Every 8-K that Ligand Pharma (LGND) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow LGND and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full LGND filings page.
Ligand Pharmaceuticals Incorporated (LGND) filed an amended current report to add historical financial statements for its recently acquired subsidiary XOMA Royalty Corporation and unaudited pro forma combined financial information reflecting the completed merger. XOMA Royalty operates as a royalty aggregator with a large portfolio of milestone, royalty, and commercial payment rights.
As of June 30, 2026, XOMA Royalty reported total assets of $244.3 million, including cash, cash equivalents and restricted cash of $150.6 million, and total liabilities of $157.1 million, leaving stockholders’ equity of $87.3 million. Long-term and current debt together totaled about $103.1 million. For the six months ended June 30, 2026, XOMA generated $29.3 million of income and revenues but recorded a net loss of $41.2 million, driven by $23.6 million of impairment charges and $19.7 million of credit losses on purchased receivables.
Royalty and commercial payment receivables were significant, with $30.0 million accounted for under the Effective Interest Rate method and $36.2 million under the cost recovery method. Despite the loss, XOMA reported $4.6 million of net cash provided by operating activities in the first half of 2026 and concluded its liquidity is sufficient to fund planned operations, commitments, and obligations for at least one year after the financial statements’ issuance date.
Ligand Pharmaceuticals reported strong second‑quarter 2026 results, with total revenues and income of $63.7 million versus $47.6 million a year earlier, driven by 32% growth in royalty revenue to $48.0 million from products including Filspari, Zelsuvmi and Ohtuvayre. Contract revenue and income rose to $7.7 million, while Captisol sales dipped slightly to $8.0 million. GAAP net income jumped to $48.5 million, or $2.22 per diluted share, from $4.8 million, and adjusted net income rose to $50.8 million, or $2.37 per diluted share.
For the first half of 2026, royalties increased 42% to $91.0 million and the company swung to GAAP net income of $35.2 million from a loss of $37.6 million. Liquidity strengthened, with cash, cash equivalents and short‑term investments of $1.36 billion, supported by a $700 million 0.00% convertible senior notes issuance; $60 million of proceeds funded repurchase of 228,859 shares and $82 million a call‑spread overlay to limit dilution. Post‑closing of the XOMA Royalty acquisition, Ligand’s royalty portfolio exceeds 200 assets and management expects the deal to add about $0.50 to 2026 and $1.50 to 2027 adjusted EPS. Full‑year 2026 guidance is reaffirmed for revenue and raised for adjusted EPS to $9.00–$9.50 per diluted share.
Ligand Pharmaceuticals Incorporated completed the acquisition of XOMA Royalty Corporation for $39.00 per share in cash, valuing the deal at approximately $739 million. XOMA stockholders also received one non-transferable contingent value right per share, tied to 75% of net proceeds from specified pending litigation.
The acquisition more than doubles Ligand’s royalty portfolio to over 200 commercial, clinical and preclinical royalty assets, adding seven commercial products, 14 late-stage programs and more than 100 additional development-stage assets. Ligand states the transaction is expected to be immediately accretive and to add approximately $0.50 and $1.50 per share to projected 2026 and 2027 adjusted earnings per share, respectively.
Concurrently, Ligand entered into an Amended and Restated Credit Agreement providing a $125.0 million revolving credit facility maturing on September 12, 2028. The facility is secured, guaranteed by material domestic subsidiaries and includes covenants such as a consolidated senior secured net leverage ratio not exceeding 2.50 to 1.00 (with a temporary step-up to 3.00 to 1.00 around certain acquisitions) and minimum consolidated EBITDA of $100 million for specified quarters and $150 million thereafter.
Ligand Pharmaceuticals completed a private offering of $700.0 million of 0.00% convertible senior notes due 2031. The notes are senior unsecured, mature on September 15, 2031, and are convertible based on stock price and trading conditions, with an initial conversion rate of 2.9916 shares per $1,000 principal amount, equivalent to a conversion price of about $334.27 per share, a 27.5% premium to the last reported price on June 22, 2026.
