Technology transfer

The technology transfer and spin-outs sector is experiencing dynamic growth driven by rapid scientific advancements, increased investor interest, and evolving commercial opportunities. However, this innovative landscape also presents unique challenges, including complex intellectual property management, regulatory compliance, and funding requirements. We provide expert legal guidance tailored specifically to navigate these challenges, supporting spin-outs, institutions, and investors to achieve sustainable growth and innovation.

A commitment to excellence and client service

Our multidisciplinary team has a proven track record of advising high-growth spin-outs and technology start-ups from universities, research institutions, and corporations. We also advise a range of universities and research institutions directly, alongside charities and investors in this sector – our understanding of the needs of all the different stakeholders in the technology transfer field enables us to facilitate smooth and successful transactions.

For spin-outs, we provide comprehensive legal support across the entire business lifecycle – from establishment and initial seed funding to later funding rounds, commercial collaboration and exits. Our deep sector expertise ensures businesses are properly structured and positioned to attract and secure vital investment.

Understanding that securing appropriate funding is critical, we advise on investment term sheets, shareholders’ agreements, investment agreements, EIS and VCT requirements, and everything needed to conclude effective investment transactions.

Intellectual property sits at the heart of successful technology transfer. Our specialists offer strategic counsel on IP protection, licensing, transfer agreements, pipeline and option agreements, and robust IP strategy. In cases of disputes, including patent litigation, we vigorously protect clients’ intellectual assets, ensuring their innovations remain secure.

They have deep experience in understanding the requirements of both investors and investees and developing appropriate legal frameworks to meet these.

Collaboration is key to the innovation process and we regularly advise on collaborations and joint ventures between universities, research institutions, charities and industry partners, including on revenue-sharing arrangements and collaborative research agreements, such as EU-funded projects. We help all parties achieve their desired goals from these critical partnerships.

We provide flexible and predictable fee structures, including fixed fees, retainers, and cost-effective hourly rates. Our innovative PennStart package offers tailored, cost-efficient legal support designed explicitly for early-stage technology and life sciences spin-outs, providing essential legal documents and ongoing strategic guidance at a manageable cost.

Our commitment to excellence and client service is reflected by top-tier rankings in Chambers UK, the Legal 500, and leading IP publications such as WTR 1000, IAM 1000, and IP Stars. We ensure that you have the legal foundations necessary to drive sustained innovation and achieve commercial success. These strengths, combined with our presence in key centres for innovation, mean that we are able to offer genuine expertise, flexibility and value for money for any spin-out or technology transfer transaction.

How we help our clients

Spin-outs and company establishment

Venture capital funding from pre-seed through Series A and beyond

Joint ventures including collaborations between universities and revenue share agreements

IP strategy

In-licensing and transfer of intellectual property rights including pipeline and option agreements

Collaborative research agreements including EU-funded projects

IPR disputes including patent litigation

Exits through M&A or IPO

Share options and incentives including EMI options

Corporate and personal tax, including venture capital tax reliefs (SEIS, EIS, VCT)

Useful resources

PennStart – the legal support package designed specifically for start-ups and spin-outs

Navigating the journey of growth: Key legal considerations for scaling up

Emerging Companies Workshops

Recent work highlights

Disease therapeutics spin-out

Advising MitoRx Therapeutics on its spin-out from Exeter University and seed funding. MitoRx is developing mitochondrial-targeted therapeutics with its first-in-class first-in-mechanism platform potentially addressing some of the most challenging diseases.

Spin-out partnership and investment

Representing SPARTA Biodiscovery, an Imperial College spin-out developing nanoparticle analysis methods, on its partnership with international life sciences group Sartorius AG, including up to £3.5 million in investment.

University patent licence for gene therapy

Acting for a leading university on the licence of patents and know-how in the field of viral vectors for gene therapy, as well as the establishment of a spin-out company and the licence of patents and know-how in gene therapy for neurodegenerative diseases.

Advanced manufacturing AI spin-out

Advising Matta Labs, University of Cambridge spin-out developing AI copilots for advanced manufacturing, on its spin-out and pre-seed funding round led by Giant Ventures.

Metal purification start-up support

Acting for Seloxium, a University of Oxford spin-out company purifying metals and water from industrial waste, on the completion of its spin-out and initial seed funding led by Oxford Science Enterprises.

Artificial intelligence healthcare company

Acting on the spin-out of an AI healthcare company, involving licensing AI models, data, and code from multiple IP owners including NHS trusts.

Penningtons Manches Cooper LLP provides ‘no-nonsense and business focussed advice’ to an impressive roster of technology corporates, in addition to university spin-outs.

A laser-like focus on the desired outcome left me feeling like we got tremendous value.

Recognised for its prowess across a full range of matters, including structuring and negotiating complex technology transactions, artificial intelligence projects, high-tech manufacturing agreements and work among novel and emerging technologies.