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By Robert Rubin Senior Managing Director

With an ongoing worldwide pandemic and economies in free fall – our world is full of uncertainty. Many businesses are faced with the challenge of survival daily. Does this sound like a good time to be thinking about long term issues of growth or ways to enhance the value of your business? If you are a government contractor, particularly with revenues in the range of $10 - $50 million the tumult throughout the world could present an unparalleled opportunity to do just that! As we saw during the financial meltdown in 2008, the impact of macroeconomic factors on government contractors is not as profound as that experienced by other sectors of our economy. That’s not to say there were not challenges that need to be addressed. But I believe they tend to be more operational rather than financial in nature. Some examples include no in-person meetings with clients, transferring work previously being performed at the client site to different locations, and the impact on efficiency and creativity due to the inability to meet in person and exchange ideas. For classified work, these can be particularly challenging adjustments to make. On the other hand, from most of the government contractors we have been talking with recently, their people are still working at generally the same level of effort and bills are being paid in a timely manner. In fact, for those who are directly supporting the SBA’s PPP and other efforts, they have seen an exponential expansion of their business. While procurements for goods and services to support the effort to fight the pandemic are expedited, the biggest concern we have heard is the procurement process and new contract awards for items that are not essential to the current problems are experiencing a slowdown. Eventually business may likely return to the “new normal” and a huge deficit of trillions of dollars will likely have to be dealt with. It seems logical to think federal and state governments may look to increase revenues through a combination of higher taxes and fees and implement significant reductions in spending. Picking the winners and losers and how that may play out is something that government contractors will likely have to contend with over the next few years. I believe this is the biggest challenge which is causing a lot of consternation to owners of small and medium sized businesses. For some time, M&A activity in the government contracting arena, particularly at the upper end, has reflected strong buyer demand resulting in a sellers’ market. At the lower end of the market, small and medium sized companies with a large amount of restricted work, with some exceptions, may have experienced a slow but steady contraction in valuations as market multiples continue to decline. Faced with many of the structural challenges that make growing beyond the small business size standards and/or being able to compete for larger, more technical awards, and the uncertainty presented in the future may have already caused many owners who were previously “on the fence” to begin seriously considering an exit.


For those who are up to the challenge, the opportunity to obtain new contracts, clients, skills, or products while enhancing critical mass and the ability to pursue larger procurements at a reasonable price may never be better than right now. In addition, being a well-capitalized and motivated buyer, at the lower end of the market, will likely be a strong differentiator. Though conventional financing for an M&A transaction is still available, in conversations with bankers they indicate that underwriting standards and pricing will likely be tighter going forward. Finally, there are more alternative financing sources than ever before that are interested in getting into or expanding their portfolios into the government contracting arena. Creative financial structures are usually one of the ways these transactions get done in a manner that meets the goals of all parties.


So, is now the time for bold thinking?


We believe the answer is an unqualified “YES”. Please feel free to contact me to discuss this article in further detail or discuss your specific situation as part of a free evaluation of your options.


The opinions herein are of the individual and not necessarily of Boustead Securities, LLC or Trident Advisors. There is no guarantee that any specific outcome will be achieved.



About Robert N. Rubin


Robert Rubin joined Boustead as Senior Managing Director in 2020 and has over 35 years of experience in Mergers and Acquisitions, the last 25 of which have been specifically focused on the technical services marketplace including Aerospace, Defense and Government contracting in the Washington DC Metropolitan area.

In addition to his background in M&A, he has extensive experience in corporate finance and development with public and privately held companies. He has been involved in more than 40 transactions worldwide, and served as President of the National Capital Chapter and on the International Board of Directors for ACG. Robert is a FINRA registered representative and holds series 7, 24, 63, 79 and 99 licenses.

For more information on M&A's contact:

Robert Rubin

(301) 537-8221



About Boustead Securities, LLC

Boustead Securities, LLC (“Boustead”) is an investment banking firm that executes and advises on IPOs, mergers and acquisitions, capital raises and restructuring assignments in a wide array of industries, geographies and transactions, for a broad client base. Boustead’s core value proposition is the ability to create opportunity through innovative solutions and tenacious execution. With experienced professionals in the United States, Boustead’s team moves quickly and provides a broad spectrum of sophisticated financial advice and services. Boustead is a majority owned subsidiary of Boustead & Company Limited, a diversified non-bank financial institution. For more information, please visit www.boustead1828.com.


