Lions & Tigers, Novations & Change of Name Agreements, Oh My!

[Guardian]

Novation and Change of Name Agreements are two separate actions, described in FAR sections 42.1204 and 42.1205, respectively.  Each has its own set of regulatory requirements.  But how should a CO approach a situation whereby the awardee is acquired by another company that then changes its name before they register the transferee/new corporate name in SAM?  Here's the scenario:

1) Agency makes an award to ABC, Inc.

2) XYZ, Ltd. acquires ABC, Inc.

3) ABC, Inc. has an active SAM registration; XYZ, Ltd. does not.

4) XYZ, Ltd. changes its name to ABC, Ltd. (ABC, Ltd., mind you, not ABC, Inc.)

5) Rather than acquiring a new DUNS number for ABC, Ltd. (formerly XYZ, Ltd.), the awardee petitions SAM to change the entity's name in its active registration from ABC, Inc. to ABC, Ltd. and refresh for 12 months, while maintaining their original DUNS number.

Per its request, ABC, Ltd. has submitted both signed Novation and Change-of-Name agreements to the CO.  The agreements are structured as follows:

Novation Agreement (Dated December)

Transferor: ABC, Inc.

Transferee: XYZ, Ltd.

Change of Name Agreement (Dated the following January)

From: XYZ, Ltd.

To: ABC, Ltd.

It seems to me that these changes can be accomplished through one mod supported by the necessary documents, including those required under subpart 42.12, while telling the full story of what has occurred and documenting accordingly within the contract file.