©2017 Yerkes SouthH2H JV, LLC

Navigating the New Mentor Protégé Programs and Joint Venture Guidelines:

A Small Business’ Perspective and Lessons Learned

Yerkes South/H2H LLC Joint Venture

Christine Yerkes, PE, Managing MemberYerkes South, Inc.Pensacola, Florida

www.yerkessouthinc.com www.h2hassociates.com TOTAL SMALL BUSINESS 8(a) HUBZONE SDVOSB WOSB EDWOSB

Richard A. Hisert, PhD PG, MemberH2H Associates, LLCTroy, New York

Overview

1. Introductions

2. Why are we speaking about this?

3. The Mentor Program

4. What’s in it for me?

5. Ok, I’m convinced. Now what?

6. Plan ahead, expect 3-6 months to put this together

and get approved

7. Resources

8. It’s worth it? Why?

Christine Yerkes, PE, MBA

• 1996-1999 NAVFAC, Active Duty Lieutenant

• 2000-2001 URS QA/QC Manager

• 2001-2003 Director Facility Support Contracts Division

• 2003-2005 Facilities Support Contracts Program Mgr.

• 2005-2007 Technical Director Engineering and Construction

• 2007-2009 Project Mgr., Integrated Product Team Gulf Coast

• 2009-2015 Resident Engineer - Administrative Contracting Officer, Eglin AFB and USACE

• 2014 CEO of Yerkes South, Inc.

• 2017 Established Formal JV with H2H Associates

Introductions

History – Richard Hisert, PhD, PG

• 1993-2003 Employed at Rust E&I/Earth Tech, Head of Construction Materials and Mining Group

• 2003 Established H2H and in 2005 H2H is SBA Certified 8(a) Firm, Co-Owner and Founder

• 2013 H2H Receives bonding as a CM firm

• 2014 Established HUB Zone Firm IMT

• 2015 8(a) Certification expires

• 2016 H2H continues as an SBA Certified Small Business

• 2017 Established formal JV with Yerkes South, Inc.

Introductions

2005 - Present 2014 - Present

• We have specific experience as an old 8(a), graduate in 2015.

• An 8a that was unofficially mentored, so to share that experience.

• As a new 8a, what this rule has done to date, what it hopes to do and how it gets there.

• Timely – New ruling, just 1 yr old.

Why are we speaking about this?

Mentor Program Highlights

• About

• Types of Mentor programs

• Federal, state and other agencies programs

• Past

• Changes – affiliation, all small corrections

Mentor Program Highlights

• Expanded mentor-protégé program that will allow all types of small businesses to qualify as protégés, while retaining, but slightly revising, its existing mentor-protégé program for participants in the 8(a) Business Development program.

• The final rule became effective on Aug. 24, 2016. SBA has began processing these new mentor-protégé applications on late 2016.

• Like the current rule for 8(a) protégés, the final rule permits small business protégés and their SBA-approved mentors to form joint ventures that qualify for contracts set aside for small businesses or any other socioeconomic category for which the protégé firm qualifies. The rule thus greatly expands the pool of potential joint venture partners for large businesses seeking to compete for set-aside contracts.

• Unlike the rule for 8(a) joint ventures, which requires SBA approval of a written joint venture agreement prior to the award of an 8(a) contract, joint venture agreements between mentors and protégés for non-8(a) joint ventures under the new rule will not require SBA approval prior to the award. Instead, they will be subject to self-certification and potential review by SBA in a formal size or status protest.

• Small business joint ventures may no longer be "populated" with individuals intended to perform the contract; they must be unpopulated or populated only with administrative personnel.

Mentors

As a result, to be eligible to serve as a mentor, an entity must demonstrate that it’s:

1. Capable of carrying out its responsibilities

2. Be of good character

3. Not debarred or suspended

4. Brings Value, experience, in government contracting

Men·tor, noun. An experienced and trusted adviser.

Protégé

To act as a protege, an entity must demonstrate:

1. Must be small under its NAICS code.

2. Not affiliated, however can sell up to 40% of company to Mentor to raise capital in a JV

Protégé, noun. A person who is guided and supported by an older and more experienced or influential person.

Protégé

• The protégé must be the managing venturer of the joint venture.

• The protégé must own at least 51 percent of the joint venture ownership interests and receive a commensurate share of the profit.

• The joint venture must perform the percentage of work on a set-aside contract required by the applicable The protégé must perform at least 40 percent of the work performed by the joint venture partners, including the affiliates of the non-small business partner through subcontracts at any tier.

• The protégé must perform more than administrative and ministerial tasks.

• The joint venture must establish a special bank account.

