IP and investment due diligence: Validating assets before you invest
In the high-stakes world of investment and M&A, the true value often resides in the intellectual property (IP) assets.
For financial advisors, investors, and private equity firms, our due diligence service provides the absolute legal certainty required before committing capital.
We act as your forensic IP partner, rapidly identifying hidden ownership defects, unquantified litigation liabilities, and risks that could destroy the transaction value.
We provide a discreet, specialist resource to protect your investment and enhance your professional credibility.
What is it?
IP and investment due diligence is a specialist, time-critical legal investigation of a target company's IP portfolio.
It goes far beyond a simple list of registered assets, verifying that the asset's stated value is legally and commercially sound. This service is critical for:
- Mergers & acquisitions (M&A): Validating the value of acquired IP assets and confirming freedom-to-operate.
- Venture capital (VC) & private equity (PE): Assessing the enforceability and scope of IP that underpins the investment thesis.
- Lending & debt financing: Ensuring the collateral being offered (the IP) is properly owned and free from material challenges.
- Pre-IPO audits: Cleaning up ownership chains and confirming all necessary agreements are in place before a public offering.
How we assist you
We provide clear, concise, and actionable due diligence reports that speak the language of finance, allowing for immediate risk pricing and transactional decision-making.
- Rapid risk identification: We deploy a focused, aggressive investigative process to quickly uncover critical risks, such as missing assignment agreements, ambiguous inventor ownership, or looming infringement liabilities.
- Ownership chain verification: We trace the full legal history of all core IP assets, ensuring a complete and unbroken chain of title from the creator to the current owner.
- Litigation liability mapping: Our litigation expertise allows us to forecast the potential cost, timeline, and outcome of any existing or potential future IP disputes involving the target company.
- Contractual review: We forensically examine licensing, joint venture, and non-disclosure agreements (NDAs) to identify clauses that restrict commercial exploitation or create unforeseen royalty burdens.
Our unique capability in this area
Our strength is that we are litigation experts operating in a due diligence environment.
We approach every asset with the scepticism of a cross-examining barrister, ensuring no risk goes unquantified.
- Focus on fatal flaws: We don't waste time on minor details. We focus our review on the issues that are transaction-critical. This includes the "killer clauses" and ownership defects that would cause the deal to collapse or massively deflate the valuation.
- Clear risk quantification: We translate complex legal issues into quantified financial risk levels, providing you with the exact information you need to adjust the valuation or negotiate protective warranties and indemnities.
- Speed of response: We understand transactional deadlines. Our process is designed to be highly efficient, delivering the necessary legal certainty within the tight timeframes of M&A and investment cycles.
IP and investment due diligence: Common questions and answers
What is the most common IP defect you find during due diligence?
The most common and most damaging defect is an ownership gap.
This occurs when a business fails to secure a formal IP assignment from a key founder, a contractor, or a former employee.
This defect can fundamentally undermine the ownership of the core technology or brand, creating a massive risk that must be addressed before the deal can close.
How quickly can you turn around a due diligence report for a transaction?
We understand that time is capital in M&A.
We offer a streamlined, fixed-timeframe review, where we commit to providing a high-level Red Flag Report within an agreed-upon, aggressive timeline (often 48-72 hours) of receiving the data room access.
This allows your team to move forward with informed confidence, armed with the right questions to ask.
How does your report help me structure the financial agreement?
Our report provides specific, actionable recommendations for the warranties and indemnities section of the Sale and Purchase Agreement (SPA).
We tell you exactly what language is needed to protect your client against future litigation costs arising from IP defects we identify, directly translating legal risk into contract protection.
Is this service relevant for venture capital (VC) investment rounds?
Yes. For VC, due diligence validates the core asset driving the valuation.
Our service ensures that the freedom-to-operate in the target market is secured, the technology is fully owned, and the valuation is based on legally defensible IP, which is essential for securing the next round of funding and eventual exit.
Partner with specialist IP counsel
Ensure your investment is protected by due diligence that is forensically detailed, commercially focused, and informed by years of litigation experience. Use the contact form below to arrange a confidential consultation on how we can collaborate.
The content on this page is provided for general informational purposes only and does not constitute legal advice. No solicitor-client relationship is created by your use of this site. While we strive to ensure the information is accurate and up-to-date, it should not be relied upon as a substitute for professional legal counsel. For specific advice regarding your legal situation, please contact us directly to arrange a consultation.
Find out more about how we charge for what we do here.