---
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"
generated_at: "2026-05-17T13:47:34.097140+00:00"
event_type: "debt"
sentiment: "neutral"
materiality_score: 0.6
calibrated_materiality_score: 0.6
confidence: "high"
source: SEC EDGAR
---

# Ligand closes $460M 0.75% convertible notes due 2030; net proceeds $445.1M

## Summary
- 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.

## SEC filing metadata
- 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
- event_type: debt
- sentiment: neutral
- materiality_score: 0.6
- calibrated_materiality_score: 0.6
- confidence: high
- sec_items: 1.01, 2.03, 3.02, 8.01, 9.01
- 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

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-25-180841
- JSON: https://secwatch.observer/filing/0001193125-25-180841.json
- Plain text: https://secwatch.observer/filing/0001193125-25-180841.txt

## Key facts
- Debt Financings
  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.
  - Instrument: convertible notes
  - Principal: $460,000,000
  - Counterparty: U.S. Bank Trust Company, National Association
  - Rate: 0.75% per year
  - Maturity: October 1, 2030
  - Event: incurrence
  source text: 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_url: https://www.sec.gov/Archives/edgar/data/886163/000119312525180841/0001193125-25-180841-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.