Patent Counsel, M&A

BAT is evolving at pace into a global multi-category business. Our purpose is to create A Better Tomorrow™ by Building a Smokeless World.
To achieve our ambition, we are looking for colleagues who are ready to join us on this journey! Tomorrow can’t wait, let’s shape it together!

The Counsel, Patents M&A provides specialist patent, IP and transaction support for innovation-related M&A, licensing and IP acquisition activity. The role supports the Head of Legal, Innovation Legal in delivering the M&A and IP licensing interface for Innovation Legal, working closely with Group M&A and with the Heads of Patents for Inhalation and Oral/Beyond Nicotine to ensure category patent expertise is integrated early into target assessment, due diligence, negotiation strategy and transaction execution. The role is responsible for high-quality patent due diligence, clear risk and opportunity analysis, practical transaction advice and effective management of external counsel, while preserving clear accountability between Innovation Legal, Group M&A and the category patent pillars.

Your key responsibilities will include:

• Implement patent due diligence for innovation-related transactions – Plan and undertake patent due diligence for acquisitions, licences, joint ventures, collaborations and other transactions involving innovation assets, including portfolio status, ownership, scope of protection, freedom-to-operate risk, litigation or opposition risk, encumbrances and strategic fit with BAT priorities.
• Integrate category patent expertise into M&A work – Work with the Head of Patents – Inhalation and Head of Patents – Oral/Beyond Nicotine to ensure category strategy, product roadmaps, priority markets, technology gaps, competitive intelligence and patent risk/opportunity are reflected in all relevant M&A assessments and recommendations.
• Support Group M&A as the Innovation Legal execution point – Operate as the day-to-day Innovation Legal interface for Group M&A on patents and IP issues, coordinating inputs from patent attorneys, legal counsel, R&D collaborators, patent intelligence and external counsel, and ensuring advice is timely, practical and aligned to deal achievements.
• Produce clear risk, opportunity and valuation inputs – Prepare and contribute to diligence reports, decision papers, valuation assumptions, negotiation positions and risk issues that explain both the upside and limitations of patent portfolios, including residual FTO constraints, enforceability issues, prosecution opportunities and potential routes to additional value.
• Support negotiations and transaction documentation – Give patent and IP input to negotiation strategy and participate in negotiations as required. Review, draft and coordinate IP provisions in term sheets, licences, assignments, settlement agreements, collaboration agreements and other transaction documents, ensuring consequences are understood and accurately reflected.
• Drive IP licensing and acquisition execution – Support the Head of Legal, Innovation Legal in developing and driving IP licensing and acquisition opportunities, including identifying assets requiring further assessment, coordinating input from the G38 patent leaders, preparing cases and supporting deals through to completion.
• Manage external patent and legal counsel – Instruct, oversee and quality-control external patent counsel and transaction counsel where required, ensuring advice is focused, cost-effective, commercially useful and aligned with Innovation Legal standards and BAT priorities.
• Create repeatable M&A patent processes and governance – Develop and maintain diligence checklists, intake protocols, privilege and confidentiality controls, lessons-learned materials, playbooks and templates for patents M&A and licensing activity, reducing duplication and improving consistency across transactions.
• Maintain partner communication and reporting – Provide concise, commercially focused updates to the Head of Legal, Innovation Legal, Group M&A, the relevant G38 patent leaders and senior partners, raising material issues early and communicating technical patent matters in a clear, decision-ready format.
• Support wider Innovation Legal priorities – Apply patent transaction expertise to adjacent innovation legal matters as required, including strategic collaborations, confidentiality and trade-secret issues, PMI agreement compliance interfaces, patent intelligence requests and cross-functional governance.

What are we looking for?

• Private practice M&A and transactional IP experience
• Practical experience conducting patent due diligence for acquisitions, licences, joint ventures, collaborations or other IP-rich transactions.
• Strong understanding of patent law, FTO analysis, prosecution strategy, ownership, encumbrances, licensing, assignments and contentious patent risk.
• Ability to quickly assess the BAT patent portfolio, and NC categories overall IP landscape
• Ability to assess the strategic and commercial value of patent portfolios, including prosecution opportunities such as continuations, divisionals or claim-scope opportunities where relevant.
• Experience reviewing and drafting IP clauses in licences, assignments, settlement agreements, collaboration agreements and related transaction documents.
• Excellent written and oral communication skills, with the ability to prepare senior-level reports, briefing notes and negotiation materials.
• Ability to manage external counsel, budgets, workstreams and deadlines in a transaction environment.
• Sound judgement, discretion and ability to operate with appropriate confidentiality, privilege awareness and governance rigor.
• Qualified lawyer with strong patent/IP transaction experience; UK or US qualification preferred.
• Scientific, engineering or technical background relevant to inhalation, oral, consumer products, chemicals, devices or adjacent innovation areas

What we offer you?

• We offer a market leading annual performance bonus (subject to eligibility)
• Our range of benefits varies by country and includes diverse health plans, initiatives for work-life balance, transportation support, and a flexible holiday plan with additional incentives.
• Your journey with us isn't limited by boundaries; it's propelled by your aspirations. Join us at BAT and become a part of an environment that thrives on internal advancement, where your career progression isn't just a statement – it's a reality we're eager to build together. Seize the opportunity and own your development; your next chapter starts here.
• You'll have access to online learning platforms and personalized growth programs to nurture your leadership skills.
• We prioritise continuous improvement within a transformative environment, preparing for ongoing changes.

WHY JOIN BAT?
We’re one of the few companies named as a Global Top Employer by the Top Employers Institute – certified in offering excellent employee conditions.

At BAT, we champion collaboration, inclusion, and partnership as the bedrock of our values. We wish to foster an environment where every individual can thrive, irrespective of factors such as gender, sexual orientation, marital or civil partnership status, gender reassignment, race, religion or belief, colour, nationality, ethnic or national origin, disability, age, skills, experience, education, socio-economic and professional background, as well as diverse perspectives and thinking styles. We recognise that our strength lies in embracing talent from all walks of life, empowering us to develop our culture of inclusivity and better achieve our business objectives.

We view career breaks not as obstacles but as opportunities and encourage everyone, without hesitation, to apply. Through our Global Returners program, we provide support to professionals seeking to re-enter the workforce after an extended absence, be it for family care, parental leave, national service, sabbatical, or starting their own venture.
Come bring your difference and see what is possible for you at BAT. Learn more about our culture and our award winning employee experience here.

We take pride in being a Disability Confident Employer. If you need any reasonable adjustments or accommodations to be made during the recruitment process to support you performing at your best, please inform the recruitment partner who will be in touch should your profile be selected for the role you applied for. We are wholeheartedly committed to optimising your prospects of success by making suitable arrangements so that you may showcase your full potential.