Harrison Hayes offers specialized strategy consulting services for high-growth life science companies focused on licensing opportunities, employing a four-phase process called hhsearchtm to identify and negotiate strategic partnerships. The phases include reviewing strategic objectives, conducting a candidate search, organizing meetings with potential partners, and managing negotiations and closings with a commitment to confidentiality and tailored guidance. Their extensive network and proven methodologies ensure clients navigate the complex landscape of licensing effectively to achieve mutually beneficial outcomes.

1. Licensing Overview ❉
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www.harrisonhayes.com.com

2. Harrison Hayes provides highly specialized strategy
consulting services exclusively to high-growth Life
Science companies developing or seeking new products
and technologies. By combining our position as a leader in
the strategy consulting marketplace and our in-depth Life Science
industry knowledge, Harrison Hayes is able to offer invaluable,
unrivaled partnership guidance and assistance in the pursuit and
development of growth opportunities through all phases of the
corporate development process.
■ Timely identification and evaluation of qualified licensing partners;
■ Detailed, insightful guidance during negotiations – including valuation and
structuring arrangements;
■ A dedicated, third party advisor whose focus is the successful orchestration of
your company's licensing objectives.
Our Licensing advisory services are among the most crucial Harrison Hayes provides. No
one knows better than Harrison Hayes that Licensing lies at the very heart of the Life
Sciences industry. It is a complex and sophisticated undertaking that requires not only
great expertise, but also the unique ability to identify and orchestrate the most mutually
advantageous relationships.
To that end, Harrison Hayes employs a proactive, proven approach relying upon a
tremendously targeted methodology to identify, track and analyze Life Science
technologies with the most commercial potential. Our strength stems from our
exclusive network of select clientele and an aggressive, uncompromising research team
committed to staying abreast of the latest advances, trends and evolving corporate
strategies.
In addition, Harrison Hayes actively maintains an international network of leading
business development, R&D and licensing professionals; technology transfer centers; and
venture capital firms. This wealth of relationships provides Harrison Hayes with the
resources necessary to uncover the most promising inward and outward licensing
opportunities.
Simply put, we work tirelessly to identify the
opportunities that are most profitable and
beneficial to all parties involved.
This overview outlines the process Harrison Hayes employs in its search for strategic
licensing opportunities. HHSearch™ is a targeted, four-phase process that ensures:
Licensing Overview
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3. Harrison Hayes performs our HHSearch™ in four distinct phases, each
developed to ensure the timely identification of the most strategically
sound, commercially beneficial opportunities.
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Ph:1
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Ph:2
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Ph:3
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Ph:4
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Phase I
Strategic Objectives Review
Phase II
Candidate Search
Phase III
Meetings and Due Diligence
Phase IV
Negotiations and Closing
HHSearch™ Phases

4. HHSearch™ begins with our exclusive, in-depth Strategic Objectives Review. This
Phase begins with a discussion of your company's strategic licensing objectives.
Participants in the discussion include your evaluation team and a Harrison Hayes
team comprised of a Harrison Hayes principal, managing director, research director and
project specialist.
This initial Review identifies potential areas of interest and establishes broad
search criteria – such as geographical and therapy areas, sales performance, stage of
development, and any deal breaker criteria that may apply. The criterion
determined as a result of the Strategic Objectives Review is used to search various
resources as well as to exclude unlikely targets.
After the discussions and a careful review of all the material, Harrison Hayes
presents a Non-Confidential Overview to your evaluation team. This document
outlines your company’s alliance plan and strategic objectives. Your company and a
Harrison Hayes managing director fine-tune the report creating an accurate
description that forms the basis for evaluating potential opportunities. The Non-
Confidential Overview is also used to introduce your technology to potential
candidates. The Overview gives only a broad description – it does not specifically
identify your company.
Below is a partial list of the strategic information that Harrison Hayes uses to create the
Non-Confidential Overview.
It is essential to create a Non-Confidential Overview that accurately identifies and
addresses your company's Licensing objectives. Harrison Hayes' approach is
detailed and thorough, incorporating as much key strategic information as possible. Below
is just a partial list of the strategic information we seek from your company:
■ Short and long-term licensing plans, including strategic objectives and
business goals;
■ Key financial statements and financial analysis (major product
revenues);
■ Current product line and technologies (current product and/or
technology gaps);
■ Sales force and distribution channels including potential purchase
routes and/or clinician types;
■ Industry innovations, trends, or key market drivers;
■ End-user demographics;
■ Analysis of the competitive environment;
■ Marketing positioning plan and strategy;
■ Current geographic presence;
■ New business markets.
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Ph:1
Non-Confidential Overview
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Strategic Information
HHSearch™ Phase I: Strategic Objectives Review

