Ligand Pharmaceuticals, Neurogen revise merger agreement

Ligand Pharmaceuticals IncorporatedDec 18 2009

Ligand Pharmaceuticals Incorporated (NASDAQ: LGND) and Neurogen Corporation (NASDAQ: NRGN) announced today they have amended their merger agreement to increase the merger consideration payable. In addition to issuing 4.2 million shares of Ligand common stock (the maximum number allowed by the original agreement) and four series of contingent value rights, Ligand will now also pay $600,000 cash to Neurogen stockholders upon closing of the transaction.

The amendment also removes the right of Neurogen to terminate the transaction if the indicated value of the 4.2 million shares of Ligand common stock was less than a defined threshold value.

The Neurogen stockholders meeting called to consider the merger has been postponed to 10:00 a.m. EST on Wednesday, December 23, 2009 at 45 Northeast Industrial Road, Branford, Connecticut. Assuming the stockholders vote in favor of the merger, the transaction is expected to close on December 23, 2009.