Exploiting Intellectual Property To Promote Innovation And Create Value PDF Download

This article undertakes a thorough review of the issues associated with securitizing intellectual property (IP) assets in order to promote a better understanding of these relatively nascent transactions. The analysis of intellectual property securitizations begins with a review of how securitizations are structured and of the benefits of securitizations to both originators and investors. This article then describes the history of intellectual property securitizations, the current trends in completing such transactions and what makes IP securitizations unique compared to the securitizations of other assets. The next section of the article conducts an in-depth examination of the mechanics of transferring ownership of copyrights, patents, and trademark assets, respectively, from the originator to the special purpose vehicle, which is responsible for issuing the bonds. Once the assets have been transferred into the special purpose vehicle, this article considers how investors are able to attach a security interest to them pursuant to Article 9 of the Uniform Commercial Code, and how the investors successfully perfect their security interest. As the last step in the securitization process, this article discusses how the parties to a securitization calculate the value of the intellectual property assets owned by the special purpose vehicle. This article concludes its review of the issues facing intellectual property securitizations by discussing their future in the marketplace. This conclusion is highlighted by a consideration of how legislative reform may increase the frequency of these types of transactions, and by an explanation of how the proliferation of intellectual property securitizations promotes technological innovation and companies who build value by exploiting their intellectual property assets through licensing opportunities.