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Monetising intellectual property
The new value paradigm




Simon Crossley, Partner
4 October 2012
Why is this an agenda item?

• approaches to corporate valuation are changing
• the global economy demands tight fiscal
  discipline
• capital is king

and consider these questions
What’s keeping the Board awake?
Some thoughts ... feel free to add more
• we need to cut costs
• our valuation doesn’t reflect what a valuable
  business we are
• we can’t raise capital, the Bank won’t listen
• can we do any more on tax?
• our pension scheme is soaking up our
  investment capital
A working proposition

“The majority of global/regional businesses who
create/innovate are missing out on IP related
opportunities”

• what are these?
Driving corporate value
                                          secrets

                                          brands
   intangible           intangible
                                         know how

                                          patents

                                         customers

    tangible
                         tangible         tangible

   1980s                   2010            2020?
                     Time
        Relevance:      M&A
                        PE transaction
                        IPO
Managing assets

• rights in the wrong place

• portfolio fitness

• money in the cabinet
Looking at all the angles


litigate to generate
revenue                Non Core   out licence/sell



                        Core          litigate to preserve
                                      margins
Tax opportunities

A - UK R&D Tax Credit
             SME                 Large Companies
      Credit 225% of qualifying 130% of qualifying
             expenditure        expenditure


B - IP Holding Co
                       royalty
     IP Co                                 Group
                     IP licence
Security and securitisation

• IP as an asset to lend against
• securitising IP driven revenues streams if those
  revenue streams are:
   – long term
   – “solid”

The music and pharmaceutical industry have used
this route but the mechanism is generic
Managing pension scheme shortfalls
      Scheme                            Company

                             SPV
• In broad terms:
   – the Company transfers the asset and pays an ongoing
     royalty
   – SPV licences use
   – the Scheme is “closer” to a realisable asset should the
     worst happen, which can lead to a more relaxed
     financing plan for the scheme deficit

.....valuation is key.....
Effective monetisation depends on...

Identification

                 Thought
                           Management
                                         Exploitation

A governance led process for the Group
Still awake?


Cutting cost           Portfolio review, realise annual savings
Feeling undervalued?   Defend value with evidence of IP assets
                       to bolster vanilla valuation
Raising capital        Consider IP as security, IP programmes
                       for non core IP and securitisation
What about the tax?    Use the tax credit system and think
                       about tax efficient IP holding companies
Pension deficits       Consider the Tui route using IP
Any Questions?

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Monetising intellectual property

  • 1. Monetising intellectual property The new value paradigm Simon Crossley, Partner 4 October 2012
  • 2. Why is this an agenda item? • approaches to corporate valuation are changing • the global economy demands tight fiscal discipline • capital is king and consider these questions
  • 3. What’s keeping the Board awake? Some thoughts ... feel free to add more • we need to cut costs • our valuation doesn’t reflect what a valuable business we are • we can’t raise capital, the Bank won’t listen • can we do any more on tax? • our pension scheme is soaking up our investment capital
  • 4. A working proposition “The majority of global/regional businesses who create/innovate are missing out on IP related opportunities” • what are these?
  • 5. Driving corporate value secrets brands intangible intangible know how patents customers tangible tangible tangible 1980s 2010 2020? Time Relevance: M&A PE transaction IPO
  • 6. Managing assets • rights in the wrong place • portfolio fitness • money in the cabinet
  • 7. Looking at all the angles litigate to generate revenue Non Core out licence/sell Core litigate to preserve margins
  • 8. Tax opportunities A - UK R&D Tax Credit SME Large Companies Credit 225% of qualifying 130% of qualifying expenditure expenditure B - IP Holding Co royalty IP Co Group IP licence
  • 9. Security and securitisation • IP as an asset to lend against • securitising IP driven revenues streams if those revenue streams are: – long term – “solid” The music and pharmaceutical industry have used this route but the mechanism is generic
  • 10. Managing pension scheme shortfalls Scheme Company SPV • In broad terms: – the Company transfers the asset and pays an ongoing royalty – SPV licences use – the Scheme is “closer” to a realisable asset should the worst happen, which can lead to a more relaxed financing plan for the scheme deficit .....valuation is key.....
  • 11. Effective monetisation depends on... Identification Thought Management Exploitation A governance led process for the Group
  • 12. Still awake? Cutting cost Portfolio review, realise annual savings Feeling undervalued? Defend value with evidence of IP assets to bolster vanilla valuation Raising capital Consider IP as security, IP programmes for non core IP and securitisation What about the tax? Use the tax credit system and think about tax efficient IP holding companies Pension deficits Consider the Tui route using IP