PROSPECTUS FILED PURSUANT TO RULE 424(B)(3)
LIGAND PHARMACEUTICALS INCORPORATED
FILED PURSUANT TO RULE 424(B)(3)
REGISTRATION NO. 333-131029
PROSPECTUS SUPPLEMENT NO. 30
(TO PROSPECTUS DATED APRIL 12, 2006, AS SUPPLEMENTED AND AMENDED BY THAT
PROSPECTUS SUPPLEMENT NO. 1 DATED MAY 15, 2006, THAT PROSPECTUS SUPPLEMENT NO. 2
DATED JUNE 12, 2006, THAT PROSPECTUS SUPPLEMENT NO. 3 DATED JUNE 29, 2006, THAT
PROSPECTUS SUPPLEMENT NO.4 DATED AUGUST 4, 2006, THAT PROSPECTUS SUPPLEMENT
NO. 5 DATED AUGUST 9, 2006, THAT PROSPECTUS SUPPLEMENT NO. 6 DATED AUGUST 30,
2006, THAT PROSPECTUS SUPPLEMENT NO. 7 DATED SEPTEMBER 11, 2006, THAT PROSPECTUS
SUPPLEMENT NO. 8 DATED SEPTEMBER 12, 2006, THAT PROSPECTUS SUPPLEMENT NO. 9
DATED OCTOBER 2, 2006, THAT PROSPECTUS SUPPLEMENT NO. 10 DATED OCTOBER 17, 2006,
THAT PROSPECTUS SUPPLEMENT NO. 11 DATED OCTOBER 20, 2006, THAT PROSPECTUS
SUPPLEMENT NO. 12 DATED OCTOBER 31, 2006, THAT PROSPECTUS SUPPLEMENT NO. 13
DATED NOVEMBER 14, 2006, THAT PROSPECTUS SUPPLEMENT NO. 14 DATED NOVEMBER 15,
2006, THAT PROSPECTUS SUPPLEMENT NO. 15 DATED DECEMBER 14, 2006, THAT PROSPECTUS
SUPPLEMENT NO. 16 DATED JANUARY 5, 2007, THAT PROSPECTUS SUPPLEMENT NO. 17 DATED
JANUARY 16, 2007, THAT PROSPECTUS SUPPLEMENT NO. 18 DATED FEBRUARY 5, 2007, THAT
PROSPECTUS SUPPLEMENT NO. 19 DATED FEBRUARY 28, 2007, THAT PROSPECTUS SUPPLEMENT
NO. 20 DATED MARCH 5, 2007, THAT PROSPECTUS SUPPLEMENT NO. 21 DATED MARCH 15,
2007, THAT PROSPECTUS SUPPLEMENT NO. 22 DATED MARCH 16, 2007, THAT PROSPECTUS
SUPPLEMENT NO. 23 DATED MARCH 20, 2007, THAT PROSPECTUS SUPPLEMENT NO. 24 DATED
MARCH 23, 2007, THAT PROSPECTUS SUPPLEMENT NO. 25 DATED MARCH 29, 2007, THAT
PROSPECTUS SUPPLEMENT NO. 26 DATED APRIL 2, 2007, THAT PROSPECTUS SUPPLEMENT NO.
27 DATED MAY 4, 2007, THAT PROSPECTUS SUPPLEMENT NO. 28 DATED MAY 10, 2007, AND
THAT PROSPECTUS SUPPLEMENT NO. 29 DATED MAY 21, 2007)
This Prospectus Supplement No. 30 supplements and amends the prospectus
dated April 12, 2006 (as supplemented and amended by that Prospectus Supplement
No. 1 dated May 15, 2006, that Prospectus Supplement No. 2 dated June 12, 2006,
that Prospectus Supplement No. 3 dated June 29, 2006, that Prospectus Supplement
No. 4 dated August 4, 2006, that Prospectus Supplement No. 5 dated August 9,
2006, that Prospectus Supplement No. 6 dated August 30, 2006, that Prospectus
Supplement No. 7 dated September 11, 2006, that Prospectus Supplement No. 8
dated September 12, 2006, that Prospectus Supplement No. 9 dated October 2,
2006, that Prospectus Supplement No. 10 dated October 17, 2006, that Prospectus
Supplement No. 11 dated October 20, 2006, that Prospectus Supplement No. 12
dated October 31, 2006, that Prospectus Supplement No. 13 dated November 14,
2006, that Prospectus Supplement No. 14 dated November 15, 2006, that Prospectus
Supplement No. 15 dated December 14, 2006, that Prospectus Supplement No. 16
dated January 5, 2007, that Prospectus Supplement No. 17 dated January 16, 2007,
that Prospectus Supplement No. 18 dated February 5, 2007, that Prospectus
Supplement No. 19 dated February 28, 2007, that Prospectus Supplement No. 20
dated March 5, 2007, that Prospectus Supplement No. 21 dated March 15, 2007,
that Prospectus Supplement No. 22 dated March 16, 2007, that Prospectus
Supplement No. 23 dated March 20, 2007, that Prospectus Supplement No. 24 dated
March 23, 2007, that Prospectus Supplement No. 25 dated March 29, 2007, that
Prospectus Supplement No. 26 dated April 2, 2007, that Prospectus Supplement No.
27 dated May 4, 2007, that Prospectus Supplement No. 28 dated May 10, 2007, and
that Prospectus Supplement No. 29 dated May 21, 2007), or the Prospectus,
relating to the offer and sale of up to 7,790,974 shares of our common stock to
be issued pursuant to awards granted or to be granted under our 2002 Stock
Incentive Plan, or our 2002 Plan, up to 147,510 shares of our common stock to be
issued pursuant to our 2002 Employee Stock Purchase Plan, or our 2002 ESPP, and
up to 50,309 shares of our common stock which may be offered from time to time
by the selling stockholders identified on page 110 of the Prospectus for their
own accounts. Each of the selling stockholders named in the Prospectus acquired
the shares of common stock upon exercise of options previously granted to them
as an employee, director or consultant of Ligand or as restricted stock granted
to them as a director of Ligand, in each case under the terms of our 2002 Plan.
