Intellectual Property Due Diligence

In Depth

With one of the largest IP groups of any law firm in the US, Cooley is uniquely positioned to diligence the IP assets of companies across all industries. Given the sheer volume of deals we advise on, our team understands the issues that drive a deal and can identify vulnerabilities within a target company’s IP portfolio. Cooley’s patent, trademark and copyright teams are adept at simplifying the complex by translating IP risks into business risks. With a deep understanding of what creates commercial value in a patent portfolio, we will often offer up creative and practical solutions on how to strengthen a target company’s IP assets in order to get the deal done.

We diligence the IP assets underlying investments, IPOs, mergers and acquisitions, joint ventures, licensing and technology transfer transactions, corporate reorganizations and divestments. When our clients are considering purchasing or licensing the IP rights of another company, we conduct due diligence reviews to determine the likelihood of third-party infringement or validity challenges arising as a result of those assets. We also review the target IP to ensure that it aligns with the overall business objectives of our clients. In addition, we develop portfolio optimization strategies, directing our clients’ investments towards IP assets capable of generating adequate returns within the timeframe desired, and advising when depreciated IP assets should be divested.

We examine the company’s agreements with its consultants and employees, and their prior affiliations with competitors or academic institutions, to confirm patent chain-of-title and flag potential ownership issues. We scrutinize licensing agreements to characterize future deal costs and leverage our technical expertise and searching experience to identify relevant art, as well as uncover critical patentability, invalidity and Freedom to Operate (FTO) risks. We also identify opportunities to reduce investment risk and bolster value by reinforcing a target company’s defensive strategies via life cycle extension, licensing opportunities and multi-faceted patent protection to defend against potential validity challenges through the development of offensive patent strategies.