Catalytic Fund Investment Pilot - Sole Source JA (signed ml) (003)_Redacted.pdf

United States International Development Finance Corporation Catalytic Fund Investment Pilot

Over Simplified Acquisition Threshold (SAT) FAR 13.501(a)

1. Identification of the agency and the contracting activity.

The United States Development Finance Corporation (DFC) Office of Acquisitions 100 New York Avenue, N.W.

Washington, DC 20527

2. Nature and/or description of the action being approved.

This is a sole source acquisition in accordance with FAR 13.5 for legal services.

3. A description of the supplies or services required to meet the agency’s needs (including the estimated value).

To engage a single firm to represent DFC in a batched catalytic fund investment pilot process. The purpose is to identify and test operational efficiencies which reduce the bandwidth to invest in smaller, more nascent, developmental, and catalytic fund structures.

The Funds in the first batch will be committed (with a commitment letter) in DFC's fiscal year 2023 (ending September 30) with definitive documentation and closed at various times throughout the following fiscal year

Period of Performance – 3 Years

4. An identification of the statutory authority permitting other than full and open competition.

The statutory authority permitting the sole source acquisition is 41 U.S. Code § 3304 as implemented by FAR 13.501(a).

5. A demonstration that the proposed contractor’s unique qualifications or the nature of the acquisition requires use of the authority cited.

The purpose of this pilot is to test operational efficiencies which enable DFC to make commitments to smaller, more developmental fund structures. Two of the largest challenges the team faces are around: coordination between multiple project attorneys and external counsels in parallel and lack of expertise on how to address unconventional, complex fund structures which are typically associated with first time or more innovative funds. is the only firm with this kind of experience and specialization in impact investing. The team has experience working with a number of smaller, more developmental impact managers.

This tailored expertise will enable DFC to conduct thorough legal due diligence, while also developing learnings and lessons learned which DFC can apply to catalytic funds going forward. Their past geographic and impact investing experience enables them to apply this expertise to support DFC’s catalytic pilot. – founder of – has advised on some of the most well-known blended finance and impact investing transactions in the past decade. Given the nascency of the blended finance and impact investing sector (particularly in emerging markets), this unique experience will be greatly beneficial for DFC and our clients.

6. A description of efforts made to ensure that offers are solicited from as many potential sources as is practicable, including whether a notice was or will be publicized as required by subpart 5.2 and, if not, which exception under 5.202 applies.

This sole source justification will be posted on SAM.gov in accordance with the procedures in FAR 13.501(a).

7. A determination by the contracting officer that the anticipated cost to the Government will be fair and reasonable.

No award shall be made until the Contracting Officer determines the cost to the Government to be fair and reasonable. This determination will be based on a comparison of the proposed price with prices found reasonable on previous purchases and market research.

8. A description of the market research conducted (see part 10) and the results or a statement of the reason market research was not conducted.

DFC is one of the largest and most well-known impact investors in emerging markets; as such, we are always engaging with the market to understand who the top service providers are across all areas, including legal. is the well-established firm for smaller fund managers, in part due to the founding team’s experience advising on groundbreaking blended finance and impact investing transactions for clients in challenging markets worldwide. We have been in transactions where they have represented co-investors that meet this description, The information contained in this sole-source justification is accurate and complete to the best of the contracting officer’s knowledge and belief.

Samuel Dustin Contracting Officer

SAMUEL

DUSTIN

Digitally signed by SAMUEL

DUSTIN

Date: 2023.07.11 10:39:44 -07'00'