Tim Boyle/Bloomberg NewsMotorola Mobility holds a treasure-trove of patents.
Wall Street bankers and technology executives have been busy with their calculators in the wake of Google’s $12.5 billion offer for Motorola Mobililty.
It isn’t just the rich 63 percent premium for the cellphone company that has them rethinking valuations, but how Google justified its price by pointing to Motorola’s trove of patents.
Now other companies with large mobile patent portfolios, like Alcatel-Lucent, Kodak, Research in Motion and Nokia are being scrutinized as possible targets for licensing deals or full-on takeovers.
”The Motorola deal was a seismic event,” said Ronald S. Laurie, a former intellectual property lawyer who is now managing director of patent advisory firm Inflexion Point Strategy. Patents are now driving mergers and acquisitions, he said, “and that’s driving up valuations.”
The Google deal highlights the growing significance of patents in mobile and the steep prices that companies are willing to pay to keep them from rivals. As the Web gravitates to mobile and patent litigation rises, patent portfolios will only increase in value, analysts say.
The question is how much more valuable they will become.
”Before, nobody really paid attention to patents. Now patents are emerging as a new currency,” said Alexander I. Poltorak, chief executive of the General Patent Corporation, a patent licensing and enforcement firm. “I’ve recently received several calls from financial analysts and bankers who want to know how to value patents and what does it mean.”
So far this summer, patent deal making has been on a roar.
Last month, Google bought 1,000 patents from I.B.M. after losing a bid to buy an even larger lot from Nortel Networks. The Nortel prize, 6,500 patents, ended up in the arms of a consortium, led by Apple and Microsoft, two of Google’s fiercest competitors. The winning bid was $4.5 billion.
Mr. Laurie, who helped advise one of the suitors in the Nortel deal, said he had estimated that the patents would fetch $500 million to $700 million, a little less than the approximate $1 billion estimate from Nortel’s financial adviser, Lazard. “Usually the sellers’ bankers overvalue the deal, and they were off by a factor of 4.5,” Laurie said. “The final number amazed everyone.”
What has also been surprising about these deals is the identity of the sellers able to command such premium prices; technology pioneers that have faltered in recent years. Nortel Networks, the Canadian telecommunications maker, filed for bankruptcy in 2008. Motorola has struggled to innovate after the decline of its Razr phone, which was once the best-selling cellphone in the United States. Eastman Kodak, which announced in July that it was considering selling 1,100 patents, was the leader in photography before ceding share to other digital camera makers.
“It’s a unique confluence of events. There are these new players in the mobile device industry, like Google and Apple, that have disrupted the market and caused incredible growth. Meanwhile, you have a lot of older companies that have a lot of patents but are not performing as well,” said Daniel M. McGavock, a vice president at the consulting firm Charles River Associates.
The divide between a company’s perceived health and the potential value of its patents is creating significant opportunity for patent-hungry companies.
“Many companies are cheap relative to their intellectual property,” said Christopher A. Marlett, the chief executive of the boutique investment bank MDB Capital. Kodak, for example, is one of the most mispriced on the market, Mr. Marlett said. Despite its $576 million market value, he contends that the company’s digital imaging patents are worth $3 billion on their own.
Patents have not always been so popular. Mr. Laurie, a former lawyer at Skadden, Arps, Slate, Meagher Flom, said technology patents were barely footnotes to deals a decade ago and rarely figured in the valuation of companies. That thinking started to shift in the early 2000s, according to Mr. Marlett, as more small plaintiffs began to win patent judgments against large corporations. With lawsuits becoming popular, the big companies paid more attention to their intellectual property and spent more money on buying patents to defend their portfolios.
But patent-shopping has picked up significantly this year, particularly in the mobile arena, because of the growing importance of the industry and a perceived imbalance in the market. Google has one of the thinnest mobile patent portfolios in the industry, with just 317 granted patents or applications, according to data from MDB Capital. Microsoft and Nokia, in contrast, have thousands. That vulnerability, in part, incited the patent grab, analysts say.
“When one buys a major portfolio, the other wants to make sure they have patents as well. Litigation in this space is here to stay for a while,” said Richard G. Gervase Jr., a patent lawyer with Mintz, Levin, Cohn, Ferris, Glovsky Popeo. Mr. Gervase says his office has received more phone calls from potential buyers looking for acquisitions since the Nortel deal.
Still, there is a concern that companies may overpay for their bounties and fail to conduct the proper due diligence. Assessing the value of patents can be a long and arduous process. And pricing can be highly subjective.
During the Nortel auction, Mr. Laurie said, it took about nine months to value the company’s patents. If a single patent is really complicated, it can often take a week or more. To ease the burden on buyers, sellers offering large batches will usually try to showcase what they consider to be the top patents.
“The value of a patent can change dramatically, according to who owns it, whether they plan to use it and how they plan to use it,” Mr. Gervase said.
With the recent prices being paid, Mr. Laurie said, “Now, I wonder, will everyone think their patent portfolio is worth more than it is?”
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