Forward-Looking Statements

This document contains forward-looking statements. In addition, from time to time, we or our representatives may make forward-looking statements orally or in writing. We base these forward-looking statements on our expectations and projections about future events, which we derive from the information currently available to us. Such forward-looking statements relate to future events or our future performance, including: our financial performance and projections; our growth in revenue and earnings; and our business prospects and opportunities. You can identify forward-looking statements by those that are not historical in nature, particularly those that use terminology such as “may,” “should,” “expects,” “anticipates,” “contemplates,” “estimates,” “believes,” “plans,” “projected,” “predicts,” “potential,” or “hopes” or the negative of these or similar terms. In evaluating these forward-looking statements, you should consider various factors, including: our ability to change the direction of the Company; our ability to keep pace with new technology and changing market needs; and the competitive environment of our business. These and other factors may cause our actual results to differ materially from any forward-looking statement. Forward-looking statements are only predictions. The forward-looking events discussed in this document and other statements made from time to time by us or our representatives, may not occur, and actual events and results may differ materially and are subject to risks, uncertainties and assumptions about us. We are not obligated to publicly update or revise any forward-looking statement, whether as a result of uncertainties and assumptions, the forward-looking events discussed in this document and other statements made from time to time by us or our representatives might not occur.


Boustead Securities, LLC (“Boustead”) is pleased to announce the addition of its Las Vegas office and welcomes three seasoned professionals to the team, including Greg Yankovsky, Philip Peredo, and Princess Viray. 


Greg Yankovsky


Greg Yankovsky joined Boustead Securities, LLC in 2020 as Senior Managing Director. Born and raised in Japan, Greg came to the U.S. at age 18 and is a U.S. Air Force veteran.

Greg, based in Las Vegas, began his securities work at Bateman Eichler Hill Richards. From 1985 until 1995, Greg worked in branch management at Paine Webber. In 1995, Greg transitioned into independent production, working in clearing through Bear Stearns, Fidelity and Pershing. Other firms Greg has worked with include Capital Bay Securities, Roundhill Securities, Genesis Merchant Group Securities, National Securities, and McNally Financial.

Greg received his BA from Stanford University in 1969 and has a working knowledge of Japanese and Russian.

Holds FINRA Series 4, 7, 9, 24 and 63 licenses.

Philip Peredo


Philip Peredo is a Managing Director of Boustead Securities, LLC and Sutter Securities, Inc. and is based in Las Vegas, Nevada. Prior to Boustead and Sutter, Phil was a Financial Advisor at Merrill Lynch. Phil is also an investor in the entertainment and hospitality industries in Las Vegas and Southern California.

Originally from the New York City area, Phil operated an offshore outsourcing and procurement business for several years. He has also spent time in the non-profit world as a Director at Goodwill Industries. Prior to this, Phil worked in the Procurement Office of the law firm of O'Melveny & Myers. Phil spent his early career in government and electoral politics prior to entering the business world as a Congressional Staffer, elected official, and White House Intern. Phil enjoys stand-up comedy and playing tennis in his free time.

Holds FINRA Series 7 and 66 licenses.

Princess Viray


Princess joins Boustead Securities as a Managing Director. She began her career at Merrill Lynch Wealth Management after 15 years as an academic researcher and higher education leader at the University of Vermont.   Prior to acquiring her FINRA licenses at Merrill Lynch Wealth Management, she developed and led a $15 million international Pre-Master’s program to recruit students from China, Indonesia, Bangladesh, Iran, and Korea.

She is a published academic scholar and author of two books, and several articles. During her doctoral studies she was asked to be a global cultural bearer within the Ilokano ethnolinguistic indigenous hand-tap tattooing community.

