Archive for the ‘Intangible Assets’ Category

Intangible Assets: The Sum > The Parts

Thursday, January 27th, 2011
By: David Drews, CLP

The proper allocation of scarce resources is vital to meeting – or exceeding – the financial goals of any organization. To be successful in this endeavor requires that you have a thorough understanding of the resources available to you as well as how these assets can be most effectively utilized in whatever situation you face. A major component of this involves understanding the value of your assets when viewed in various contexts.

Increasingly, the assets that seem to be having the greatest impact on the decision-making process of top managers everywhere are the intangibles: patents, trademarks, copyrights, and the like. On the IPmetrics Blog, we explore the full scope of issues surrounding the valuation of these assets, ranging from general topics such as valuation techniques to specific areas such as the impact that a bankruptcy filing can have on the value of an intangible asset. In this post, I will discuss the various forms of intangible assets and the proper way to view them from a valuation perspective.

I already mentioned the more obvious intangibles. Patents, trademarks, and copyrights are registered with the government and are used to inform the world as to the rightful owner of the property indicated by the registration. While there are other aspects associated with the registration of these “top line” intangibles, such as the teaching requirement associated with patents and the source-of-goods issue associated with trademarks, from a valuation perspective, the most important feature of registration is to provide the asset owner with the ability to exclusively use the asset and exploit its value as the company sees fit. As you will see throughout this series, it is this aspect that provides the foundation for determining value in any context, whether from current operations or proposed activities.

While top-line intangibles are undoubtedly the most important intangibles in most situations, there are dozens of other intangibles that can also have a very real impact on your firm’s success. Among these are slogans, characters, packaging designs (trade dress), domain names, web page designs, non-compete clauses, proprietary sales methods, a well-trained staff (human capital), product warranties, customer lists, training programs, trade secrets, formulae, and targeted survey data. The list goes on.

It is imperative that your management team possesses a comprehensive view of your intangible asset portfolio in order to properly protect and most effectively utilize it. For example, suppose your products enjoy a leading position in their respective markets and this position is primarily due their superior quality which, in turn, is primarily due to the retention of a well-trained workforce. In this situation, it would be potentially harmful for you to terminate your training program in an effort to cut costs.

From a valuation perspective, some of your assets can be viewed independently; i.e., their value can be isolated from the value of the other assets in your portfolio of intangibles. In many cases, however, it makes more sense to view your assets in terms of their relation to one another. For example, all of the intangible assets utilized in the marketing process may be more effectively valued as a “bundle” rather than as stand-alone assets. This is an important concept since very few intangibles travel in a vacuum. They rely, to some extent, on the other assets that make up the bundle. A marketing bundle may consist of brand name, logo, and worldwide trademark registrations, secondary trademarks or logos, your marketing strategy, packaging concepts, trade dress, web sites, and any other assets that contribute to the promotion of your company as a whole, or any of your individual brands or products.

Bundling can apply to all forms of intellectual property, from technology such as patents, trade secrets, and formulae, to knowledge-and-skills assets such as proprietary training manuals, to operating procedures, to customer lists. The bundle may include all of these or consist only of a subset of the components included in any one of them. Whatever bundle you deem to be the most appropriate for the immediate context, the simple act of identifying related intangibles will provide you with a solid foundation for a focused valuation exercise.

For a list of intangible asset bundle categories and a PDF of the full article, please email us.

The Liquidation Value of IP

Wednesday, January 26th, 2011
By: Fernando Torres, MSc 

Analytical Background

From an analytical perspective, the liquidation value of IP as the low-end of the range of value of a firm’s IP can be modeled as such firm applying an IP Asset Portfolio (“IPAP”) which generates a net cash flow from operations. Moreover, these firms typically still have proprietary information, specific expertise in the marketing, sales, and distribution of the products manufactured with the aid of the IPAP, as well as a certain reputation in the marketplace, which support the concept that such firms are the first-best operator of the assets, in the sense that the IPAP generates the highest cash flow under control of the Company until a default event. Due to credit constraints (e.g.-when the liquidation upon a default event affects the whole industry) and government regulation (e.g.- antitrust, geographic limitations of protection) of strategic (industry) buyers, the IPAP in liquidation would have to be sold to industry outsiders who do not have the necessary skills and experience to operate at the same level, or must incur higher costs to acquire/retain specialists to operate the assets optimally, IP Assets in liquidation fetch prices much below their value in best use (i.e., their value when managed by specialists). Over time, the new owners will gradually attain the proprietary (private) information, develop the expertise, and rebuild the reputation of the technology by managing the assets. As time passes by, the cash flows will tend to return to pre-default/liquidation levels.

The IP value in liquidation, as a proportion of the annual cash flow optimally generated by the portfolio will therefore depend on the amount of the initial shortfall from optimal, the speed of recovery to optimal levels, the estimated economic life remaining for the assets, and the time-value of money.

Empirical Studies

Liquidation values, as a proportion of the pre-default revenue levels, vary significantly from industry to industry and types of IP. The market for patents, in particular, is still characterized as illiquid. For instance, well known observers have noted that

“…IP is still a highly-illiquid asset class with a very inefficient marketplace.  That is, potential sellers of IP rights historically have been unable to access a large quantity of buyers who are willing to pay a predictable price under an agreed-upon set of conditions.  Furthermore, IP transactions are characterized by difficult acquirer identification, long periods of negotiations and endless due diligence activities.  Such transactions are also hampered by the lack of widely-accepted valuation models and independent valuation organizations.” (R. Millien )

We have studied the impact of liquidation on IP asset prices in various contexts (see e.g. yesterday’s post) and found the most likely range to be from 81.5% to 91.2%, with a median of 86.4%. These discounts are typically deeper than the normal discounts seen in real estate markets, which are much more liquid than IP markets; traditionally fluctuating in the 15% to 30% range. The median value is compatible with the following parameters of the conceptual model described above: A likelihood of default of 10%, a three year delay in recovering cash-flows to pre-default levels, and a 4% risk free rate (long-term).

Typical IP Value Loss in Liquidation

Future Research

Based on practical experience, the modeling of the liquidation value of IP for going concern valuation appears to be a clear possibility. The securitization of intellectual property and intangible assets in the past few years may provide empirical data to test the conceptual model outlined here.