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Kohea Foundation · Native Hawaiian Organization

Your 8(a) certification
doesn’t have to expire.

When a Native Hawaiian Organization acquires or partners with an 8(a) company, the certification converts to NHO-owned status — continuing indefinitely with no graduation requirement and no cap on sole-source contract values.

NHO Advantage vs. Standard 8(a) Exit
∞
No graduation requirement
NHO-owned 8(a) firms remain in the program indefinitely. Standard 8(a) firms exit after 9 years.
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Unlimited sole-source contracts
No dollar cap. Standard 8(a) firms are capped at $4.5M non-manufacturing, $7M manufacturing.
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Your team and contracts stay intact
We preserve the company, the client relationships, and the contracting officer relationships you’ve built.
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Fair exit on your terms
Full acquisition, minority partnership, or project-specific joint venture — you choose the structure.
None
Sole-source contract cap
for NHO-owned 8(a) firms
$100M
DoD sole-source contracts
with no J&A required
9 yrs
Standard 8(a) term limit —
NHO-owned firms have none
$4.5M
Standard 8(a) sole-source cap
that NHO firms are not bound by
20 min
To understand your options
before graduation
✕ What most 8(a) owners face at graduation
✕
Certification expires permanently — years of competitive advantage lost
✕
Compete in the open market without set-aside protection — revenue at risk
✕
Sell to a large prime that absorbs the company and eliminates the brand
✕
Wind down contracts and exit with less than the business is worth to a strategic buyer
✕
No succession plan — employees and clients left without continuity
✓ What Kohea Foundation offers graduating 8(a) owners
✓
Certification converts to NHO-owned 8(a) status — continues indefinitely
✓
Set-aside and sole-source authority preserved — no dollar cap
✓
Company, team, and brand remain intact — clients see continuity
✓
Fair acquisition price from a strategic NHO buyer — full value for what you built
✓
Flexible structure — exit fully, stay on, or keep majority control with NHO partnership
Your options

Three structures.
One decision to make.

Depending on where you are in your exit planning, one of three structures will fit your situation. All three preserve your certification. All three are offered at no cost to explore.

Structure 01
Full Acquisition
Kohea Foundation acquires majority ownership. The company applies to the SBA for NHO ownership approval. Upon approval, the certification converts and continues indefinitely. You receive a fair exit on your terms.
Clean exit with full liquidity
Option to stay on during transition (2–3 years)
Certification converts to NHO-owned status
SBA approval: 12–18 months
Best for: Owners 58+ who want a clean exit, are ready to transition out, and want full liquidity. Revenue $2M–$20M in federal contracts.
Structure 03
Joint Venture
For specific large contract opportunities, Kohea Foundation and your company form a project-specific joint venture. No ownership change required. Both parties contribute capabilities and share revenue on the specific engagement.
No ownership change required
Project-specific commitment only
8(a) JV treatment for set-aside competition
Fastest to execute
Best for: Owners who have identified a specific contract they want to pursue before or after graduation and need an NHO partner to compete effectively.
What to expect

From first conversation
to closed transaction.

The process is straightforward. The timeline depends on which structure fits your situation. Here is what the full acquisition path looks like from first conversation to close.

1
Week 1–2
Initial conversation
20-minute call to understand your situation, graduation timeline, and which structure fits. No obligation and no cost.
2
Week 3–6
Valuation and term sheet
We review your financials, contract vehicles, and past performance. We provide a valuation range and proposed terms. Owner Intelligence Assessment is free and available now.
3
Month 2–3
Letter of intent and due diligence
LOI signed. Due diligence covers financials, contracts, personnel, and compliance. SBA ownership change notification filed.
4
Month 3–18
SBA ownership change approval
SBA reviews and approves the NHO ownership change. Transaction structured to close subject to SBA approval with appropriate protections. Timeline varies by SBA workload.
5
Upon SBA approval
Close and certification conversion
Transaction closes. Certification converts to NHO-owned 8(a) status. Your company continues operating with enhanced competitive advantages and no graduation date.
Common questions

What 8(a) owners ask
before the first conversation.

What happens to my 8(a) certification when Kohea Foundation acquires my company?
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The certification does not automatically survive a change of ownership — it must be approved by the SBA under the new NHO ownership structure. When Kohea Foundation (a Native Hawaiian Organization) acquires majority ownership, the company applies to the SBA for approval of the ownership change. Upon approval, the certification converts to NHO-owned 8(a) status, which carries no graduation requirement and no cap on sole-source contract values. The SBA approval process typically takes 12–18 months, and all transactions are structured to close subject to that approval.
Can I stay involved in the business after the acquisition?
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Yes — and in most cases we prefer it. Your relationships with contracting officers, your past performance reputation, and your institutional knowledge are core to the value we’re acquiring. Most sellers stay on as President or CEO for a 2–3 year transition period under an employment or consulting agreement. The terms are negotiated as part of the acquisition structure and typically include continued compensation plus earnout provisions tied to contract performance.
How does the mentor-protégé structure work and how does it differ from a full acquisition?
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In a mentor-protégé structure, Kohea Foundation takes a minority equity stake (up to 40%) while you retain majority ownership and operational control. The SBA formally recognizes the relationship, allowing the two companies to jointly pursue contracts and bid as a small business joint venture. This is significantly faster to establish than a full acquisition (30–90 days for SBA approval versus 12–18 months) and does not require you to exit the business. It is particularly valuable for owners who want to keep running the company but want access to NHO joint venture advantages and Kohea Foundation’s resources and relationships.
What is my company actually worth to a strategic NHO buyer?
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Federal services companies are typically valued at 4–8x EBITDA depending on contract mix, revenue concentration, backlog, and clearance levels. For an NHO strategic buyer, the 8(a) certification itself carries additional value beyond the revenue — particularly if the company has active contract vehicles, multiple award task orders, or cleared personnel. Owner Exit’s free Business Valuation Calculator provides a starting estimate based on your financials and industry. A more precise valuation requires reviewing your contract vehicles, past performance, and personnel mix, which we do as part of the initial due diligence at no cost.
What happens to my employees and existing contracts during the transition?
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Continuity for employees and contracts is a primary objective of every transaction we structure. Contracts are novated to the new ownership entity through the appropriate government processes — your contracting officers are notified and the work continues without interruption. Employees are retained under the same terms in virtually all cases. The NHO ownership conversion is designed to be invisible to clients and employees during the transition period.
How long does the full process take from first conversation to close?
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The timeline from first conversation to signed LOI is typically 6–10 weeks. From LOI to close depends primarily on the SBA ownership change approval timeline, which historically ranges from 12–18 months. The mentor-protégé structure can be approved in 30–90 days. Joint ventures for specific contracts can be structured in weeks. Given the SBA timeline for full acquisitions, owners approaching graduation in 2026 or 2027 should begin conversations now — not after graduation.
Is there any cost to exploring my options with Kohea Foundation?
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No. The initial conversation, valuation discussion, and structure review are all provided at no cost. Owner Exit’s eight free tools — including the AI-powered Quality of Earnings Assessment and Business Valuation Calculator — are available immediately at ownerexit.co. Kohea Foundation charges no advisory fees on the sell side. Our economics come from the acquisition itself.

Start the
conversation.

A 20-minute call is all it takes to understand your options before your graduation date. No obligation. No cost. No pressure.

Confidential — your information is never shared
No broker commission — Kohea Foundation buys directly
All three structures explained in the first call
Attorney review recommended before any LOI
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Request received.
We will be in touch within one business day to schedule your 20-minute conversation. Check your email at the address you provided.