The power of being understood

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Agenda 0840 Introducing RSM Terry McAdam Robust project selection Terry McAdam

Agenda
0840 Introducing RSM Terry McAdam
Robust project selection Terry McAdam
0910 Financial project appraisal Julian Caplin
0940 Selecting the right

project Derek Young
1015 Coffee
1030 Group case study exercise Terry McAdam
1130 Tax planning opportunities re R&D Julian Caplin
1145 CFO forum Tom Early
1230 Lunch
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SPEAKERS Serial inventor and entrepreneur Derek Young CEO of i360medical Highly

SPEAKERS

Serial inventor and entrepreneur
Derek Young CEO of i360medical

Highly accomplished

and respected financial expert.
Julian Caplin Partner

Performance improvement expertise – technology strategy and deployment allied to process automation
Terry McAdam Partner

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Every RSM firm, wherever they are in the world, shares the

Every RSM firm, wherever they are in the world, shares the

same high standard of quality

37,500 MINDS, 730 OFFICES, 110 COUNTRIES, 1 NETWORK.

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RSM IRELAND About us Formerly Baker Tilly Ryan Glennon An Irish

RSM IRELAND

About us

Formerly Baker Tilly Ryan Glennon
An Irish Top 10 firm

of accountants and business advisors (no. 8)
Specialist in the mid-market
Mid-market client base – Domestic & International
13 Partners
Specialist & sector led
One of the fastest growing Irish mid-tier firms - 130 staff
Offices in Dublin, Birr and Portlaoise
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RSM IRELAND Services

RSM IRELAND

Services

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RSM IRELAND Terry McAdam Management Consulting Partner Terry leads a team

RSM IRELAND

Terry McAdam
Management Consulting Partner

Terry leads a team of experienced performance

improvement consultants
Deliver operational improvement which yields tangible results
Investment in technology and process automation/enhancement
Over twenty years experience
Guided organisations, of varying scale, through the successful design and execution of complex projects or work programmes
Delivering projects nationally and internationally on an ongoing basis
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EVERY RSM FIRM, WHEREVER THEY ARE IN THE WORLD, SHARES THE SAME HIGH STANDARD OF QUALITY

EVERY RSM FIRM, WHEREVER THEY ARE IN THE WORLD, SHARES THE

SAME HIGH STANDARD OF QUALITY
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SELECTING YOUR PROJECT Terry McAdam

SELECTING YOUR PROJECT

Terry McAdam

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SELECTING YOUR PROJECT Contents Rationalisation of existing projects/initiatives The business case

SELECTING YOUR PROJECT

Contents

Rationalisation of existing projects/initiatives
The business case
Resourcing the project
Project governance
Continuous

improvement
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RATIONALISATION OF EXISTING PROJECTS/INITIATIVES

RATIONALISATION OF EXISTING PROJECTS/INITIATIVES

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SELECTING YOUR PROJECT (cont.) Rationalisation of existing projects/initiatives Prior to launching

SELECTING YOUR PROJECT (cont.)

Rationalisation of existing projects/initiatives

Prior to launching a new

project, prudent to review existing project portfolio and its performance.
Project gateway approach ensures investments and projects are consistently reviewed to verify they are delivering expected outcomes
Ensure planned/on-going projects and investments remain aligned with the strategic goals of the business
Introduces decision points across life of a project where business can “get off the project bus”
Consistently non-performing projects are continuously monitored and brought to a controlled end early in their life
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SELECTING YOUR PROJECT (cont.) Stage Gate Review - Process Overview It

SELECTING YOUR PROJECT (cont.)

Stage Gate Review - Process Overview

It is an

independent confirmation by the Stage Gate Review Team to the governance body that all required project reviews have been successfully conducted
The team ensures that the project manager has produced all the required deliverables and addressed all exit criteria for a given phase to permit the project’s advancement to the subsequent phase
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SELECTING YOUR PROJECT (cont.) Stage Gate Review - Process Overview The

SELECTING YOUR PROJECT (cont.)