Ligand received net proceeds of approximately $678.2 million, using about $72.9 million to purchase convertible note hedges and about $60.0 million to repurchase 228,859 shares at $262.17 per share. It plans to use the remaining funds for general corporate purposes, including its previously announced acquisition of XOMA Royalty Corporation. Ligand also issued warrants with an initial strike price of $524.34 per share, which could be dilutive if its stock trades above that level.
Ligand Pharmaceuticals plans a private offering of $550 million in convertible senior notes due 2031 to qualified institutional buyers, with an option for an additional $82.5 million of notes. The notes will be senior unsecured, pay semiannual interest starting in March 2027, and may be settled in cash, stock or a combination upon conversion.
Ligand expects to use part of the proceeds for convertible note hedge and warrant transactions and up to $75 million to repurchase common stock from certain note purchasers, with the balance for general corporate purposes, including its agreement to acquire Xoma Royalty Corporation. Concurrently, a Fourth Amendment to its Credit Agreement permits the notes and sets minimum Consolidated EBITDA at $100,000,000 for four-quarter periods ending through March 31, 2027 and $150,000,000 for periods ending thereafter.
Ligand Pharmaceuticals Incorporated reported the results of its 2026 annual stockholder meeting. Stockholders elected eight directors for terms expiring at the 2027 annual meeting, with support levels generally above 16.2 million votes for each nominee.
Investors ratified Ernst & Young LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026, with 18,526,515 votes for and 257,924 against. Stockholders also approved a non-binding advisory resolution on executive compensation and an amendment and restatement of the Company’s 2002 Stock Incentive Plan, with 16,497,712 and 16,643,281 votes for each proposal, respectively.
Ligand Pharmaceuticals Incorporated filed a current report describing Amendment No. 1 to its Agreement and Plan of Merger with XOMA Royalty Corporation and Flex Merger Sub, Inc. The amendment, dated May 16, 2026, adds XOMA Royalty Holdings Corporation as a party to the merger agreement.
The transaction structure contemplates a holding company reorganization under Nevada law, with XOMA Royalty Holdings Corporation surviving as a wholly owned subsidiary of Ligand. The report emphasizes that XOMA Royalty will file preliminary and definitive proxy statements, and that its stockholders should base any vote on those proxy materials.
The filing includes extensive forward-looking statement language highlighting risks that could prevent or delay completion of the proposed acquisition, including regulatory approvals, XOMA Royalty stockholder approval, integration challenges, transaction costs, market conditions and potential litigation. Amendment No. 1 itself is filed as Exhibit 2.1 and incorporated by reference.
Ligand Pharmaceuticals reported first quarter 2026 results showing strong royalty-driven growth but a GAAP loss due to investment marks. Total revenues and income were $51.7 million, up 14% from $45.3 million a year earlier, as royalty revenue rose 56% to $43.0 million.
GAAP net loss narrowed to $13.3 million, or $0.67 per share, from a $42.5 million loss, mainly because 2025 included large one-time R&D charges. Adjusted net income increased to $34.6 million, or $1.63 per diluted share. Ligand reaffirmed 2026 guidance, including expected royalty revenue of $225–$250 million and total revenue of $270–$310 million, reflecting an anticipated partial-year contribution from the pending XOMA Royalty acquisition.
Ligand Pharmaceuticals agreed to acquire XOMA Royalty Corporation in an all-cash deal valuing XOMA Royalty at approximately $739 million, paying $39.00 per share plus one contingent value right (CVR) per share tied to 75% of certain Janssen litigation net proceeds.
The transaction will add seven commercial products and more than 100 development-stage royalty assets, expanding Ligand’s portfolio to over 200 assets and strengthening its position as a biopharma royalty aggregator. XOMA’s preferred stock is expected to be converted or redeemed, and XOMA stockholders will receive the CVRs in addition to cash.
