LGNDZ · Ligand Pharmaceuticals, Inc.

Ligand Pharmaceuticals' acquisition of XOMA Royalty represents a strategic expansion of its royalty aggregation business, adding over 120 assets including seven commercial products such as Roche's VABYSMO, Day One's OJEMDA, and Zevra's MIPLYFFA. The $39.00 per share cash consideration plus a contingent value right (CVR) tied to XOMA's litigation with Janssen regarding TREMFYA provides XOMA stockholders with immediate value and potential upside. The transaction is expected to close in Q3 2026, subject to XOMA stockholder approval, HSR clearance, and completion of a holding company reorganization and CVR spin. Ligand will fund the acquisition with existing cash and borrowings under its credit facility. The deal is immediately accretive to Ligand's adjusted EPS, prompting an increase in 2026 guidance to $8.50-$9.50, with expected accretion of $1.50 per share in 2027. BVF Partners, owning approximately 44% of XOMA on an as-converted basis, has entered into a voting agreement to support the transaction, providing significant stockholder backing. The merger agreement includes customary no-shop provisions, a $40 million termination fee, and conditions typical for a transaction of this nature. The acquisition strengthens Ligand's position as a leading biopharma royalty aggregator, diversifying its portfolio across therapeutic areas and development stages.