Stage Gate Review - Process Overview

The emphasis of

the Stage Gate Review is on the:
successful accomplishment of phase objectives
plans for the next life cycle phase and
risks associated with moving into the next life cycle phase.
Recommended actions arising from the review are issued to the governance body.
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SELECTING YOUR PROJECT (cont.) Building Blocks Outputs from the review include

SELECTING YOUR PROJECT (cont.)

Building Blocks

Outputs from the review include a decision

(i.e. approved, conditionally approved, or not approved) and a clear path forward
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Phase-driven go/no-go decision points are identified across the life of the

Phase-driven go/no-go decision points are identified across the life of the

project where activity is reviewed to provide assurance that appropriate organisational and strategic objectives continue to be observed and achieved.

SELECTING YOUR PROJECT (cont.)

Decision Points

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SELECTING YOUR PROJECT (cont.) Best Practice – Review Process Clearly defined

SELECTING YOUR PROJECT (cont.)

Best Practice – Review Process

Clearly defined roles and

responsibilities:
define roles and responsibilities so that all project participants are clear with regard to expectations and the overall process
Stage Gate Review preparation:
Prior to attending a Stage Gate Review meeting, all in attendance must have reviewed all pertinent documentation and have a good understanding of the project and its performance, the organisational context in which it is operating and the exit criteria for the relevant stage gate
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SELECTING YOUR PROJECT (cont.) Best Practice - Review Process Clear and

SELECTING YOUR PROJECT (cont.)

Best Practice - Review Process

Clear and concise decision

comes from the governance body or delegated authority:
Stage Gate Review outputs must be clearly documented and communicated;
Outputs include a decision (i.e. approved, conditionally approved, or not approved) and a clear path forward; and,
A plan of action and milestones for corrective action, if required, should be defined along with a clear understanding of the oversight process that will be applied to support the implementation of the additional controls sought
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THE BUSINESS CASE

THE BUSINESS CASE

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SELECTING YOUR PROJECT (cont.) The Business Case Why do the project? What is the payback period?

SELECTING YOUR PROJECT (cont.)

The Business Case

Why do the project? What is

the payback period?
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SELECTING YOUR PROJECT (cont.) The Business Case (cont.) Requires business to

SELECTING YOUR PROJECT (cont.)

The Business Case (cont.)

Requires business to consider proposed

project in some depth. Aids buy-in of key management and people
Assumptions re potential impact of project are critical
Consider financial and non-financial benefits (risk mitigation, better communication, enhanced quality)
Beware of drive for false precision within projects causing paralysis/delay
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RESOURCING THE PROJECT

RESOURCING THE PROJECT

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SELECTING YOUR PROJECT (cont.) Resourcing the project If project worth doing

SELECTING YOUR PROJECT (cont.)

Resourcing the project

If project worth doing then must

allocate your best people
Consider all your options to ensure ‘Business as Usual’ not impacted
Temporary external resources can be allocated to some project roles but proceed with care
Monitor and anticipate project resourcing issues continuously. Ad hoc resourcing decisions can prove expensive.
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SELECTING YOUR PROJECT (cont.) Resourcing the project (cont.)

SELECTING YOUR PROJECT (cont.)

Resourcing the project (cont.)

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PROJECT GOVERNANCE

PROJECT GOVERNANCE

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SELECTING YOUR PROJECT (cont.) Project governance Project sponsor Project steering group

SELECTING YOUR PROJECT (cont.)

Project governance

Project sponsor
Project steering group
Project manager
Project team (including

subject matter experts)
Checkpoint/Steering group meetings
Checkpoint/final reporting
Escalation procedures/reporting lines
Stage gate reviews
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SELECTING YOUR PROJECT (cont.) Define project scope, key roles, responsibilities and

SELECTING YOUR PROJECT (cont.)

Define project scope, key roles, responsibilities and reporting

structures in a Project Initiation Document (PID)
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SELECTING YOUR PROJECT (cont.) Project governance (cont.) Seek to embed a

SELECTING YOUR PROJECT (cont.)

Project governance (cont.)

