The strength and defensibility of intellectual property assets is increasingly a factor in mergers and acquisitions. In acquisitions, mergers, public offerings and divestitures of assets, buyers and sellers alike must pay close attention to intellectual property assets and must not underestimate the importance of due diligence. Tailoring the terms of the deal to an in-depth understanding of intellectual property assets and assessing the competitive landscape is critical to maximizing the benefit of the deal and managing the risks.
We take a proactive approach to defending assets and promoting our clients’ interests. We’ve integrated our skilled corporate attorneys with our renowned intellectual property attorneys to provide a unique and valuable service not readily found in the market. Our attorneys perform in-depth intellectual property due diligence to provide our clients with the tools to make informed business decisions before, during and after the transaction.
Assistance we provide includes:
- Identifying the structure of the proposed transaction
- Reviewing the extent of the exclusivity of the intellectual property assets in the marketplace
- Isolating potential exposure to liability
- Advising on licensing options
- Counseling on tax implications
In addition to reviewing our clients’ intellectual property portfolios, we also have extensive experience performing a wide variety of due diligence activities in connection with merger and acquisition, corporate financing and securities deals. Since every entity owns or licenses some intellectual property, the review and verification of ownership and validity of that intellectual property is critical in any corporate transfer. Our ability to perform this due diligence in a timely fashion facilitates, rather than delays, the deal.
This due diligence includes ascertaining the scope of coverage of the target’s patents, the validity and enforceability of such patents, identifying key competitors and their key patents, examination of existing license agreements and disputes, identifying government rights, status of trademark use and enforcement, cataloging existing know-how among key employees and much more.