A04 - Sole Source Justification_FAR 13.5_Signed.pdf

DEPARTMENT OF DEFENSE

WASHINGTON HEADQUARTERS SERVICES

1155 DEFENSE PENTAGON

WASHINGTON, DC 20301-1155

ACQUISITION

DIRECTORATE

SOLE SOURCE JUSTIFICATION UNDER SIMPLIFIED PROCEDURES

FOR CERTAIN COMMERCIAL ITEMS

UNDER FEDERAL ACQUISITION REGULATION (FAR) 13.5

1. AGENCY AND CONTRACTING ACTIVITY:

Agency:

Office of the Deputy Assistant Secretary of Defense for Industrial Policy (INDPOL) 3330 Defense Pentagon Room 3B854 Washington DC 22202

Contracting Activity:

Washington Headquarters Services/Acquisition Directorate (WHS/AD) 4800 Mark Center Drive, Suite 09F09 Alexandria, VA 22350-3400

2. DESCRIPTION OF ACTION: The purpose of this contract action is to award a follow-on contract to S&P Global Market Intelligence, LLC, the sole provider of the Capital IQ subscription service. contract

3. DESCRIPTION OF SUPPLIES/SERVICES: The Capital IQ subscription service provides data services that enables transaction research on foreign investment in U.S.

companies. Types of transaction will include, but are not limited to, mergers & acquisitions, private equity, venture capital, private placements, asset sales resulting from bankruptcy proceedings, partnerships, and other types of investments. The data service will provide information such as transaction or deal values; ownership stakes; access, rights, or involvement in the U.S. business; terms of agreement; board seats; and parties to the transaction.

Performance Periods Performance Period Dates Amount

Base Period 04/15/2022 – 04/14/2023 $118,800.00 Option Period I 04/15/2023 – 04/14/2024 $121,176.00 Option Period II 04/15/2024 – 04/14/2025 $123,599.52 Option Period III 04/15/2025 – 04/14/2026 $126,071.51 Option Period IV 04/15/2026 – 04/14/2027 $128,592.94 6 month extension IAW 52.217-8 04/15/2027- 10/14/2027 $64,296.47 Base + All Options 04/15/2022- 10/14/2027 $682.536.44

4. AUTHORITY CITED: This action is under the procedures of under the procedures of

Federal Acquisition Regulation (FAR) 13.5 under the authority of:

☒41 U.S.C. 1901, Simplified Acquisition Procedures

☐41 U.S.C. 1903, Special Emergency Procurement Authority

5. REASON FOR AUTHORITY CITED:

The Capital IQ subscription is delivered as a software as a service application via the internet-as a service. Capital IQ is the only subscription capable of providing all the required data to: I) enable transaction research on foreign investment in U.S. companies;

and 2) compatible with existing systems on Government computers required by DISA.

Capital IQ provides valuable metadata allowing INDPOL analysts to identify trends in transaction activity. Capital IQ has a breadth of coverage on everything from M&A activity to PE/VC deals and private companies; and INDPOL analysts have extensive experience using Capital IQ and the data and user interface are well integrated into existing INDPOL processes.

Additionally, Capital IQ provides the following unique offerings that no other providers.

offer:

1. Capital IQ presents extracted financial data in a normalized manner. This greatly reduces the time the program team needs to compare data across companies.

2. Capital IQ has deeper and broader coverage of transactions of interest due to

FIRRMA regulations, particularly real estate.

3. Capital IQ company profiles have more detail than those provided by other vendors, reducing information gaps that would cause us to have to contract for additional services.

Bloomberg is the only other provider that can provide all the necessary data to the INDPOL program office, however, Defense Information Systems Agency (DISA) blocks certain portions of Bloomberg data from Pentagon/Mark Center, causing information gaps that INDPOL needs to address. As such, Bloomberg is hampered by limiting INDPOL's ability to extract data out of Bloomberg.

The consequence of the INDPOL program office not obtaining a subscription to Capital IQ is that project teams will be forced to continue to rely on open source reporting, which is often incomplete, inaccurate, and difficult to validate. Capital IQ has proven to be a reliable source of this information, presented in a manner easily utilized in the program office's analyses.

6. EFFORTS TO OBTAIN COMPETITION: The INPOL program office has conducted extensive market research and determined there is no close substitute to Capital IQ that can meet the team’s unique mission requirements. There are no resellers of this subscription service.

7. FAIR AND REASONABLE COST DETERMINATION: The Contracting Officer will determine the award pricing to be fair and reasonable by comparing the proposed quote with the Independent Government Cost Estimate (see FAR 15.404‐1(b)(2)(v)).

8. MARKET RESEARCH: See Paragraph 6.

9. ANY OTHER FACTS SUPPORTING THE USE OF SOLE SOURCE: N/A

10. INTERESTED SOURCES: To date, no other sources have expressed an interest in writing.

11. ACTIONS TO INCREASE COMPETITION: Is this acquisition for a non-competitive follow-on acquisition previously awarded on a non-competitive basis?

