1. 1 Wildcat Venture Management Technology Transfer Tactics Audio Panel September 30, 2008 Chicago, IL Copyright © 2008 Wildcat Venture Management, Inc.

2. Copyright © 2008 Wildcat Venture Management, Inc. 2 About Wildcat Venture Management Established in 2006 Regional Presence in New York, Houston, Chicago and Los Angeles Develops university bio-technologies into commercially viable life science startup ventures Holds relationships with 20+ major academic institutions and affiliates Dedicated team of business and technical experts with significant experience in the commercialization of pharmaceuticals and medical devices Contact: Eric Nicolaides Managing Partner Phone: (630) 670-8135 Email: enicolaides@wildcatventure.com

3. 3 Determining Value Required Elements for Intellectual Property –Filing before disclosures –International rights –Some analysis of freedom to operate Market Potential Validation of Technology Time to Market Length of Patent Life Rapport with/Reputation of Faculty Copyright © 2008 Wildcat Venture Management, Inc.

4. 4 De-risking Technology Investments Patent before publishing or giving talks –Make sure your PI’s know this!!! Encourage commercially oriented proof-of-concept studies Engage industry/investors earlier and not later Determine the best commercial application for the technology –Figure out what will sell and what won’t Copyright © 2008 Wildcat Venture Management, Inc.

5. 5 Investment Turn-Ons and Turn-Offs Turn Ons: First looks at technology Well thought out proposals with clear starting point for commercialization Complete technology portfolio Turn Offs: High upfronts (license initiation fees, other non-patent-related upfront cash payments) Very short or very expensive option agreements Limited patent coverage, missing patent rights Patent portfolios divided amongst several licensees Demand for big equity position in addition to fees Copyright © 2008 Wildcat Venture Management, Inc.

6. 6 What You Should Expect to Give Up (for early stage deals) Reasonable low-cost period of exclusivity to complete diligence Low-cost license initiation fees Low-cost EARLY milestone payments Royalties that are stage appropriate Terms for late stage deals are completely different—and are more easily defined, valued and determined by the market Copyright © 2008 Wildcat Venture Management, Inc.

7. 7 Why Attitude Matters—How Best to Work Together A good relationship with clear communication, honesty and upfront understanding will result in a good deal for everyone The key is to find common ground between the parties –Negotiation isn’t a zero sum game! –Win-win’s are possible if both sides want to make a deal Copyright © 2008 Wildcat Venture Management, Inc.

8. 8 How Investors Can Help -- or Hurt Investors Can Help By: Providing commercial vision to the technology Bringing in outside expertise to evaluate and guide technology Allowing inventors to focus on the science, while we focus on the business Investors Can Hurt By: Narrowly focusing on one application, when a portfolio may have multiple platform opportunities Focusing on the wrong element of the portfolio to develop Failing to prosecute or protect IP vigorously enough Copyright © 2008 Wildcat Venture Management, Inc.

9. 9 Effective Preparation Guidelines Understand as well as possible the: –Key data that is available –Stage of the technology –Patent portfolio-- its strengths limitations, what needs to be done Provide the key information in the appropriate format to make information gathering as simple as possible Provide three sets of descriptions in increasing detail and confidentiality: –A one-page summary to outline the key features and stage –A non-confidential package –A confidential package Copyright © 2008 Wildcat Venture Management, Inc.

10. 10 Latest Trends in Start-ups and VC Joint Ventures In general: Shifting focus away from early stage technologies –Clinical trial data increasingly important Investment modes: –$250k or $25million – and nowhere in between Limited interaction with TTOs –Industry becoming very regionalized –“Waiting for the technology to come to me” How we are trying to buck the trend: National presence (7 partners in 4 cities) Frequent visits to TTOs, projects nationwide Building technology commercialization partnership with several high profile institutions to support early through late stage work –$100m dedicate fund to invest in partner institutions –Infrastructure investment and dedicate staff to be positioned at institutions –Still opportunities for other universities to join in Copyright © 2008 Wildcat Venture Management, Inc.

11. 11 Why “Less is more” when pitching to Investors Copyright © 2008 Wildcat Venture Management, Inc.

12. 12 Best Practices in Making the Case Describe the opportunity as simply as possible: –The inventors/institutions involved –Work done to date and technology stage –Work that still needs to be done Estimate investment required and time to market, if known –Existing patent portfolio Tell us why you think it is a good fit for us: –Try to learn about our past deals –Try to learn about our investment preferences ahead of time –Give us an incentive to take a longer look Informal exclusivity (first look) Reasonable option period (if there is enough interest on both sides) Copyright © 2008 Wildcat Venture Management, Inc.