• The joint venture agreement must itemize all major equipment, facilities and other resources to be furnished by each party.

• The joint venture agreement must specify the responsibilities of the parties.

• The joint venture agreement must provide that each partner will ensure performance of the contract if the other member withdraws or fails to perform.

• Each party to the joint venture will be required to sign a "certificate of compliance" attesting to compliance with the provisions of the joint venture agreement and that the parties will perform in compliance with the performance of work requirements. The certificate must be provided by the protégé to both the SBA and contracting officer prior to performance of any set-aside contract.

• Each joint venture party must allow the SBA, including the SBA's Office of Inspector General, "to inspect and copy all records and documents."

Why do this?

Benefits for large and small company mentor 1. Meet your set aside goals2. Limit your risk with small businesses3. Develop a niche company to support you4. Maintain existing relationships5. Expand into new markets6. Get a Gold Star from SBA!

Benefits for the protégé 1. Meet your business goals while preventing large business

from exerting excessive influence2. Obtain technical and management assistance3. Obtain financial assistance4. Help in contract performance5. Learn new skills6. Expand your markets, geographically and technically7. Enhance your capabilities overall

Tips on Choosing a Mentor & Choosing a Protégé

• Know the rules first, you can only have 2 mentors and 3 protégé’s

• Go to matchmaking events and conferences

• Research potential partners

• Really look at the benefits to both companies

• Don’t jump too quick

• Don’t get your feeling hurt, its business

Ok, Now What?

The Makings of a Good Mentor

• Experience – Staff Offers Years of Professional Competency, dozen national publications and presentations

• Testimonials, Reviews & Ratings (CPARS to right)

• National & International Project Experience

• Positive working relationships with other consultants

• Unique-niche markets or equipment

• Complimentary Services

• Strengthen Services

• Expansion of Services

REPUTATION WORKING WITH SMALL/OTHER FIRMS!!

A Good Example of a MentorFinancial Performance & Viability for Growth

• Strong Business Performance - 12 Years of Profitability

• Secure Financial Standing - Strong Relationships with Financial Institutions

• $0.5 million in Line of Credit

• Bonding Capabilities - $25 Million

• Excellent Safety Record

• Low Risk to a Prime = Proven Performer with the Government

Good Mentor ContinuedSystems, Accounting & Time Management, Etc.

• Clean SBA Audit Record - 12 Years

• Approved Federal Small Business Contractor

• Approved-Experience contractor with numerous Federal and State Agencies

• Completed DCAA Audit

• Proven Time and Accounting Management System

A Good Protégé

1. Experienced

2. Realistic expectations

3. Smart & ward working

4. Willing to let go

5. Trust worthy

6. Knows that they don’t know everything

7. Committed

8. Surrounds themselves with good/better people

• Know the requirements inside and out

• Don’t fall for consultants that charge huge fee’s for something that really isn’t hard

• Understand the work involved

• Setting up a company

• Financial system

• Roles & Responsibilities

• Outline expectations

• Share the load

• Help each other – that’s what it is all about

Planning & Resources

• CFR

• SBA

• PTACs

• Small Business Representatives

• SAME

• Online

Resources

Is it worth it?

Mine Planning - Permitting

• Comprehensive Mine Planning

• Expert Testimony

• Valuations

• Due Diligence

• Reserves Analyses

• Reclamation Planning and Design

• Physical Inventory Services

• GEMCOM SURPAC geochemical,

• Economic modeling

Geologists

• Geologic Investigation

• Hydrogeological Modeling

• Aquifer Storage and Recovery Analysis

• Geologic Modeling

• Core Logging

• Petrographic Analysis

http://rock.epubxp.com/i/113289

http://www.aggman.com/stockpile-analysis

Environmental Professionals

• Mine Permitting

• SEQR - NEPA

• Phase I and Phase II Environmental Site Assessments

• Due Diligence/Environmental Audits

Site Data Acquisition and Mapping

• 3-D Laser Scanning

• Terrestrial, Waterborne , Indoor and Aerial Mapping

• GIS

• Point Cloud Processing

Civil, Geotechnical Engineering Services

• Geotechnical Investigations and Instrumentation

• Hydrologic and Hydraulic Modeling

• Storm Water Design

• SWPPPs

• SPDES Permitting

Where we Work and What we do

Construction Management – Design Build

• GC/Construction Management

• Cost Control / Cost Estimating

• CQM / Safety Management

• Submittals and Document Control

And in Colombia, Panama, Cuba and Puerto Rico

Where We Work

Combined Active Clients Around North America

Combined Teaming Partners

Thank you.