☒Yes. A copy of the previous justification is attached (see Attachment 1 below). The actions to remove any barriers to competition cited on the previous justification ☐ were ☒ were not completed because there are currently no resellers of this subscription service.

☐No. The original acquisition was conducted on a competitive basis.

☐Not Applicable. This is a new requirement.

CERTIFICATION

I, hereby, certify that the supporting data under my cognizance included in this justification are accurate and complete to the best of my knowledge and belief.

04/04/2022 Contracting Officer Date

JUSTIFICATION FOR SOLE SOURCE

(Simplified Acquisitions <$250K)

The service or material listed on HQ0642152503 is sole source and competition is precluded for reasons indicated below. There are no substitutes available for this material or service.

1. Restricted to the following source: S&P Global, sole provider of Capital IQ

2. The requested material or service represents the minimum requirements of the government.

3. Description of the item or service required, the estimated cost, and required delivery date.

The product will provide subscriptions to a data service that enables transaction research on foreign investment in U.S. companies. Types of transaction will include, but are not limited to, mergers & acquisitions, private equity, venture capital, private placements, asset sales resulting from bankruptcy proceedings, partnerships, and other types of investments. The data service will provide information such as transaction or deal values; ownership stakes;

access, rights, or involvement in the U.S. business; terms of agreement; board seats; and parties to the transaction.

Subscriptions will be needed for 9 users for 1 year, which is estimated to cost $97,000. The service is required as soon as possible.

4. Specific characteristics of the material or service that limit the availability to a sole source (unique features, function of the item, etc.). Describe in detail why only this suggested source can furnish the requirements to the exclusion of other sources.

The material/service must be compatible in all aspects (form, fit and function) with existing systems presently installed/performing. Describe the equipment/function you have now and how the new item/service must coordinate, connect, or interface with the existing system.

The Capital IQ subscription is delivered as a software as a service application via the internet-as a service. Capital IQ is the only subscription capable of providing all the required data, in the table below, to: 1) enable transaction research on foreign investment in U.S. companies; and 2) compatible with existing systems on Government computers required by DISA.

Additionally, Capital IQ provides the following unique offerings that no other providers offer:

1. CapIQ presents extracted financial data in a normalized manner. This greatly reduces the time the program team needs to compare data across companies.

2. CapIQ has deeper and broader coverage of transactions of interest due to FIRRMA regulations, particularly real estate.

ATTACHMENT 1

3. CapIQ company profiles have more detail than those provided by other vendors, reducing information gaps that would cause us to have to contract for additional services

As shown in the table below, Bloomberg is the only other provider to provide all the necessary data INDPOL, however, DISA blocks certain portions of Bloomberg data from Pentagon/Mark Center, causing information gap that INDPOL needs to address. As such, Bloomberg is hampered by limiting INDPOL’s ability to extract data out of Bloomberg.

The below table provides a summary of the different products FIR reviewed. The table also shows that Capital IQ is the only subscription that will provide all the necessary information the FIR Office requires.

The Foreign Investment Review (FIR) Office has conducted extensive market research and determined there is no close substitute to Capital IQ that can meet the team’s unique mission requirements. Capital IQ does not have resellers of this subscription service.

A patent, copyright or proprietary data limits competition. N/A

These are “direct replacements” parts/components for existing equipment.

N/A_______________________________________________________________________

Other information to support a sole source buy:

The consequence of the government not obtaining a subscription to Capital IQ is that project teams will be forced to continue to rely on open source reporting, which is often incomplete, inaccurate, and difficult to validate. CapIQ has proven to be a reliable source of this information, presented in a manner easily utilized in the program office’s analyses.

M&A Private Equity Venture Capital Private Placements Asset Sales Joint Ventures Company Details Real Estate Transaction Scanning Additional Details Captital IQ x x x x x x x x x MergerMarket x x x x x More limited transaction coverage and details of companies Reonomy x Bloomberg x x x x x x x x x Significantly more expensive at ~$24k per user CoStar x DACIS x x D&B x Exiger DDIQ x FactSet x x x x x x x x Comparably priced to CapIQ but more limited coverage fDi x LexisNexis x PitchBook x x x x x x x Govini x x Craft x x x x x Can't be used for scanning and is in early development stages

I CERTIFY THAT STATEMENTS CHECKED, AND INFORMATION PROVIDED ABOVE,

ARE COMPLETE AND CORRECT TO THE BEST OF MY KNOWLEDGE. I

UNDERSTAND THAT THE PROCESSING OF THIS SOLE SOURCE JUSTIFICATION

PRECLUDES THE USE OF FULL AND OPEN COMPETITION.

Contracting Officer Representative/Program Office Date

Contracting Officer Date

CRAWFORD.JOHN.W

ILLIAM.1072802590

Digitally signed by

CRAWFORD.JOHN.WILLIAM.10728

02590 Date: 2021.03.16 13:46:16 -04'00'