Seek to embed a culture, across

the business, that allows project managers to declare issues early
Forward looking reporting details the expected activity (and risks) over the upcoming period
Provides a summary of the latest expected outturn – financial and operational
Report formats are defined and not negotiable, once agreed
Project reporting sources are consistent with the finance function reporting
One page narrative accompanies every project financial report template
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CONTINUOUS IMPROVEMENT

CONTINUOUS IMPROVEMENT

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CONTINUOUS IMPROVEMENT Identifying and agreeing processes which provide the basis for

CONTINUOUS IMPROVEMENT

Identifying and agreeing processes which provide the basis for continuous

improvement
developing a set of relevant key performance indicators will drive the required behaviours over the longer term
continuous improvement is an on-going internal, and often multi-disciplinary, effort seeking incremental performance improvement over time
sustained focus on waste eradication and quality
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FINAL THOUGHTS

FINAL THOUGHTS

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FINAL THOUGHTS We are all constantly undertaking projects. Need to create

FINAL THOUGHTS

We are all constantly undertaking projects.
Need to create environment which

gives project best chance
Projects are resource hungry. Internal costs are often significant
Identifying key processes and datasets is the best starting point to de-risk projects
Underperforming projects are identified early and brought to an organised end
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FINAL THOUGHTS The approach to delivering projects in a business should

FINAL THOUGHTS

The approach to delivering projects in a business should be

standardised and repeatable
Consider a Project Management Office (PMO) model if need to manage multiple projects centrally
Progress at the pace which is right for the business. Controlled, organised and profitable change is the goal
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FINANCING YOUR PROJECT Julian Caplin

FINANCING YOUR PROJECT

Julian Caplin

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RSM IRELAND Julian Caplin Consulting Partner Leading financial advisor, providing corporate

RSM IRELAND

Julian Caplin
Consulting Partner

Leading financial advisor, providing corporate finance, business, commercial

and financial advice to a wide range of businesses.
Financial advisory services – MNA, funding structures, strategic financial advise and financial diligence.
Former Director of The Pensions Board (Irish Pension Regulator) and has been involved in arbitration strategies at state level.
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PROJECT APPRAISAL Overview Project’s viability Financial appraisal Use of financial assumptions

PROJECT APPRAISAL

Overview
Project’s viability
Financial appraisal
Use of financial assumptions
Multiple issues outside financial appraisal
Consider

all aspects in project appraisal
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IDEATION STAGE

IDEATION STAGE

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IDEATION STAGE Sourcing ideas… Personal experience Career development Universities Innovation hubs

IDEATION STAGE

Sourcing ideas…
Personal experience
Career development
Universities
Innovation hubs

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EARLY STAGE RESOURCES

EARLY STAGE RESOURCES

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EARLY STAGE RESOURCES Reliance on friends and family Angel investors Support

EARLY STAGE RESOURCES
Reliance on friends and family
Angel investors
Support from industry, i.e.

research foundations, universities, etc.
Government incentives, e.g. EI, IDA, etc.
Venture funds from larger corporates
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PROJECT APPRAISAL

PROJECT APPRAISAL

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PROJECT APPRAISAL Early Stage Less sophisticated methods Emotion led Projections highly

PROJECT APPRAISAL

Early Stage
Less sophisticated methods
Emotion led
Projections highly speculative
Point of return on

investment less defined
Investor fatigue
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PROJECT APPRAISAL (cont.) LATE STAGE Projections more sophisticated and reduced speculation

PROJECT APPRAISAL (cont.)

LATE STAGE
Projections more sophisticated and reduced speculation
Key ratios:
- Debt ratio
- Liquidity

ratio
- Profitability
- Cash flow
Formal valuation methods, including
- Discounted cash flow
- Net present value (NPV)
- Internal rate of return (IRR)
- Payback period
- Scenario analysis
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PROJECT APPRAISAL (cont.) INVESTOR CONSIDERATIONS Economic environment. Risk levels associated with

PROJECT APPRAISAL (cont.)