5. Upon the completion of Phase I, Harrison Hayes embarks upon the next phase, our
Candidate Search. During this phase, Harrison Hayes identifies and evaluates
all potential candidates for your company's Licensing objectives.
We utilize our relationships with key partners to open doors that typically are not
available though traditional contact channels. This powerful network of contacts
enables our teams to uncover opportunities not listed in online Databases – in some
instances, creating transactions by uncovering synergies not previously considered. This
'comprehensive networking' represents a key differentiator that historically has proven very
successful in our process.
Our Candidate Search begins with a focused, detailed search of Harrison Hayes'
proprietary international contact database. Our selective database is comprised of
global industry experts, licensing and business development executives, R&D
managers, venture capitalists, trade journalists, research and academic
institutions, trade associations, and technology transfer professionals. All of our
national and international contacts are recognized authorities in their fields. Via
qualitative interviews with industry insiders, we build first-hand knowledge about
future market trends and leading company strategies.
Harrison Hayes' multi-faceted Candidate Search process includes aggressive review
and consultation of additional resources including our own extensive company
research library, Internet resources, and online databases – all containing critical
information on recent collaborations, acquisitions and financings. Quantitative
research provides us with raw, fact-based data for determining the initiatives that
will most radically impact our clients' growth.
Selecting the right licensing partner entails the identification and review of a wealth of
detailed information about each potential candidate. Harrison Hayes uses this
information to help identify the best strategic match for your company. The following
aspects are among those we consider to determine a candidate's viability:
■ Current development status;
■ Growth rates and objectives;
■ Launch dates;
■ Licensing strategy;
■ Financial viability (Is the market attractive? Can the product/technology
compete?);
■ For launched products, initial Sales performance;
■ Current marketed status (countries, companies, launch dates, sales, etc.);
■ Fit with existing product range (Is the opportunity internally compatible?);
■ Sales and distribution channels (Does it fit with Sales and Marketing expertise?);
■ Corporate philosophy;
■ Company history, reputation and market acceptance;
■ Level of interest in a strategic licensing agreement;
■ Additional key performance criteria as applicable (formulations, dosing, shelf-
life, cost, side-effects, etc.).
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HHSearch™ Phase II: Candidate Search
Candidate Characteristics

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Ph:2
As the result of our initial research efforts, Harrison Hayes generates a list of potential,
qualified candidates. This Candidate List is presented to your company's evaluation team
for your review and assessment, during which your company may add or delete candidates
from the roster.
Once your team has reviewed the list, Harrison Hayes initiates contact with candi-
dates to gauge the intensity and earnestness of each candidate's interest in a potential
licensing agreement.
Candidates expressing an interest in learning more about your company are provided with a
copy of your Non-Confidential Overview. Again, your Non-Confidential Overview outlines your
company's goals and assets, but maintains your anonymity as a company.
Harrison Hayes is committed to ensuring your company complete confidentiality
throughout each aspect of this Phase. While we may discuss your opportunity with our
contacts and potential candidates, we do so only in the most broad, general terms. We do
not disclose the identity of your company until it is determined that doing so is in your
best interest.
When a potential candidate expresses strong interest, Harrison Hayes presents the
candidate with a Confidential Disclosure Agreement. Only once the candidate has
signed the Confidential Disclosure Agreement does Harrison Hayes discuss with them
the specifics and details of the opportunity and explore the potential structure of a
licensing agreement. When Harrison Hayes identifies several candidates for further
exploration, we carefully assess and advise on the best strategy to pursue with each.
By the completion of Phase II, Harrison Hayes has typically identified a number of
qualified, interested candidates. We embark upon a more intensely focused and
detailed assessment of each candidate on the short list. This evaluation includes in-depth
interviews with senior managers at the candidate companies, aimed at exploring the
following:
■ Details of the current clinical and pre-clinical profile;
■ Information on patent expiration and trademarks;
■ Current or target indications;
■ Potential regulatory issues associated with the project;
■ Efficacy advantages or liabilities over the competition;
■ Safety advantages or liabilities over the competition;
■ Development plans (Will there be any need to undertake further work? If so,
who will do it and what will it cost?);
■ Potential structure of an agreement (level of exclusivity, countries/ markets
covered, etc.);
■ Details of existing or planned licensing agreements;
■ What critical assumptions or information must be evaluated further or
verified?
Based on the results of these candidate interviews, Harrison Hayes leverages our
expertise to further refine your company's target list. 6
Confidentiality
Confidential Disclosure Agreement
Detailed Evaluation
Candidate List