Ligand raised its 2026 guidance, now targeting total revenue of $270–$310 million and adjusted EPS of $8.50–$9.50, with royalties of $225–$250 million, and expects the deal to add about $1.50 per share to adjusted EPS in 2027. Closing is expected in the third quarter of 2026, subject to XOMA stockholder and regulatory approvals and other customary conditions.
Ligand Pharmaceuticals Incorporated reported a sharp turnaround in 2025, with total revenues and income of $268.1 million compared with $167.1 million in 2024, driven mainly by royalty growth and Pelthos-related contract revenue. GAAP net income reached $124.5 million, or $6.13 per diluted share, versus a net loss of $4.0 million, or $0.22 per share, the prior year.
Core adjusted net income rose to $165.1 million, or $8.13 per diluted share, from $108.5 million, or $5.74 per diluted share. Fourth quarter 2025 revenues and income were $59.7 million, up from $42.8 million, with GAAP diluted EPS of $2.12 compared with a loss of $1.64. Cash, cash equivalents and short‑term investments were $733.5 million at December 31, 2025.
For 2026, Ligand reaffirmed guidance for total revenue of $245 million to $285 million, including $200 million to $225 million of royalty revenue, $35 million to $40 million of Captisol revenue and $10 million to $20 million of contract revenue, and expects adjusted earnings per diluted share of approximately $8.00 to $9.00.
Ligand Pharmaceuticals filed an update explaining that it has posted materials about its private placement investment in Athira Pharma, Inc. on its investor relations website and certain social media accounts. These posts provide more detail on the investment for interested readers.
The company also reiterates how it shares important information with the public. Ligand states that material updates may appear through SEC filings, its investor relations site, press releases, public conference calls, webcasts, its X (Twitter) account @Ligand_LGND and its LinkedIn page. Investors and other stakeholders are encouraged to review these channels regularly, and any changes to this list will be updated on the investor relations page.
Ligand Pharmaceuticals (LGND) announced quarterly results by issuing a press release covering its financial performance for the three and nine months ended September 30, 2025.
The press release is furnished as Exhibit 99.1 and, in line with General Instruction B.2., the information is furnished rather than filed, which limits its treatment under the Exchange Act.
Ligand Pharmaceuticals Incorporated reported that it entered into a Third Amendment to its existing credit agreement with Citibank and other lenders. The amendment extends the loan’s maturity date to September 12, 2028, giving the company more time before the debt comes due.
The amendment also tightens a key financial test. Ligand must maintain at least $55 million of consolidated EBITDA for the trailing four-quarter period ending September 30, 2025 and for each trailing four-quarter period after that. This sets a clear performance threshold the company needs to meet to stay in compliance with its credit facility.
Ligand Pharmaceuticals disclosed the terms of a new convertible debt and related option transactions. The company issued 0.75% Convertible Senior Notes due 2030 under an Indenture dated August 14, 2025. Holders may convert notes into cash, shares of common stock or a combination, subject to conversion triggers including a common stock trading threshold of at least 130% of the conversion price for 20 of 30 trading days, specified measurement-period pricing tests (below 98% thresholds) and certain corporate events; unrestricted conversion is permitted on or after July 1, 2030 until shortly before maturity. Ligand separately entered into Purchased Options covering approximately 2.36 million common shares at an initial strike of about $194.79 per share; these options are intended to reduce potential dilution or offset cash payments tied to conversions. Exhibits include the Indenture, form of Global Note, confirmations for hedge and warrant transactions, and press releases dated August 11 and August 14, 2025. The filing is signed by Andrew Reardon, Chief Legal Officer and Secretary.
Ligand Pharmaceuticals reported a proposed private placement of $400.0 million aggregate principal amount of convertible senior notes due 2030, with initial purchasers offered a 13-day option to buy up to an additional $60.0 million. The notes are being offered to qualified institutional buyers under Rule 144A and have not been registered under the Securities Act.
The company also entered into a Second Amendment to its Credit Agreement to permit certain cash settlement payments on the notes, subject to customary conditions. The filing includes the amendment and a press release as exhibits, and emphasizes that any offering will be made only by confidential offering memorandum and is not a public solicitation.