Overview of the Portico Venture Programme (PVP)
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Overview of the Portico Venture Programme (PVP) A framework for a new ‘light’ commercialisation model specifically for Computer Science spinout companies, backed by SMT and UCL Innovation & Enterprise, and delivered by UCLB. Aim is to accelerate the number of spinouts from an already entrepreneurial department. Recognises some academics may prefer to opt out of the standard UCLB IP commercialisation support model in favour of more independence in developing their business, so as to retain a larger portion of spinout company equity. Pilot will run to end July 2019. Dedicated resource in UCLB to support the PVP pilot.
Eligibility Lead researcher of the proposed spinout company must be employed within UCL’s Department of Computer Science. The IP to be exploited by the spinout company is in the form of either know-how, software, algorithms or datasets & developed whilst employed at UCL. For clarity, the following are not eligible to participate in PVP: Spinouts based upon patented IP (‘standard UCLB IP commercialisation model’ applies) Students (including PhDs) ‘Consulting’ companies
The Offer UCLB to be granted 6% equity stake in the spinout company upon foundation Equity stake non-dilutive through first £1m of funding Clean licence of IP will be granted to the company Licence will be non-royalty bearing Company will be recognised as an official UCL spinout UCLB will provide ‘lighter’ support through its PVP business manager in areas including: UCL IP due diligence UCL resources and facilities advice Introductions to professional services companies Assistance in connecting with potential investors including the UCL Technology Fund
The value of a know-how IP licence You will be expected to warrant by investors in the company that you have the right to exploit the know-how you bring Investor expectation for (financial penalties for breach) Clean IP is dealt with upfront – preventing funding delays Know- Assists HoD in reviewing how potential CoI and carve out licence Acquirers need clarity on for your research obligations UCL relationship to avoid – particularly where new IP potential future legal is expected to be generated action Co-founders (non-academics) gain clarity on your exploitable field of know-how
UCLB expectations of the company There is a plan to build a scalable, high-growth business in the digital sector. A founding team is assembled at the time of incorporation of the spinout company. The team has the resources / experience to take the company forward relatively independently of UCL and UCLB. The cap table incorporates all founders plus a minimum 10% option pool set aside for early hires and advisors / non-execs. Use of all UCL IP required by the spinout is fully disclosed to UCLB. A lawyer is retained from incorporation to guide the company through startup and investment phases.
The UCLB equity stake UCLB expects to stay a shareholder in the company until an appropriate exit event (sale, IPO). During that time, it will have regular shareholder rights, including certain information rights to fulfil its reporting obligations to UCL. It is expected that the 6% shareholding will dilute over time as the company raises investment beyond £1m. At an exit, UCLB will share the proceeds from its converted equity according to UCL revenue share policy. A significant portion of the net income received by UCLB on an exit event will be returned to the Department / UCL
Process Submit an initial expression of interest in the Programme via the website: www.pvp.uclb.com We will be in touch for a preliminary discussion (target within two weeks). If your business idea seems eligible, we will advise you to submit a Technology Disclosure Form. Assuming a sufficiently comprehensive disclosure, decision on eligibility expected within a further two weeks (subject to due diligence).
CS Spinout Stories 1 An opportunity based upon patented IP Anthony Steed : Chirp UCLB has been involved from Day Zero…. • Funded the original idea as a Proof of Concept project • Helped development of the business plan • Introduced and pitched to investors …. at company set up…. • Co-invested in the seed round (prior to the Tech Fund’s existence) • Managed assignment of the IP to the spinout • Review of consultancy agreement w.r.t. IP and restrictive covenants
CS Spinout Stories 1 An opportunity based upon patented IP Anthony Steed : Chirp … throughout the journey …. • Introductions from network to a series of CEOs and chairpersons • Hands-on support for operational activity (e.g. shareholder management) … right up to the present day • Ongoing active board presence • Managing CEO transitions • Investor management
CS Spinout Stories 2 Light-touch UCLB engagement – non-patented IP Gabe Brostow: Matrix Mill ► Together with two team members, desire to apply ML knowledge to practical problems through a spinout company. ► Strategy: create an asset so as to build value into the company (not consulting) ► Introduction from UCLB network led to first paying customer ► Matrix Mill Ltd was established in 2017 ► Agreed UCLB’s shareholding for licence to UCL know-how only & ‘light-touch’ support arrangement ► UCL Tech Fund made introductions to investors ► One such contact brought Matrix Mill to the attention of a Silicon Valley technology company…
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