The following excerpt is from the company's SEC filing.
The following unaudited pro forma condensed consolidated statement of operations have been prepared to assist you in your analysis of the financial effects of the sale of the Purchased Assets, and have been presented in accordance with U.S. generally accepted accounting principles. The unaudited pro forma condensed consolidated statement of operations for the year ended December 31, 2018 combines the historical results for Ligand for the twelve months ended December 31, 2018 and the pro forma adjustments as if the sale of the Purchased Assets had occurred on January 1, 2018. The unaudited pro forma condensed consol idated balance sheet as of December 31, 2018 gives effect to the sale of the Purchased Assets as of such date. Our accounting for the pro forma adjustments is preliminary pending completion of several elements, including finalizing after-tax gain on the sale of the Purchased Assets. Accordingly, there may be material adjustments to the pro forma adjustments.
This pro forma financial information does not purport to represent what our actual results of operations or financial position would have been had the sale of the Purchased Assets occurred on the dates indicated nor is the information necessarily indicative of future operating results. The pro forma adjustments are based upon information and assumptions available at the time of the filing of this Form 8-K. You should read our pro forma condensed consolidated financial information in conjunction with our consolidated financial statements and the related notes, our “Selected Consolidated Financial and Operating Data,” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” which all appear in our Annual Report on Form 10-K for the year ended December 31, 2018.
LIGAND PHARMACEUTICALS INCORPORATED
PRO FORMA CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
FOR THE YEAR ENDED DECEMBER 31, 2018
(Unaudited, in thousands, except per share amounts)
License fees, milestones and other revenues
Operating costs and expenses:
Cost of material sales
Amortization of intangibles
Research and development
General and administrative
Total operating costs and expenses
Gain from sale of Promacta license
Income from operations
Other income (expenses):
Gain (loss) from Viking
Other income (expense), net
Total other income (expense), net
Income before income taxes
Income tax expense
Net income per common share:
Weighted average per common share:
PRO FORMA CONDENSED CONSOLIDATED BALANCE SHEETS
AS OF DECEMBER 31, 2018
(Unaudited, in thousands)
Cash and cash equivalents
Investment in Viking
Accounts receivable, net
Other current assets
Total current assets
Deferred income taxes, net
Intangible assets, net
Commercial license rights
Property and equipment, net
LIABILITIES AND STOCKHOLDERS' EQUITY
Income tax payable
Current contingent liabilities
2019 convertible senior notes, net
Total current liabilities
2023 convertible senior notes, net
Long-term contingent liabilities
Other long-term liabilities
Total stockholders' equity
Total liabilities and stockholders' equity
(a) To reflect the elimination of the Promacta license revenue during the period presented.
(b) To reflect the additional transaction costs in connection with the sale of the Purchased Assets during the period.
(c) To reflect the cash proceeds received upon the sale of the Purchased Assets.
(d) To reflect the related income tax expense in connection with the sale of the Purchased Assets.
(e) To reflect the estimated tax adjustments in connection with the sale of the Purchased Assets. The estimated after-tax gain on the sale of the Purchased Assets as if the transaction had closed on December 31, 2018 is approximately $643 million and is included in the stockholders' equity of the unaudited pro forma condensed consolidated balance sheet as of December 31, 2018. The actual gain will be determined as of March 6, 2019, the closing date, and could be materially different from this estimate.
The above information was disclosed in a filing to the SEC. To see the filing, click here.
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