7. Harrison Hayes continues our efforts on your company's behalf with Phase III of our
HHSearch™ process. During this phase, we unite your evaluation team with
representatives of each candidate and initiate preliminary discussions. These initial
meetings can take place face to face at our offices, at another site agreeable to both
parties or they can be conducted via videoconference.
We consider it advantageous, whenever possible, to arrange meetings between your
evaluation team and representatives of several different candidates in order to
ensure we best explore all possible strategic matches. This process is designed to
generate excitement regarding the opportunity, as well as to bring multiple qualified
candidates to the table at that same time. Multiple opportunities on the table
simultaneously allows our clients to choose the best candidate, as well as the
most favorable terms and conditions to pursue.
During candidate meetings, Harrison Hayes remains committed to representing
and ensuring that your company's best interests remain at the center of all
discussions. We consider it our rule during initial meetings to ensure both your
company and the potential candidate possess a clear and thorough understanding of
each other's long and short-term business plans, products/technologies,
corporate culture, sales and distribution channels, and other relevant information.
As we recognize that timing is crucial to orchestrating a successful licensing
agreement, Harrison Hayes also works toward developing and maintaining a
sense of urgency with each candidate your company meets.
After initial candidate meetings are completed, Harrison Hayes reviews the results
with your company's evaluation team. The discussions serve to determine which
candidates offer the most promise and those with whom additional meetings
should be arranged. It is at this point Harrison Hayes embarks upon its detailed due
diligence process with such candidates.
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HHSearch™ Phase III: Candidate Meetings and Due Diligence
Harrison Hayes' Role
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8. Only once extensive assessment has identified the candidate that best fits your
company's objectives does Harrison Hayes initiate Phase IV: Negotiations and
Closings. As with all other Phases – and with every service we provide – Harrison
Hayes maintains an active role with both parties during negotiations:
■ Harrison Hayes works diligently to explain the various transaction
structures to your company and advise your evaluation team on the
options;
■ Harrison Hayes ensures that your company's needs and requirements
are clearly and consistently communicated to the candidate;
■ Harrison Hayes assists with negotiating the details of the transaction
and related agreements.
There is no other advisor serving the Life Sciences industry with an approach that
is as proactive and responsive as Harrison Hayes'.
Each phase, each step of the HHSearch™ process has been developed to leverage
and impress upon our clients Harrison Hayes' unrivaled commitment to finding the
strategic alliance that offers the most profitable and mutually advantageous outcome
to all parties involved.
Harrison Hayes prides ourselves on our rich, unparalleled resources, all of which
are employed to ensure that no stone is left unturned as we focus our energy on
locating only the very best candidates. Our evaluations and assessments are
meticulous; our dedication to communication and accessibility unrivaled.
Harrison Hayes recognizes the degree of excellence you expect from all your
advisors, partners and from your own company. Our HHSearch™ process has
been developed to exceed your expectations, provide you with a value-added
partner who will assist your company in the delicate and crucial tasks involved in
your Licensing endeavors – every step of the way.
Phase IV: Negotiations and Closing
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Our Commitment