Sigo Valiant JV, LLC

DOCUMENT FOR PUBLIC RELEASE

The decision issued on the date below was subject to a GAO Protective Order. This version has been approved for public release.

Decision

Matter of: Sigo Valiant JV, LLC

File: B-424103

Date: February 24, 2026

Nicole D. Pottroff, Esq., Shane M. McCall, Esq., John L. Holtz, Esq., Stephanie L. Ellis, Esq., Gregory P. Weber, Esq., and Annie E. Birney, Esq., Koprince McCall Pottroff LLC, for the protester.
Diana Parks, Esq., and Hadeel N. Masseoud, Esq., Curran Legal Services Group, Inc., for KMC Solutions, LLC, the intervenor.
Marcia McCree, Esq., Department of Veterans Affairs, for the agency.
Christopher Alwood, Esq., and Alexander O. Levine, Esq., Office of the General Counsel, GAO, participated in the preparation of the decision.

DIGEST

Protest alleging that the awardee materially misrepresented that it would comply with the solicitation's limitations on subcontracting clause is dismissed where the allegation is speculative and based on unsupported evidence.

DECISION

Sigo Valiant JV, LLC, a service‑disabled veteran‑owned small business (SDVOSB) joint venture of Louisville, Kentucky, protests the award of a contract to KMC Solutions, LLC an SDVOSB of Hampton, Virginia, under invitation for bids (IFB) No. 36C78625B0035, issued by the Department of Veteran Affairs (VA) for the construction of new burial land at the Marion National Cemetery, Marion, Indiana. Sigo Valiant contends that the awardee's bid contained a material misrepresentation.

We dismiss the protest.

BACKGROUND

On June 30, 2025, the VA issued the IFB pursuant to the sealed bidding procedures of Federal Acquisition Regulation (FAR) part 14, seeking bids for construction to expand the Marion National Cemetery in Marion, Indiana. Agency Report (AR), Tab 3, IFB at 1, 6, 19.[1] The IFB provided that award would be made to the responsible bidder whose bid conformed to the solicitation and had the lowest price. Id. at 19 (incorporating FAR provision 52.214-19, Contract Award--Sealed Bidding--Construction). The solicitation was issued as an SDVOSB set‑aside and included Veterans Affairs Acquisition Regulation (VAAR) clause 852.219-75, which concerns limitations on subcontracting.[2] IFB at 56‑57. The clause states, in relevant part:

(a) Pursuant to 38 U.S.C. 8127(l)(2), the [bidder] certifies that--

(1) If awarded a contract (see FAR 2.101 definition), it will comply with the limitations on subcontracting requirement as provided in the solicitation and the resultant contract, as follows:

* * * * *

(ii) [ ] General construction. In the case of a contract for general construction, the contractor will not pay more than 85 [percent] of the amount paid by the government to it to firms that are not certified SDVOSBs listed in the [Small Business Administration (SBA)] certification database as set forth in 852.219-73 or certified [veteran-owned small businesses (VOSBs)] listed in the SBA certification database as set forth in 852.219-74. Any work that a similarly situated certified SDVOSB/VOSB subcontractor further subcontracts will count towards the 85 [percent] subcontract amount that cannot be exceeded. Cost of materials are excluded and not considered to be subcontracted.

* * * * *

(d) Offeror completed certification/fill-in required. The formal certification must be completed, signed and returned with the offeror's bid, quotation, or proposal. The Government will not consider offers for award from offerors that do not provide the certification, and all such responses will be deemed ineligible for evaluation and award.

Id. The certification included with the clause required the bidder to agree to comply with the terms of the limitations on subcontracting clause. Id. at 57.

The VA received six bids by the IFB's September 10 bid opening date. Contracting Officer's Statement (COS) at 1. KMC's bid was the lowest‑priced at $20,383,000, while Sigo Valiant submitted the second-lowest bid at $21,788,648. AR, Tab 9, KMC Bid at 2; AR, Tab 10, Sigo Valiant Bid at 10; Protest, exh. 3, Bid Tabulation. KMC's bid included a VAAR clause 852.219-75 certification form, which the firm had completed and signed, affirming that the firm would comply with the limitations on subcontracting specified in the clause. AR, Tab 9, KMC Bid at 36. The VA determined that KMC's bid was responsive to the solicitation and that the firm was responsible. COS at 1.

On September 30, the agency awarded the contract to KMC. AR, Tab 23, Award Letter. On October 2, the agency informed Sigo Valiant of the award. AR, Tab 22, Sigo Valiant Unsuccessful Bid Notice. On November 20, this protest followed.

