Item 1.01 Entry into a Material Definitive Agreement.
Our newly-formed subsidiary Adjacent Acquisition Co., LLC entered into an Asset
Purchase Agreement dated February 11, 2020 with Icagen, Inc., Icagen Corp.,
XRPro Sciences, Inc. and Caldera Discovery, Inc. (collectively, "Icagen")
whereby the Ligand subsidiary will acquire the core assets of Icagen's North
Carolina operations, including two significant partnered programs, proprietary
ion channel screening and assay platforms, x-ray fluorescence capabilities,
custom screening technologies, novel unpartnered preclinical-stage molecules and
six preclinical-stage internal programs, for $15 million in cash. Icagen will
also be entitled to receive up to an additional $25 million of cash payments
based on certain revenue achievements.
Item 8.01 Other Events.
On February 11, 2020, we issued a press release regarding the Icagen
transaction. A copy of this press release is filed as Exhibit 99.1 to this
Current Report on Form 8-K and is incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. Description
99.1 Press release dated February 11, 2020.
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