Best Practices for Managing the Entire Due Diligence Process from Both Sides’ Perspectives

Nov 3, 2017 2:00pm – 5:00pm

Amy Gallup Klann
Leason Ellis LLP (White Plains, NY)

Douglas Portnow
Wilson Sonsini Goodrich & Rosati (Palo Alto, CA)

This intimate and interactive workshop will cover the ins and outs of the challenges faced by both acquirers and targets. For the target company, the most challenging issues are being noticed by suitable acquirers, and getting their “IP house” in order. Being on top of your IP portfolio is crucial to putting the acquirer at ease, making them more likely to consummate the deal. For the acquirer, it is all about doing a thorough, cost and time-effective analysis of the target’s portfolio without leaving any crucial stones unturned. However, the biggest challenge can be how to perform the diligence economically when a wrong decision at this stage can end up costing billions of dollars down the road. This Master Class will provide practical and detailed guidance for both sides on how to plan for and complete an effective due diligence review. Get answers to all of the questions keeping you up at night:
  • Reviewing and understanding the entire patent portfolio
    • Deciding what claims are valuable to whom and why
    • Performing objective review of portfolio to prepare for acquirer’s questions while considering how closely to guard privilege issues
    • When issues arise, what to do, identify them up front vs. wait until the potential buyer asks? Timing of identification
  • Evaluating what the other side is looking for, drafting a plan to get there
  • Determining how to spend limited resources while maximizing value
  • Forming your FTO position
  • Inspecting the target’s house and identifying red flags
    • Determining who has the information you want and how to obtain it efficiently. How to ask? When to ask? If you don’t get it, then what do you do?
  • Benefits of using in-house vs. outside counsel for the IP review
  • Evaluating risks posed and whether they are deal-killers or can be addressed through reduction in valuation