The UK entity of a global MedTech player which had grown through M&A and headquartered in US. The UK entity employs close to 1000 staff and Brexit had significantly impacted the business model and the Company and Group were considering multiple restructuring options.
Metis Partners was engaged by KPMG to perform an IP valuation of the UK entity and provide IP valuation advice to assist KPMG in its discussions with the Company.
A significant task in the assignment was identifying and ringfencing the critical IP of the Company, including understanding which Group entity, owned which rights to the numerous IP assets. Utilizing our Metisology® approach, we identified an extensive portfolio of IP assets that the group owned including a vast patent portfolio, software, technical databases, designs and brands– some IP created, and some acquired during M&A. Much of the IP was being shared informally across the Group entities, which added significant complexity to the assignment.
Our IP diligence uncovered that numerous IP assets were being utilized intra-group without license agreements and so there was much greater risk of IP leaking out of the business. Our report highlighted how the lack of clear IP ownership would significantly limit opportunities for divestment or reorganization of parts of the business.
Although the business was not in financial distress, a number of reorganization strategies were being considered and we provided IP valuations on multiple bases to support these discussions.
In addition to providing KPMG with a valuation for the IP owned by the UK entity, we provided a detailed analysis of the IP assets that were owned and relied on, and those relied on but not owned, and demonstrated how critical they were to Company operations. This provided KPMG with essential analysis that informed their discussions with the Company and provided clarity over the complex issues of IP ownership and how that impacted on the likely realizable value from both an accelerated M&A scenario and IP Sale.
IP Assets Valued – Brand, Patents, Trademarks, Registered Designs, Software, Databases, Organizational Knowledge, Critical Internal Operating Procedures
