{"schema_version":"secwatch.filing_event.v1","accession":"0001193125-25-180841","form_type":"8-K","ticker":"LGND","cik":"0000886163","company_name":"LIGAND PHARMACEUTICALS INC","filed_at":"2025-08-14T23:59:59+00:00","discovered_at":"2026-05-14T18:02:46.591082+00:00","generated_at":"2026-05-17T13:47:34.097140+00:00","sec_items":["1.01","2.03","3.02","8.01","9.01"],"event_type":"debt","sentiment":"neutral","materiality_score":0.6,"calibrated_materiality_score":0.6,"confidence":"high","headline":"Ligand closes $460M 0.75% convertible notes due 2030; net proceeds $445.1M","bullets":["Issued $460M aggregate principal of 0.75% convertible senior notes due Oct 1, 2030, including $60M greenshoe exercised.","Initial conversion price ~$194.79/share (32.5% premium over Aug 11 closing price of $147.01).","Net proceeds ~$445.1M; used $45.9M for convertible note hedge, $15M to repurchase 102,034 shares at $147.01/share.","Also entered separate warrant transactions covering ~2.36M shares at strike $294.02/share, potentially dilutive.","Notes may be redeemed at option on/after Oct 6, 2028 if stock >=130% of conversion price for 20 trading days."],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-25-180841","json":"https://secwatch.observer/filing/0001193125-25-180841.json","markdown":"https://secwatch.observer/filing/0001193125-25-180841.md","text":"https://secwatch.observer/filing/0001193125-25-180841.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/886163/000119312525180841/0001193125-25-180841-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/886163/000119312525180841/d939356d8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-17T13:47:34.097140+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"91322b7fb8409cf782d005dbd4e0f4b50c7838c2","claim":"LIGAND PHARMACEUTICALS INC incurred convertible notes of $460,000,000 with U.S. Bank Trust Company, National Association at 0.75% per year maturing October 1, 2030.","evidence_excerpt":"On August 14, 2025, Ligand Pharmaceuticals Incorporated (the “ Company ”) completed its previously announced private offering of $460.0 million aggregate principal amount of 0.75% Convertible Senior Notes due 2030 (the “ Notes ”), including the exercise in full of the initial purchasers’ option to purchase up to an additional $60.0 million aggregate principal amount of Notes. The Notes were issued pursuant to an indenture, dated August 14, 2025 (the “ Indenture ”), between the Company and U.S. Bank Trust Company, National Association, as trustee.","evidence_source":"SEC 8-K Item 2.03/2.04","evidence_url":"https://www.sec.gov/Archives/edgar/data/886163/000119312525180841/0001193125-25-180841-index.htm","confidence":0.98,"family_label":"Debt Financings","details":[{"label":"Instrument","value":"convertible notes"},{"label":"Principal","value":"$460,000,000"},{"label":"Counterparty","value":"U.S. Bank Trust Company, National Association"},{"label":"Rate","value":"0.75% per year"},{"label":"Maturity","value":"October 1, 2030"},{"label":"Event","value":"incurrence"}],"fact_type":"debt_financing"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}