INVESTOR CONSIDERATIONS
Economic environment.
Risk levels associated with R&D
Prototype
Proven track record

- Pre-sales / feasibility studies
Tax Incentives
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FUNDING R&D PROJECTS

FUNDING R&D PROJECTS

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FUNDING R&D PROJECTS Funding Agencies Often government department or agencies Criteria

FUNDING R&D PROJECTS

Funding Agencies
Often government department or agencies
Criteria based, often employment

driven, innovation, environment, etc.
Start-up company criteria may differ – particular funds
Examples include, Enterprise Ireland, the Department of Jobs, Enterprise & Innovation
Benefits include expertise, not seeking pre-determined return on investment, access to information and expertise particularly if doing business abroad
Can be restrictive in terms of criteria, predicated on other events e.g. level of equity from other investors, employment prospects, etc.
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FUNDING R&D PROJECTS (cont.) Venture Capital and Private Equity Private funding

FUNDING R&D PROJECTS (cont.)

Venture Capital and Private Equity
Private funding and government

led initiatives
Criteria based and can include, sector, location, deal size, stage of development
Willing to lend where banks will not, rates relevant to risk
Examples include, Kernal Capital, BlueBay Asset Management, ESB Novusmodus
Benefits include external knowledge, exhausted more conventional financing, sectoral expertise can open new markets and opportunities and potential access to further funding
Can be expensive, early definition of exit strategy, perceived interference in company
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FUNDING R&D PROJECTS (cont.) Private Investors Looking at investment opportunities Can

FUNDING R&D PROJECTS (cont.)

Private Investors
Looking at investment opportunities
Can bring expertise to

company through board representation
Often willing to grow with the company
Benefits from not being a corporate which can bring flexibility, varying degrees of involvement depending on agreements and potential access to further funding
Can lead to issues of money versus invention, involvement in the business can seep, lack of corporate type access to markets / knowledge
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DEREK YOUNG

DEREK YOUNG

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RSM IRELAND Derek Young CEO, i360medical Derek is a inventor and

RSM IRELAND

Derek Young
CEO, i360medical

Derek is a inventor and entrepreneur with

a background in Mechanical Engineering, Surgical Innovation and Business Development from the Austin Waldron and Dublin Institute of Technology.
Specialties
Development of Business Strategy for small to medium companies.
Raising investment through Venture capitalist and Government Grants for start-ups and Projects.
Acquisitions for existing company.
Excellent interactive and interpersonal skills both in terms of staff motivation and teamwork involvement, customer communication and service. Liaising successfully with internal/external Surgeons, customers, consultancies, and contractors thus facilitating teamwork and partnerships.
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i360medical A Healthcare Innovation Company 2015 “To generate and commercialise new

i360medical A Healthcare Innovation Company 2015

“To generate and commercialise new world-class medical

technology
solutions, in pursuit of enhanced patient care”
Please Contact Derek Young
Tel:+353 (0)86 8281551 IRL Dublin Office
Tel: +1 516 491 5163 USA New York Office
Email: derekyoung@i360medical.com
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i360medical Ideation, Development & Commercialisation Ecosystem i360medical In-House Healthcare Ideation Clinician

i360medical Ideation, Development & Commercialisation Ecosystem

i360medical In-House
Healthcare Ideation
Clinician Inventor ideas
Healthcare Professional

ideas
Academic Inventor ideas
Engineering Inventor ideas

i360 Multistage Process
Activities include:
Innovation eco system development
Ideation & & Sourcing
International Clinical insights
Ideation & Concept validation
IP Development
Final Device design & development
HIT software development
CE & FDA trials & regulatory approval & reimbursement to commercialisation

Investment Partners
$/€ Externally Managed
aligned Commercial fund. Comprising Private & Institutional Investors.

