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Intellectual Asset M&A Due Diligence and Risk Management
In a typical corporate merger or acquisition, the associated intellectual assets exhibit several concurrent financial behaviors. On the balance sheet, intellectual assets behave like financial derivatives. On the asset side of the balance sheet, an intellectual asset creates the opportunity but not the obligation for an owner to capture above-average 'rents' from the sale of patented and/or branded goods and services ' a call option. An intellectual asset also creates the opportunity but not the obligation for an owner to assert patent rights against someone else, even if the owner is not using the rights otherwise ' a put option. On the liability side of the balance sheet, an intellectual asset holder may find himself targeted as a defendant where a host of incurred but not reported ('IBNR') historic events comprise a Pandora's box of expensive 'issues.' Hence, intellectual assets by their nature tend to generate volatile returns if the owner does not fully appreciate and manage associated risks.
Principles of Intellectual Asset Risk Management
Risk managers are tasked to reduce volatility. We can identify at least three causes of volatility in intellectual asset value:
Major Differences In UK, U.S. Copyright Laws
This article highlights how copyright law in the United Kingdom differs from U.S. copyright law, and points out differences that may be crucial to entertainment and media businesses familiar with U.S law that are interested in operating in the United Kingdom or under UK law. The article also briefly addresses contrasts in UK and U.S. trademark law.
Strategy vs. Tactics: Two Sides of a Difficult Coin
With each successive large-scale cyber attack, it is slowly becoming clear that ransomware attacks are targeting the critical infrastructure of the most powerful country on the planet. Understanding the strategy, and tactics of our opponents, as well as the strategy and the tactics we implement as a response are vital to victory.
The Article 8 Opt In
The Article 8 opt-in election adds an additional layer of complexity to the already labyrinthine rules governing perfection of security interests under the UCC. A lender that is unaware of the nuances created by the opt in (may find its security interest vulnerable to being primed by another party that has taken steps to perfect in a superior manner under the circumstances.
Removing Restrictive Covenants In New York
In Rockwell v. Despart, the New York Supreme Court, Third Department, recently revisited a recurring question: When may a landowner seek judicial removal of a covenant restricting use of her land?