Her combination of interdisciplinary leadership and her knowledge of global communities and their markets positioned her to enter the financial industry as a trusted advisor to higher education faculty leadership and researchers, global cultural arts equity groups, and institutional business development consultant.  

Princess is a graduate from the University of Vermont with degrees in Social Work and Interdisciplinary Studies and has completed her doctoral studies in Education Leadership and Policy. Holds FINRA Series SIE and 7 licenses.

About Boustead Securities, LLC

Boustead Securities, LLC (“Boustead”) is an investment banking firm that executes and advises on IPOs, mergers and acquisitions, capital raises and restructuring assignments in a wide array of industries, geographies and transactions, for a broad client base. Boustead’s core value proposition is the ability to create opportunity through innovative solutions and tenacious execution. With experienced professionals in the United States, Boustead’s team moves quickly and provides a broad spectrum of sophisticated financial advice and services. Boustead is a majority owned subsidiary of Boustead & Company Limited, a diversified non-bank financial institution. For more information, please visit www.boustead1828.com.

CAUTIONARY STATEMENT CONCERNING FORWARD LOOKING STATEMENTS This document contains forward-looking statements.  In addition, from time to time, we or our representatives may make forward-looking statements orally or in writing.  We base these forward-looking statements on our expectations and projections about future events, which we derive from the information currently available to us.  Such forward-looking statements relate to future events or our future performance, including: our financial performance and projections; our growth in revenue and earnings; and our business prospects and opportunities.  You can identify forward-looking statements by those that are not historical in nature, particularly those that use terminology such as “may,” “should,” “expects,” “anticipates,” “contemplates,” “estimates,” “believes,” “plans,” “projected,” “predicts,” “potential,” or “hopes” or the negative of these or similar terms.  In evaluating these forward-looking statements, you should consider various factors, including: our ability to change the direction of the Company; our ability to keep pace with new technology and changing market needs; and the competitive environment of our business.  These and other factors may cause our actual results to differ materially from any forward-looking statement.  Forward-looking statements are only predictions.  The forward-looking events discussed in this document and other statements made from time to time by us or our representatives, may not occur, and actual events and results may differ materially and are subject to risks, uncertainties and assumptions about us.  We are not obligated to publicly update or revise any forward-looking statement, whether as a result of uncertainties and assumptions, the forward-looking events discussed in this document and other statements made from time to time by us or our representatives might not occur.



New guidance from SBA regarding PPP loans

PPP loans have been a lifeline for many businesses during the current economic downturn caused by the Covid-19 pandemic.

A lot of PPP loan recipients are still experiencing financial distress and are grappling with what the future may hold. We are seeing a marked pick up in owners of businesses with revenues of $10-50 million across a wide array of industry segments, who are now seriously considering a sale as the best path to maximize and realize enterprise value.

New guidance from the SBA regarding PPP loan recipients could potentially add time and complexity to the M&A process. These requirements need to be understood early in the transaction process by both buyers and sellers to avoid the potential for undermining the goals of both parties.

When does a change in ownership occur?

SBA regulations state that a change in ownership occurs when:

  • Ownership interest or common stock of at least 20% is sold or transferred

  • 50% or more the assets are sold or transferred in one or more transactions

  • The entity is merged with another business

What approvals are required?

Depending on the specifics of each situation, a transaction may require the approval of the lender and SBA. Required approvals in the SBA guidance include:


No Approval Required

  • If the PPP loan is forgiven in full or difference between the maximum approved amount and the loan amount is paid.

  • Stock sale transactions involving up to 50% of the common stock or other ownership interest.

PPP Lender Consent

  • Transactions involving a transfer of equity or a merger involving up to 50% common stock or other ownership interest.

  • Prior to closing the borrower submits a complete application for loan forgiveness.

  • Must escrow an amount equal to balance of PPP loan with the lender.

  • Upon approval of the application borrower receives escrowed amount less any unforgiven amounts

SBA and PPP Lender Consent

  • If the transaction is for more than 50% of the common stock or other ownership interest AND the full amount of the PPP loan cannot be escrowed, the following will generally have to be submitted to the SBA for approval of the transaction:

  • Explanation of why the owner cannot repay the loan or escrow the necessary funds.

