Ligand Pharmaceuticals Incorporated (NasdaqGM:LGND) entered into an agreement to acquire APEIRON Biologics AG for $128 million on July 8, 2024. Under the terms of the Agreement, Ligand will acquire all the outstanding shares of APEIRON for $100 million in cash at closing. Ligand will also pay APEIRON shareholders up to $28 million if QARZIBA royalties exceed certain predetermined thresholds by either 2030 or 2034, respectively, for a total transaction value of up to $128 million and pay additional earn-outs on specific future events.

The transaction is subject to approval of merger agreement by by boards of Ligand and APEIRON. The deal has been unanimously approved by both the boards. The transaction is subject to a 30-day shareholder objection period and other customary closing conditions and is expected to close in July 2024.

McDermott Will & Emery LLP and E&H Rechtsanwälte GmbH acted as legal advisors to Ligand Pharmaceuticals Incorporated. Baker & McKenzie Diwok Hermann Petsche Rechtsanwälte LLP & Co KG and Dorda Brugger Jordis Rechtsanwälte GmbH acted as legal advisors to APEIRON Biologics AG.