Ligand Announces Corporate Restructuring
The Company is Rapidly Transforming into a Focused R&D and Royalty Driven Business
SAN DIEGO--
Ligand Pharmaceuticals Incorporated (NASDAQ:LGND) announced today
that it is restructuring its business, pursuant to its new business
model, by reducing its workforce by about 267 positions or
approximately 76 percent.
Key elements of the restructuring are as follows:
-- Ligand's headcount following the reduction in force will be
approximately 85 people down from a recent level of 352.
Included in the 267-position reduction announced today are 40
home office employees and 23 field based employees whose
employment was terminated at the beginning of January 2007 and
approximately 62 Ligand employees who, under the previously
disclosed terms of the agreement with King Pharmaceuticals,
Inc., will be offered employment by King upon closing of the
sale of AVINZA. Most of the restructuring will take place in
the first quarter of 2007, with a small transitional team
staying until mid-year.
-- The company's current Chief Financial Officer, Paul V. Maier,
will step down effective January 31, 2007. Tod G. Mertes, a
vice president and Ligand's current corporate controller, will
assume the position of Interim CFO.
-- Associated with the restructuring and refocused business model
of the company, several officers have agreed to step down,
including the Chief Scientific Officer, General Counsel and
the heads of human resources, operations, regulatory affairs
and project management. Research and development will continue
to be managed by our vice presidents currently in place.
-- The Company's primary operations will be consolidated into one
building with the goal to sublet unutilized space.
-- The Company's subsidiary in the United Kingdom will be
shut-down as soon as practicable, subject to local employment
laws.
-- Severance packages will be provided to employees directly
affected by the restructuring. Ligand expects to incur cash
restructuring charges of approximately $10 to $12 million
primarily associated with one-time employee severance benefits
and change in control payments related to the divestiture of
AVINZA. This estimate excludes non-cash expenses that would be
recognized under SFAS 123 R, Share-based Payment ("SFAS 123
R"), in connection with the accelerated vesting or extension
of the exercise period of stock options that is expected to
occur under certain change of control employee agreements.
Approximately $2.7 million of the estimated cash charge will
be recorded in the fourth quarter of 2006 with the balance to
be recorded in the first and second quarters of 2007.
Additionally, fourth quarter 2006 charges will include
approximately $0.3 million of non-cash compensation expense
recognized under SFAS 123 R related to changes in stock
options for certain employees terminated during that period.
-- On an annualized basis, the operating cash savings to the
Company as a result of the eliminated positions is estimated
to be $20 to $22 million. This estimate excludes non-cash
stock compensation determined under SFAS 123 R.
-- Ligand's collaborations with corporate partners including
GlaxoSmithKline, Wyeth, Pfizer, TAP, and Eli Lilly and
Ligand's pending sale of AVINZA to King Pharmaceuticals, Inc.
are not expected to be affected by the restructuring.
-- Ligand began its initial restructuring process in December of
2006 after the sale of its Oncology division and the
sale-leaseback of its facilities. The Company eliminated 63
positions in the fourth quarter of 2006 as a result of these
activities.
"Ligand is rapidly transforming into a highly focused R&D and
royalty driven pharmaceutical company. While it is difficult to let go
of employees who have made significant contributions to Ligand over
the years, this is a required move to help align our Company's
resources with our main projects," said John L. Higgins, President and
Chief Executive Officer. "With the completed and pending divestiture
of our commercial brands, a reduction in force was expected. I believe
we have made important and necessary decisions and, out of respect for
all of our employees, I am pleased that we could move through this
process expeditiously. We have numerous exciting early stage programs,
and I am confident our newly focused team will continue to conduct
excellent research and operate a robust business."
The Company will provide an outlook for its 2007 operating
expenses during its Fourth Quarter 2006 earnings call expected to be
held in early March around the filing of our Annual Report on Form
10-K.
Special Meeting of the Stockholders
The special meeting of Ligand's stockholders will be held on
February 12, 2007 to obtain stockholder approval of the sale of AVINZA
to King Pharmaceuticals, Inc. In connection with the pending sale of
AVINZA to King Pharmaceuticals, Inc., Ligand filed, with the
Securities and Exchange Commission, a definitive proxy statement on
January 24, 2007 which contains important information regarding the
Company and the sale of AVINZA. Stockholders and investors can obtain
free copies of these materials and other documents filed with the SEC
at the SEC's website at: http://www.sec.gov or on Ligand's Investor
Relations page at: http://www.ligand.com.
About Ligand
Ligand discovers and develops new drugs that address critical
unmet medical needs of patients in the areas of cancer, skin diseases,
men's and women's hormone-related diseases, osteoporosis, metabolic
disorders, and cardiovascular and inflammatory diseases. Ligand's
proprietary drug discovery and development programs are based on its
leadership position in gene transcription technology, primarily
related to Intracellular Receptors. For more information, go to
www.ligand.com.
Caution Regarding Forward-Looking Statements
This news release contains forward-looking statements by Ligand
that involve risks and uncertainties and reflect Ligand's judgment as
of the date of this release. These statements include those related to
reductions in workforce, facilities consolidation, operating savings,
transformation to a research and development company, early stage
programs, research and future business, the stockholders meeting, and
the AVINZA asset sale. Actual events or results may differ from
Ligand's expectations. For example, we may not be able to complete our
reductions in workforce or facilities consolidation on any particular
or expected timeframe, we may not realize significant operating
savings, we may not be able to successfully or timely complete a
transformation of the company, our early stage programs or any
specific business or research initiative(s). In addition we may not be
able to obtain stockholder approval or consummate the AVINZA asset
sale for other reasons, on time or at all. Any failure to accomplish
these goals could cause our stock price to decrease. Additional
information concerning these and other risk factors affecting Ligand's
business can be found in prior press releases as well as in Ligand's
public periodic filings with the Securities and Exchange Commission,
available via the Company's internet site at www.ligand.com. Ligand
disclaims any intent or obligation to update these forward-looking
statements beyond the date of this release.
This caution is made under the safe harbor provisions of the
Private Securities Litigation Reform Act of 1995.
Source: Ligand Pharmaceuticals Incorporated
Released January 31, 2007