Demystifying Tech Transfer with Seth Bannon and Ashton Trotman-Grant
Dec 29, 2022
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In this special episode, Seth is joined by Ash Trotman-Grant to demystify spinning out from academia. They discuss the Spinout Playbook, offering tips for entrepreneurial academics. They address challenges in negotiating technology transfer, equity conversations, and fairness concerns. They emphasize the importance of involving the Principal Investigator early on and highlight the significance of assignments in tech transfer. They explore recreating technology outside of the university, discuss leverage in negotiations, and share future plans for the playbook.
The spin-out playbook empowers PhDs and postdocs to negotiate better terms and successfully spin out their research.
The importance of equitable equity allocations in spin-out companies and strategies for approaching equity negotiations.
The significance of building a strong relationship with the Principal Investigator and exploring alternatives to negotiate favorable terms with the Technology Transfer Office.
Deep dives
The Spin-Out Playbook: A Founder-Friendly Guide
The podcast episode explores the concept of the spin-out playbook, a founder-friendly guide designed for graduate students and postdocs to spin out their academic research into companies. The founder, Ash, talks about his personal experience spinning out a company without a playbook and the challenges he faced. The playbook covers topics such as licensing technology, negotiating equity with professors, and effectively leveraging academic resources. It emphasizes the importance of having early discussions with professors and building rapport, as well as understanding the complex negotiation process with the Technology Transfer Office (TTO). The playbook aims to level the playing field for PhDs and postdocs, empowering them to negotiate better terms and successfully spin out their research.
Understanding Equity Negotiations and License Terms
The podcast delves into the importance of equity negotiations and license terms in spin-out companies. It highlights the role of equity in creating a fair and balanced cap table for startups. The discussion revolves around the challenge of determining equitable equity allocations between the university, founders, and potential investors. The podcast also shares strategies to approach equity negotiations, including considering the potential value creation of the company, the importance of aligning interests, and the value of fair allocations for the long-term success of the startup. The playbook provides guidance on negotiating equity to ensure it doesn't cripple the company's ability to execute its plans and attract investors.
Navigating Negotiations with the Technology Transfer Office (TTO)
The podcast explores the dynamics of negotiating with the Technology Transfer Office (TTO) and highlights the challenges faced by founders in this process. It emphasizes the significance of having a strong relationship with the Principal Investigator (PI) and involving them in the negotiation process. The discussion reveals the leverage founders can have in negotiations, especially when they have the capacity to recreate the technology outside the university. The podcast also mentions the option of negotiating for an exclusive license after securing an option for a certain duration. By deferring negotiations or finding alternatives, founders can gain a stronger position and achieve more favorable terms in their agreements with the TTO.
The Role of Founders and Building a Strong Team
The podcast highlights the critical role of founders and the importance of building a strong team in spin-out companies. It emphasizes that successful startups are often led and founded by the individuals who invented the technology and possess the passion and vision to take it forward. The podcast underlines the need for deep collaboration between founders and their Principal Investigators, initiating conversations early on about aspirations, ownership, and involvement in the spin-out process. It discusses the influence of the team in negotiations and the perception of venture capitalists regarding the commitment and long-term incentives of the founders. The playbook offers insights on team formation, founder-friendly agreements, and leveraging the expertise of the academic environment.
Exploring Alternatives to Negotiating with the Technology Transfer Office
The podcast discusses alternatives to negotiating with the Technology Transfer Office (TTO) and the potential benefits of pursuing those options. One alternative mentioned is the assignment of technology, wherein a startup directly acquires the license and full ownership of the technology from the university, avoiding further negotiations with the TTO. Another method discussed is recreating the technology outside the university, especially when strong technical know-how exists within the founding team. This option allows founders to retain full control and ownership of the technology. The podcast acknowledges that such alternatives might require additional resources and considerations, but they can be viable for startups aiming for independence and avoiding protracted negotiations.
In this very special episode of Translation, Seth is joined by Ash Trotman-Grant to demystify spinning out from academia. Much of this knowledge has so far only been available to select groups of academics and PhD founders are at a disadvantage – some potentially breakthrough technologies never saw the light of day and didn’t get a chance to have a real impact. We want to bring the power of the tech transfer process back to entrepreneurial scientists.
Enter the Spinout Playbook – your complete guide to spinning out of academia. In this episode, we chat about the Playbook’s content and share useful tips for entrepreneurial academics eager to spin out their research into an impactful company. Ash shares his experience from spinning out Notch Therapeutics and, together with Seth, they offer brilliant insights into navigating the (up until now) stormy waters of the spinout process.
About the Guests
Seth is a Founding Partner at Fifty Years, a venture capital firm backing founders using technology to solve the world’s biggest problems.
Ash is a Synthetic Biologist at Fifty Years and Founder of Notch Therapeutics, a stem cell spin out company from the University of Toronto.
Ash & the Fifty Years team have created the Spinout Playbook, a living document that will help academic founders spin out their companies from universities and negotiate with Tech Transfer Offices – TTOs.
Key Takeaways
A spinout is a company that has been developed from a university's research.
The process of establishing the spinout as a new company involves multiple hurdles, like licensing patents from the tech transfer office, splitting equity among academic and full-time founders, and deciding when to leave academia.
Universities take months to sign agreements and make startups unfundable by taking too much equity.
The final licensing agreement may include counter-productive clauses that prevent the company from succeeding.
University tech transfer offices (TTOs) refuse to negotiate directly with grad students and postdocs.
For Ash, the creation of Notch Therapeutics was his first real step into the entrepreneurship world and the first encounter with the process of spinning out a company.
The Spinout Playbook, the newest Fifty Years initiative, will serve as a comprehensive guide for founders and scientists wishing to spin out a company.
Impact
The Spinout Playbook will help future founders and scientists better navigate the challenges of the process.
Previously only available to a coterie of academics, the know-how of tech transfer will allow great science to see the light of day more easily.
A transparent process can give scientists the tools and information they need to build world-changing companies, which is hard enough by itself.