IP Structuring in M&A, Spinouts & Reorganizations

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Ropes & Gray attorneys combine restructuring experience with unrivaled IP knowledge, giving our clients an advantage when it comes to acquiring and transferring assets.

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“We are very pleased with the quality of work and responsiveness of the IP group at Ropes. Their experience and attention to detail are major factors.” IP Client, Chambers USA
“On transactions, they have an understanding of business needs and creative solutions.” Client, Managing IP
“Collaboration between the firm's corporate and intellectual property groups is one component of Ropes’s industry practice that one client finds ‘crucial to why we hired them.’” LMG Life Sciences

Overview

The world’s leading and most innovative companies look to Ropes & Gray for cogent advice about structuring IP and technology for corporate mergers & acquisitions, as well as other asset transfers and corporate restructuring. Experienced in all aspects of corporate law as well as IP issues, we provide our clients with advice that is backed by our firsthand knowledge of various technologies and industry practices. Representing both buyers and sellers in the acquisition and transfer of assets, our team assesses all of the risk associated with a transaction, synthesizing all pertinent information so that we can help our clients achieve the most advantageous results.

Whether we are managing the due diligence portion of a transaction or leading and completing all phases of an acquisition, reorganization or spinout, we protect a company’s IP assets and financial position.

Experience

Our IP transactions attorneys lead significant transactions where IP and technology are critical deal drivers, and lead and manage the IP portions of other mergers & acquisitions where IP and technology are an important component of a larger picture. Our recent work includes:

  • Advising Rovi Corporation (now TiVo Corporation) on questions related to the intellectual property structure for Rovi’s acquisition of TiVo, Inc., which represented the integration of two media entertainment companies with unique and advanced patented technologies.
  • Advising TPG in its $4.2 billion spinout of McAfee from Intel Corporation. TPG and Intel formed a joint venture in which TPG owns the majority stake of newly independent McAfee, LLC. This deal marked an extension by TPG into the cyber-security realm and created one of the world’s largest pure-play security firms.
  • Representing Performance Health, a leading manufacturer and supplier of consumer-branded health, wellness and self-care products, in its proposed acquisition by Patterson Medical, a leading distributor of rehabilitation, sports medicine and assistive patient products.
  • Representing InFront Sports & Media AG in its purchase of Omnigon Communications LLC, a New York-based multinational provider of digital solutions to leaders in the sports, media and entertainment industries.  
  • Advising Marquee Brands in its acquisition of Body Glove, the Redondo Beach, Calif.-based outdoor sports and surf brand. Marquee acquired the Body Glove® brand as well as related intellectual property assets in the transaction.
  • Assisted Tudor Investment Corporation by leading transactions involving the acquisition or disposition of proprietary technology assets for use in quantitative trading including joint ventures, structured licensing agreements, asset acquisitions and structured fund investments.