Healthcare System Partners for Ideation & Qualification to Start-Up
_____________________

Irish private Health

Health HSE

Industry Partners
i360medical maintain relations at ‘C Suite’ level with 11 acquisitive Healthcare MNCs interested in sourcing novel licensing, product and start-up acquisition opportunities.
IP, License, Acquisition Opportunities, Novel Products, SPV/Start-Ups

SJH

1

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i360medical Board of Directors Derek Young Irl Prof. Oscar Traynor Irl

i360medical Board of Directors

Derek Young Irl

Prof. Oscar Traynor Irl

Eamonn Fitzgerald Irl
Hermitage

Clinic

Fergus Clancy Irl
Mater Hosp Private

Prof. Paul Neary Irl

Dr Sean Lyden US
Cleveland Clinic

Dr. Richard Stack US

Bill Starling US

i360medical Board

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Some Examples of Clinical Experience and inventions include HALs, NOTES, Laparoscopic

Some Examples of Clinical Experience and inventions include HALs, NOTES, Laparoscopic

, Neuro, SILS, bariatric surgery, urology, orthopedics, cardiology, interventional radiology, kidney, gastrointestinal endoscopy, surgical education and training.

Endopath Dextrus
Exit: Ethicon Endo Surgery

Omniport
Exit: Covidien

MediTract
Exit: Davol CR Bard

GelPort
Exit: Applied Medical

Intromit
Exit: TFX Medical

Retractable stent
Exit: Boston Scientific

Triport
Exit: Olympus

Medical device exits with key International Healthcare Multinationals

ProMIS
Exit: CA Health Care

Space-OR
Exit: Johnson & Johnson

xxxxx

A Sample of i360medicals Success and Track Record .

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Ideation Phases Commercialisation Phases ↓ Ideation Partner Finances ↓ Internal &

Ideation Phases Commercialisation Phases
↓ Ideation Partner Finances ↓ Internal

& External Grants ↓ Commercial Funding ↓
Why i360medical?
Our practical experience & expertise and track record. Our global clinical & industry network. We form a ‘bridge for new ideas’.
Benefits of our approach
Accelerates validated ideas & concepts. “Fail quickly” where appropriate.
Independent & Global, objective & detailed analysis. Detailed & practical development roadmaps.
An innovation ecosystem to optimise ROI. A ‘turn key’ for accelerated device commercialization.

Eco system & Identification of new ideas
Assessment of Ideas
Generation of clinical & Commercial opinions globally
Assessment product pipelines / portfolio
Idea categorisation & prioritisation

Brainstorming
Idea selection
Initial Design
Proof of Concept
Clinical, Technical and Market Assessment (CTM)
Initial IP

Design and Prototyping verification
Develop CE & FDA Plan
GLP Wet Labs Trials
Design Freeze

Design to manufacture product
Validation of the Design/product
Development and scale Manufacturing
First-in-Man trial
Initiate CE and FDA plan
Reimbursement plan

Full Multisite Clinical Trial (with partner)
CE & FDA approval

Pre-sell to industry, exit/partner licensee.
Spin Outs, Joint Ventures

Healthcare Innovation Partnership

Formalised Medical Device ‘Idea to Commercialization Process

IDEATION RETAINER+

PROJECT START SPV

PROJECT MID TERM SPV

PROJECT SPV @ FIM

SPV to START UP

START UP

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i360medical Innovation Retainer Model for a Hospital/Health System example Idea Eco

i360medical Innovation Retainer Model for a Hospital/Health System example

Idea Eco

System Development
i360medical
Innovation Engineering Team US,IRL

Physicians
Clinicians Hospitals
Non Contracted Physicians
& Researchers

Idea Sourcing
Validation
Brainstorm
CTM Review Report & Next Steps
i360medical
Engineering Team US,IRL

i360medical Clinical Team

100 + Inventor Clinicians
Heads of 5- 12 Clinical Depts.

Idea Concept
Development Plan
Budget
CTM Assessment Report & Next Steps
i360medical
Engineering Team US,IRL

i360medical Clinical Team

30 + Inventor Clinicians
Heads of 5 -12 Clinical Depts.