We will not receive any of the proceeds from the sale of the shares of our
common stock by the selling stockholders under the Prospectus. We will receive
proceeds in connection with option exercises under the 2002 Plan and shares
issued under the 2002 ESPP which will be based upon each granted option exercise
price or purchase price, as applicable.
This Prospectus Supplement No. 30 includes the attached Current Report
on Form 8-K of Ligand Pharmaceuticals Incorporated dated June 6, 2007, as filed
by us with the Securities and Exchange Commission.
This Prospectus Supplement No. 30 should be read in conjunction with,
and delivered with, the Prospectus and is qualified by reference to the
Prospectus except to the extent that the information in this Prospectus
Supplement No. 30 updates or supersedes the information contained in the
Prospectus.
Our common stock is traded on The Nasdaq Global Market under the symbol
"LGND." On June 5, 2007, the closing price of our common stock was $6.50 per
share.
Investing in our common stock involves risk. See "Risk Factors"
beginning on page 7 of the Prospectus and beginning on page 54 of Prospectus
Supplement No. 28.
Neither the Securities and Exchange Commission nor any state securities
commission has approved or disapproved of these securities or determined if the
Prospectus or this Prospectus Supplement No. 30 is truthful or complete. Any
representation to the contrary is a criminal offense.
The date of this Prospectus Supplement No. 30 is June 6, 2007.
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
---------------
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 31, 2007
LIGAND PHARMACEUTICALS INCORPORATED
(Exact name of registrant as specified in its charter)
DELAWARE
(State or other jurisdiction of incorporation)
000-20720
(Commission File Number)
10275 SCIENCE CENTER DRIVE,
SAN DIEGO, CALIFORNIA
(Address of principal executive offices)
(858) 550-7500
(Registrant's telephone number, including area code)
77-0160744
(I.R.S. Employer Identification No.)
92121-1117
(Zip Code)
ITEM 5.02 DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS;
APPOINTMENT OF PRINCIPAL OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN
OFFICERS.
At the 2007 Annual Meeting of Stockholders of Ligand Pharmaceuticals
Incorporated ("Ligand") held on May 31, 2007 (the "2007 Annual Meeting"),
Ligand's stockholders approved an amendment to Ligand's 2002 Stock Incentive
Plan (the "2002 Plan"). The full text of the 2002 Plan, as amended, is attached
as Appendix A to Ligand's 2007 Proxy Statement filed with the Securities and
Exchange Commission on April 27, 2007.
Effective upon stockholder approval of the amended 2002 Plan at the
2007 Annual Meeting, the Board of Directors (the "Board") of Ligand adopted a
new Director Compensation Policy (the "Policy"), which provides that each
non-employee director serving on the Board is eligible to receive:
(i) a restricted stock grant of 10,000 shares of Ligand's common
stock, $0.001 par value (the "Common Stock") in connection
with the initial appointment as a director;
(ii) an annual restricted stock grant of 5,000 shares of Common
Stock under the 2002 Plan, which shall be made on the date of
each annual meeting of the stockholders of Ligand (with the
first such grant to be effective as of May 31, 2007); and
(iii) a fee of $2,500 per day for each Board meeting attended, plus
a fee of $700 for each Board meeting attended in which such
director participated by telephone, and a fee of $500 for each
committee meeting attended on non-Board meeting dates.
The foregoing restricted stock awards will vest on the first
anniversary of the date of grant and any unvested shares will be forfeited to
Ligand in the event a director ceases to serve on the Board prior to the vesting
of such shares. The shares will vest in full in the event of a change of control
or a hostile take-over, each as defined in the 2002 Plan.
In addition, under the Policy, each non-employee director shall be
eligible to receive an annual retainer of $10,000 for service on the Board. In
addition, a non-employee director serving as:
(i) chairman of the Board shall be eligible to receive an
additional annual retainer of $20,000 for such service;
(ii) chairman of the Audit Committee shall be eligible to receive an
additional annual retainer of $12,000 for such service;
(iii) a member (other than the chairman) of the Audit Committee shall
be eligible to receive an additional annual retainer of $4,000
for such service;
(iv) chairman of the Compensation Committee or the Nominating and
Corporate Governance Committee shall be eligible to receive an
additional annual retainer of $8,000 for such service; and
(v) a member (other than the chairman) of the Compensation
Committee or the Nominating and Corporate Governance Committee
shall be eligible to receive an additional annual retainer of
$2,000 for such service.
The annual retainers payable under the Policy shall be paid by Ligand
in quarterly installments or more frequently as deemed advisable by the officers
of Ligand for administrative or other reasons. The terms and conditions of the
Policy shall supersede any prior cash compensation arrangements between Ligand
and its directors and the Automatic Option Grant Program for directors under the
2002 Plan. The Automatic Option Grant Program under the 2002 Plan has been
terminated effective as of the adoption of the Policy.
The foregoing description of the Policy does not purport to be complete
and is qualified in its entirety by reference to the text of the Policy, a copy
of which will be filed as an exhibit to Ligand's quarterly report on Form 10-Q
for the quarterly period ending June 30, 2007.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has caused this report to be signed on its behalf by the
undersigned.
LIGAND PHARMACEUTICALS INCORPORATED
Date: June 6, 2007 By: /S/ JOHN P. SHARP
Name: John P. Sharp
Title: Vice President of Finance and CFO