Copy of the PPP loan documents.

Copy of the PPP note.

Purchase Agreement.

Details on who will be responsible for the obligations of the borrower

for the PPP loan.

  • Statement on whether the buyer has a PPP loan

List of all owners of 20% or more of the common stock or other

ownership interests of the buyer.

SBA Consent Timeline Transactions requiring SBA consent are expected to receive a determination in 60 days of receipt of the complete application as provided in the recently published guidelines. A word of caution, however, is that this is a new process and may take longer to implement at the beginning. Another caution, the application of funds received from multiple government loan programs can add additional time and costs to completing a transaction. In addition to these lender requirements, buyers, in particular, have to understand what financial obligations they're taking on, or risk severely impacting their return on investment. While the provisions of this new SBA guidance should not present any difficulties, this is just another “hoop to jump through” to completing an M&A transaction.Robert Rubin Robert Rubin joined Boustead as Senior Managing Director in 2020 and has over 35 years of experience in Mergers and Acquisitions, the last 25 of which have been specifically focused on the technical services marketplace including Aerospace, Defense and Government contracting in the Washington DC Metropolitan area. In addition to his background in M&A, he has extensive experience in corporate finance and development with public and privately held companies. He has been involved in more than 40 transactions worldwide, and served as President of the National Capital Chapter and on the International Board of Directors for ACG.  Robert is a FINRA registered representative and holds series 7, 24, 63, 79 and 99 licenses. For more information on M&A's contact: Robert Rubin (301) 537-8221 Robert.Rubin@boustead1828.com


This opinion is that of the individual and not necessarily that of Boustead Securities, LLC. This is not a solicitation or offer to buy or sell securities. There is no guarantee that any specific outcome will be achieved.

About Boustead & Company Limited  Boustead & Company Limited is a diversified and comprehensive non-bank financial institution with offices in Los Angeles, New York, San Francisco, London and Beijing that is rapidly expanding in growth markets throughout the US and Asia. Through its principals and fully licensed subsidiaries, Boustead & Company possesses rich experience and exceptional capabilities in capital markets deal execution and is dedicated to providing best-in-class one-stop financial services to clients. Boustead’s comprehensive financial services platform consists of four operating units: Boustead Securities, LLC a US-based FINRA Broker/Dealer and middle-market investment bank; Sutter Securities Group, Inc., which owns four FINRA-regulated entities, Sutter Securities, Inc., Sutter Securities Clearing, LLC and FlashFunders Funding Portal, LLC, along with Sutter Securities Financial Services, Inc., Sutter Capital Partners, LLC a California Registered Investment Advisor; and Boustead Capital Markets, LLP a London-based FCA-regulated company. For more information, please visit www.bousteadco.com. Forward-Looking Statements This document contains forward-looking statements.  In addition, from time to time, we or our representatives may make forward-looking statements orally or in writing.  We base these forward-looking statements on our expectations and projections about future events, which we derive from the information currently available to us.  Such forward-looking statements relate to future events or our future performance, including: our financial performance and projections; our growth in revenue and earnings; and our business prospects and opportunities.  You can identify forward-looking statements by those that are not historical in nature, particularly those that use terminology such as “may,” “should,” “expects,” “anticipates,” “contemplates,” “estimates,” “believes,” “plans,” “projected,” “predicts,” “potential,” or “hopes” or the negative of these or similar terms.  In evaluating these forward-looking statements, you should consider various factors, including: our ability to change the direction of the Company; our ability to keep pace with new technology and changing market needs; and the competitive environment of our business.  These and other factors may cause our actual results to differ materially from any forward-looking statement.  Forward-looking statements are only predictions.  The forward-looking events discussed in this document and other statements made from time to time by us or our representatives, may not occur, and actual events and results may differ materially and are subject to risks, uncertainties and assumptions about us.  We are not obligated to publicly update or revise any forward-looking statement, whether as a result of uncertainties and assumptions, the forward-looking events discussed in this document and other statements made from time to time by us or our representatives might not occur.

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