↓ Ideation Partner Finances Internally & Externally Funds ↓

↓ Financed by i360medical 3 Yr. Retainer


3

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A Bridge between Clinical and Commercial World : Inventive Physician Cohort

A Bridge between Clinical and Commercial World
















:








Inventive Physician Cohort

Bridges and Connects

Potential Acquirers of your Ideas

Identify Project Funding

Hospital/Health System

Research/OTT/
Innovation Centre

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Example output from one of i360medicals US Outreach Innovation Programs Since

Example output from one of i360medicals US Outreach Innovation Programs

Since inception

of the program, this Outreach Innovation program has with in 18 months
Established internal ecosystem for:
Disclosing circa 150 ideas and innovations
Engineering support for ideation
Evaluating value proposition
Underwriting intellectual property
Funding translational activities
Three projects prioritized in 2015
Cardiology, General Surgery & Urology
Secured pre-seed project funding for advancing:
Prototypes and validation
Provisional patent filings
Development for Commercial Seed funding
Identified three new Projects in 2016

Innovations % by Speciality

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Clinical Leads EU USA Middle East Australasia Each Clinical speciality, Clinical

Clinical Leads

EU

USA

Middle East

Australasia

Each Clinical speciality, Clinical Leads manage i360medical Clinical

Opinion and Idea Providers from EU,USA, Middle East and Australasia.

Our Clinical Leads and Opinion Providers

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Clinical Technical & Market Focus 10

Clinical Technical & Market Focus

10

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Ideation, IP and Projects; Global Eco System CCI Start Ups Feinstein

Ideation, IP and Projects; Global Eco System

CCI Start Ups

Feinstein Institute
Cincinnati

Children's Health
Irish Healthcare System Ideation

Academia & Engineers

Irish
Private & Public Hospitals

DOH & HSE

OTT
Children's

ROW Government Agencies

US Gov & State Agencies
Influential Board of Directors

Finance & Investment Partners

FDA Approval

CE Mark
Multinationals
Healthcare Medical Devices
Global Healthcare Systems

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Innovation; Strategic Structure Australasian Healthcare Systems Irish Healthcare System Finance &

Innovation; Strategic Structure
Australasian Healthcare Systems
Irish Healthcare System

Finance & Investment Partners
FDA

Approval
CE Mark

US Gov &
State Agencies
Influential Board of Directors

Australasian Agencies

EU Agencies

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Thanks Please Contact Derek Young Tel:+353 (0)86 8281551 IRL Tel: +1

Thanks
Please Contact Derek Young
Tel:+353 (0)86 8281551 IRL
Tel: +1 516 491

5163 USA
Email: derekyoung@i360medical.com
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GROUP CASE STUDY EXERCISE

GROUP CASE STUDY EXERCISE

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PLANNING OPPORTUNITIES - INNOVATION INCENTIVES

PLANNING OPPORTUNITIES - INNOVATION INCENTIVES

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Planning Opportunities – Innovation Incentives Research and Development Tax Credit Knowledge

Planning Opportunities – Innovation Incentives
Research and Development Tax Credit
Knowledge Development Box
IP

Capital Allowances
Typical Structuring
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R&D Tax Credit Overview €25 credit / cash refund for every

R&D Tax Credit Overview

€25 credit / cash refund for every €100

spent
Utilisation
Offset against corporation tax liability in the year in which the claim is made
Carry back and offset against corporation tax in prior year
Cash refund issued in 3 instalments over following 3 years
Refund Mechanism Limitations
Limited to CT paid during 10 previous accounting periods, or
Payroll taxes for period of claim and payroll taxes for preceding year (in certain circumstances)
Refund Mechanism Instalments
Year 1 – 33% of R&D tax credit during the period
Year 2 – 50% of remaining R&D credit carried forward
Year 3 – Remaining 50% of R&D credit carried forward
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R&D Tax Credit Overview Qualifying Criteria Systematic, investigative or experimental activities

R&D Tax Credit Overview

Qualifying Criteria
Systematic, investigative or experimental activities
Within an approved

field of science or technology
Being basic research / applied research / experimental development
Involve the resolution of scientific or technological uncertainty
Seek to achieve scientific or technological advancement
Eligible Expenditure
Salary
Plant and machinery
Raw materials consumed as part of the R&D process
Subcontracted R&D
Power consumed as part of the R&D process
R&D Buildings
Revenue’s Interpretation of Qualifying Expenditure
Allowable Indirect Costs 2011 Guidelines v Allowable Indirect Costs 2015 Guidelines
Appointment of Expert in Revenue Audit Situation
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KNOWLEDGE DEVELOPMENT BOX

