Ligand Completes Pharmacopeia Acquisition
SAN DIEGO--
Ligand Pharmaceuticals Incorporated (NASDAQ:LGND) (the "Company"
or "Ligand") today announced that it has completed the acquisition of
Pharmacopeia, Inc. ("Pharmacopeia"), following approval of the
transaction by Pharmacopeia stockholders earlier today. The acquisition,
announced on September 24, 2008, is an important element of Ligand's
strategy for creating shareholder value. Ligand stockholders are
expected to gain access to numerous royalty partnerships, additional
pipeline assets, drug discovery resources, cash and net operating loss
(NOL) tax assets.
"We are excited about Ligand's future, and are encouraged by the
positive reaction we have received to this transaction from investors in
both companies," said John L. Higgins, President and Chief Executive
Officer of Ligand. "This acquisition combines decades of scientific
experience, drug research, and success in discovering numerous promising
drug candidates; provides us with access to the industry's largest
combinatorial chemical library; and adds a significant number of
potentially lucrative corporate partnerships secured by Pharmacopeia."
In connection with the acquisition, Ligand issued approximately 18
million shares of Ligand common stock to Pharmacopeia stockholders, or
0.60 shares for each outstanding Pharmacopeia share, as well as
approximately $9.3 million in cash. In addition, Pharmacopeia security
holders received a contingent value right that entitles them to an
aggregate cash payment of $15 million under certain circumstances.
About Ligand Pharmaceuticals
Ligand discovers and develops new drugs that address critical unmet
medical needs of patients with muscle wasting, frailty, hormone-related
diseases, osteoporosis, inflammatory diseases and anemia. Ligand's
proprietary drug discovery and development programs are based on its
leadership position in gene transcription technology.
Forward-Looking Statements
This release contains forward-looking statements that involve risks and
uncertainties. Ligand cautions readers that any forward-looking
information is not a guarantee of future performance and actual results
could differ materially from those contained in the forward-looking
information. Words such as "expect," "estimate," "project," "potential,"
and similar expressions are intended to identify such forward-looking
statements. Such forward looking statements include, but are not limited
to, statements about the benefits of the combination of Ligand and
Pharmacopeia, the combined entity's plans, objectives, expectations and
intentions and other statements that are not historical facts. Among the
important factors that could cause actual results to differ materially
from those in any forward-looking statements are the risk that the
combined businesses will not be integrated successfully; the risk that
the anticipated synergies and benefits from the transaction may not be
fully realized or may take longer to realize than expected; or
disruption from the transaction making it more difficult to maintain
relationships with collaborators, partners, employees or suppliers.
Pharmacopeia product candidates may have unexpected adverse side effects
or inadequate therapeutic efficacy; and positive results in clinical
trials may not be sufficient to obtain FDA approval. There can be no
assurance that any product in the combined company's product pipeline
will be successfully developed or manufactured, that final results of
clinical studies will be supportive of regulatory approvals required to
market licensed products, or that any of the forward-looking information
provided herein will be proven accurate. Additional important factors
that may affect future results are detailed in prior press releases
available via www.ligand.com
as well as in Ligand's public periodic filings with the Securities and
Exchange Commission at www.sec.gov.
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 December 23, 2008