscape, managing every stage from initial growth strategy to post-M&A integration. We leverage a proven, data-driven methodology designed to align your operational strengths with current market appetites. This rigorous approach elevates your brand’s positioning and ensures you capture peak enterprise value with superior transaction terms.

OUR CLIENTS

We work with a diverse group of small and mid-sized GovCon companies across:

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​Our clients trust us to provide the guidance, expertise, and support they need to succeed in the government contracting market through growth-oriented M&A while navigating complexities such as Tier 1 Primes and Private Equity.

  • Healthcare & Clinical Services

  • Military Simulation, Training & AI

  • Critical Infrastructure ... and more

TESTIMONIALS

“STS Advisors helped us navigate the complex landscape of government contracting and provided us with the guidance and support we needed to grow our business. Their team is knowledgeable, experienced, and dedicated to helping their clients succeed.”

Martyn Rolls

Q4 Services

CONTACT US

Thank you for contacting us!

1250 City View Center

Oviedo, FL 32765

Email: advisors@sts-advisors.com

© 2026 STS ADVISORS. All rights reserved.

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