KNOWLEDGE DEVELOPMENT BOX

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KDB Overview 6.25% tax rate on qualifying profits Entitled to allowance

KDB Overview

6.25% tax rate on qualifying profits
Entitled to allowance equal to

50% of qualifying profits
Allowance treated as trading expense of the trade
Modified Nexus Approach
The relief is linked to the proportion of R&D carried on by the Irish company as a percentage of Group R&D
Irish entity must earn income from the exploitation of IP
Income generated from the IP must be recognised in the same entity that undertakes the R&D
Applies to accounting period commencing on or after 1 January 2016
Filing a claim
Irrevocable election into the KDB is made in the CT1 in the year the asset brought within the KDB
Company has 24 months from end of accounting period for electing for KDB treatment to apply to a qualifying asset
Inventions coming off patent can continue to avail of KDB as election is irrevocable
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KDB Overview Main categories of IP covered by KDB are: Qualifying

KDB Overview
Main categories of IP covered by KDB are:
Qualifying Patent /

Supplementary protection certificated for medicinal products / Plant protection certificated / Plant breeder’s rights / Copyrighted Software
IP for SME’s
IP which is “patentable but not yet patented”
Certified as “novel, non-obvious and useful”
Irish Patent Office to make the certification
Documentary Evidence
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IP CAPITAL ALLOWANCES

IP CAPITAL ALLOWANCES

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IP Capital Allowances Overview C.A.’s for costs incurred in acquiring “specified

IP Capital Allowances Overview

C.A.’s for costs incurred in acquiring “specified intangible

assets” – 3rd party or related party
Qualifying asserts include patents, registered designs, trademarks and names, brand names, domain names, copyrights, know-how, licenses etc. and any goodwill directly attributable to these assets
Acquired from a related party - amount qualifying for relief cannot exceed the market value of the asset
The relief is claimed under one of the following methods:
7% straight line for 14 years followed by 2% straight line in the 15th year
Depreciation/amortisation/impairment charge in the Statement of Comprehensive Income
Restriction on the amounts of allowance that can be offset
The capital allowances can only be offset against income from “relevant activities”
Unutilised capital allowances are carried forward for future offset against relevant trade income
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TYPICAL STRUCTURING

TYPICAL STRUCTURING

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Split of TradeCo. and IPCo. Parent TradeCo. 3rd party customers License

Split of TradeCo. and IPCo.

Parent

TradeCo.

3rd party customers

License of IP

Contracts with 3rd

Parties

IPCo.

Scenario
The IPCo. owns the rights to the intellectual property.
R&D Employees and Outsourced R&D in IPCo.
The IPCo. licenses the use of the IP rights to the TradeCo. in return for an arm’s length fee.
The TradeCo. contracts directly with third party customers.
Irish Tax Outcome
IPCo. trading profits generally should be taxed at a rate of 6.25% (KDB) / 12.5% provided sufficient skilled workers and management of IP in IPCo.
IP is held in separate company from trading company should there be:
IP Sale only
Trade Sale only
Protects value of IP should there be litigation against TradeCo.
Potential S626B exemption on sale of IPCo if parent in Ireland.
If parent is resident outside of Ireland, any gain on a sale of IPCo is outside the scope of Irish taxation

R&D Employees

Outsourced R&D

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Split of TradeCo. and IPCo - Variation Irish Tax Outcome Potential

Split of TradeCo. and IPCo - Variation

 
Irish Tax Outcome
Potential to significantly

reduce the cost of conducting R&D by outsourcing to related party in low cost jurisdiction
However, IPCo cannot avail of R&D tax credit on such outsourced expenditure
IreCo will be entitled to a tax deduction for cost of remunerating related party for undertaking R&D
Arm’s length rate must be agreed with related party
Compare costs of carrying out R&D in Ireland and availing of R&D Tax Credit v outsourcing R&D to related party and not availing of relief

Parent

TradeCo.

3rd party customers

License of IP

Contracts with 3rd Parties

IPCo.

R&D Employees

Outsourced R&D

Outsourced R&D (Related Party)

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