How to ensure your intangible assets retain their value when sold | Intellectual property & Data

In the technology sector, your company's most valuable assets do not appear on the balance sheet: they are ideas, code, brands, algorithms, and data. When a sale process begins, the buyer focuses precisely on these areas. Their goal is to confirm that intellectual property (IP) is adequately protected, that there are no hidden risks, and that the intangible assets truly belong to the company.

In practice, any inconsistency can translate into price discounts. Every line of code without a signed transfer agreement, every unregistered trademark, or every poorly managed open source license directly translates into price discounts or, worse still, deals that never close. Compliance with the GDPR or CCPA is an essential condition for being acquirable. That is why Exit Readiness's work on IP and data is a strategic exercise to reinforce value and reduce the risk perceived by the buyer.

What to consider in the diagnosis regarding IP & data

Question 1: Identify and document IP assets

Start by systematically identifying and cataloging all of your company's intellectual property assets: patents, trademarks, domains, methodologies, know-how, algorithms, databases, manuals, and content. This inventory must be exhaustive and updated quarterly.

• Have I fully identified and listed all IP assets (patents, trademarks, copyrights, domains, trade secrets)?
• Are the registrations made in the relevant jurisdictions?

Clear documentation allows you to show the buyer a clear picture of the value they are acquiring. The absence of inventory or scattered information creates uncertainty... and uncertainty lowers value.

Question 2: Ensuring ownership of code and creations

The company must be the legal owner of everything it sells. To this end, it is essential to have employment or commercial contracts with clauses on the transfer of intellectual property rights and confidentiality agreements.

• Does your company own its products and source code?
• Have employees and contractors signed invention assignment agreements?
• Do collaborators or freelancers have intellectual property agreements?

Cases in which former employees, freelancers, or partners without contractual clarification claim copyright are common, and they often arise during purchase and sale audits. Resolving them before the process reduces friction and eliminates excuses for renegotiating downward.

Question 3: Controlling the use of third-party and open source software

Dependence on external components is common in technology, but not all licenses are the same. Some open source licenses require sharing proprietary code or restrict its commercial use.

• Do you have an inventory of third-party and open source IP with associated licenses?
• Is compliance verified (audits/scans)?

A corporate buyer will carry out this analysis regardless; the key is to anticipate it. The uncontrolled use of third-party software can lead to unexpected legal obligations or incompatibilities with the buyer's business model.

Question 4: Managing intellectual property disputes and risks

Before entering into a sale process, you need to identify and mitigate potential intellectual property conflicts. In data-intensive sectors (healthcare, banking, education, digital marketing), compliance with the GDPR and other regulations (such as the CCPA) is a decisive factor in moving forward.

• Are IP risks identified?
• Are IP disputes (cease and desist, claims, ownership challenges) addressed?

An unmanaged breach or questionable use of third-party data can immediately halt a transaction.

Question 5: Protecting data and privacy (GDPR/CCPA) An unmanaged breach or questionable use of third-party data can immediately halt a transaction.

Data protection compliance is a condition for any acquisition. In our operations, we have seen how a lack of proactive IP and data management creates uncertainty and erodes the final price. Effective protection goes beyond trademark or patent registration; it includes operational security for key know-how and internal protocols.

• Is compliance with the processing of personal data ensured in accordance with the General Data Protection Regulation (GDPR) and, where applicable, the CCPA?
• Do you have a privacy policy and consent system in place?
• Are the processes defined for handling requests from interested parties?
• Have you experienced security breaches?
• Have the claims been resolved?
• Do you use third-party data responsibly and in accordance with the law?

The buyer pays for certainty. Preparing for sale is the process that makes it possible to offer it.

Conclusion: Preparation is not optional, it is strategic.

In today's technological ecosystem, preparing your intellectual property and data compliance is not a defensive legal exercise: it is an offensive value creation strategy. Companies that can demonstrate impeccable management of their intangible assets not only avoid price discounts, but also obtain higher multiples because they convey operational maturity and minimize post-acquisition integration risk.

Exit Readiness in intellectual property and data is not about responding to due diligence, but rather about being prepared before the buyer asks. A company that documents, protects, and governs its intangible assets conveys professionalism, operational maturity, and low risk exposure—attributes that are directly reflected in the value of the transaction.

A successful sale process does not begin when a buyer appears. It begins when the company decides to become acquirable. Do you need to assess the current state of your intellectual property and data preparation? Our expert business sale advisors have developed a checklist to detect and mitigate the risks your company faces before the buyer does.