DISCUSSION

Sigo Valiant alleges that KMC's bid should have been rejected because it misrepresented KMC's intention to comply with the subcontracting limitation provisions.[3] Protest at 9‑11; Comments at 5‑10. Specifically, the protester asserts that KMC misrepresented that it would perform at least 15 percent of the work in accordance with the IFB's limitations on subcontracting clause. The protester alleges that KMC instead plans to subcontract most of the work to a non-SDVOSB firm.[4] Protest at 10; Comments at 8.

The agency requests dismissal of the protest as legally and factually insufficient. MOL at 4‑7. The agency argues that the protester has not provided sufficient evidence that the awardee does not plan to meet the requirements of the limitations on subcontracting clause and will instead pay one or more non-SDVOSB firms more than 85 percent of the amount paid by the government under the contract. Id. at 7.

Our Bid Protest Regulations require that protests include a detailed statement of the legal and factual grounds of protest and that the grounds be legally sufficient. 4 C.F.R. § 21.1(c)(4) and (f). This requirement contemplates that protesters will provide, at a minimum, credible allegations that are supported by evidence and are sufficient, if uncontradicted, to establish the likelihood of the protester's claim of improper agency action. Protesters must provide more than a bare allegation; the allegation must be supported by some explanation and evidence that establishes the likelihood the protester will prevail in its claim of improper agency action. Warfighter Focused Logistics, Inc., B‑423546, B‑423546.2, Aug. 5, 2025, at 4.

Here, Sigo Valiant's allegations regarding KMC's intentions are based on a declaration from the president of Sigo Enterprises LLC, one of the members of Sigo Valiant's joint venture.[5] Protest, exh. 1, Sigo Valiant Decl. at 1. The declaration states that an unnamed representative of an unidentified potential subcontractor that the protester worked with on its bid contacted Sigo Valiant on September 12 to discuss this procurement. Id. at 1. The declaration states that this individual told Sigo Valiant that he met with a non-SDVOSB firm (“Company Y”) that represented it would be working on the Marion National Cemetery contract. Id. The declaration states that Company Y informed the unnamed individual that Company Y had been responsible for all bidding activities on KMC's behalf, would be acting as a “'super sub'” for KMC, and would “be performing the actual construction work for the project.” Id.

On this record, we conclude that Sigo Valiant's allegations are not supported by a sufficient factual basis. As an initial matter, the declaration relies on a conversation with an unnamed individual from an unidentified firm, which in turn relies on that individual's recollections of a meeting between himself and an alleged subcontractor to KMC that is not in the procurement record.[6] See e.g., AR, Tab 9, KMC Bid; see also AR, Tab 21, Executed Contract. Our Office has explained that such third‑hand information lacks both specificity and any indicia of reliability. See Triple Canopy, Inc., B‑400437, Nov. 13, 2008, at 7 (finding to be unreliable, “declarations [that] consist primarily of what the declarants themselves acknowledge is second and third-hand hearsay from unidentified sources”); see also Valiant Global Defense Servs., Inc., B‑421550.2 et al., Jun. 27, 2023, at 8‑9.

Further, even if we found the protester's declaration to be credible evidence--which we do not--the protester has not provided sufficient evidence to demonstrate that the awardee made a material misrepresentation in its bid. For a protester to prevail on a claim of material misrepresentation, the record must show that the representation made by the awardee is false. Health Net Fed. Servs., LLC, B‑421405.2, B‑421405.3, Aug. 4, 2023, at 30; see also J&J Maintenance, Inc., B‑251355.2; B‑251355.4, May 7, 1993, at 3 (applying our standard of review for allegations of material misrepresentations from negotiated procurements to sealed bidding procurements).

Here, the alleged statements of Company Y do not demonstrate that KMC falsely certified that it would comply with the IFB's limitations on subcontracting clause. The IFB's limitation on subcontracting clause, discussed above, only requires that the awardee “not pay more than 85 [percent] of the amount paid by the government to it to firms that are not certified SDVOSBs[.]” IFB at 56. Contrary to the protester's argument, there is nothing in the plain language of the clause requiring the awardee to perform a certain percentage of the work. Accordingly, while the statements allegedly made by Company Y allude to what scope of work Company Y would be performing, they do not address how much Company Y would be paid for its efforts.

In addition, we do not find the statements that a firm would be a “super sub” that performs the “actual construction work” of the contract to be necessarily inconsistent with an 85 percent share of the contract's scope. See Protest, exh. 1, Sigo Valiant Decl. at 1. Absent any credible evidence that KMC intended to subcontract to Company Y in excess of the IFB's limitations on subcontracting, Sigo Valiant's bare assertions, without more, fail to state a sufficient factual or legal basis for protest. Accordingly, the protest is dismissed.[7] 4 C.F.R. § 21.5(f).

The protest is dismissed.

Edda Emmanuelli Perez
General Counsel