Historically, in mergers and acquisitions, parties to the transaction engaged the services of general-service or specialty M&A firms to perform due diligence analysis before the acquisition closed. The idea was that transactions can close more quickly if all attorneys performing the due-diligence analysis are in a single firm. However, as intellectual property issues (e.g., patent litigation, nonproducing entities) become more paramount, the IP portfolios of the target entities become far more valuable than in years past.
Twenty years ago, an acquirer might have relegated evaluation of a target’s patent and trade-secret portfolio to a lower priority than examination of other, more tangible, assets. But in today’s highly technical and competitive economy, evaluating a target’s inventiveness, whether in terms of the patent portfolio or the employees themselves, can be one of the most important tasks performed when acquiring startup or established technical entities.
