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. 26
(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, AND THAT PROSPECTUS SUPPLEMENT NO. 25 DATED MARCH 29, 2007)
This Prospectus Supplement No. 26 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, and that Prospectus Supplement No. 25 dated March 29, 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. 26 includes the attached Current Report
on Form 8-K of Ligand Pharmaceuticals Incorporated dated March 30, 2007, as
filed by us with the Securities and Exchange Commission.
This Prospectus Supplement No. 26 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. 26 updates or supersedes the information contained in the
Prospectus.
Our common stock is traded on The Nasdaq Global Market under the symbol
"LGND." On March 30, 2007, the closing price of our common stock was $10.08 per
share.
Investing in our common stock involves risk. See "Risk Factors"
beginning on page 7 of the Prospectus and beginning on page 17 of Prospectus
Supplement No. 22.
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. 26 is truthful or complete. Any
representation to the contrary is a criminal offense.
The date of this Prospectus Supplement No. 26 is April 2, 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): March 30, 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 8.01 OTHER EVENTS.
Ligand Pharmaceuticals Incorporated (the "Company") has been informed
today by NASDAQ that the ex-dividend date with respect to its $2.50 per share
special dividend will be April 3, 2007. The special dividend is payable on
April 19, 2007 to shareholders of record of the Company's common stock on
April 5, 2007.
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
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: March 30, 2007 By: /s/ Charles S. Berkman
Name: Charles S. Berkman
Title: Assoc. General Counsel, Chief Patent Counsel
and Secretary