0000899243-16-018182.txt : 20160415
0000899243-16-018182.hdr.sgml : 20160415
20160415171942
ACCESSION NUMBER: 0000899243-16-018182
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20160413
FILED AS OF DATE: 20160415
DATE AS OF CHANGE: 20160415
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Viking Therapeutics, Inc.
CENTRAL INDEX KEY: 0001607678
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 461073877
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 12340 EL CAMINO REAL, SUITE 250
CITY: SAN DIEGO
STATE: CA
ZIP: 92130
BUSINESS PHONE: 858-704-4660
MAIL ADDRESS:
STREET 1: 12340 EL CAMINO REAL, SUITE 250
CITY: SAN DIEGO
STATE: CA
ZIP: 92130
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: LIGAND PHARMACEUTICALS INC
CENTRAL INDEX KEY: 0000886163
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37355
FILM NUMBER: 161575238
BUSINESS ADDRESS:
STREET 1: 11119 NORTH TORREY PINES ROAD
STREET 2: SUITE 200
CITY: LA JOLLA
STATE: CA
ZIP: 92037
BUSINESS PHONE: 858-550-7500
MAIL ADDRESS:
STREET 1: 11119 NORTH TORREY PINES ROAD
STREET 2: SUITE 200
CITY: LA JOLLA
STATE: CA
ZIP: 92037
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2016-04-13
0
0001607678
Viking Therapeutics, Inc.
VKTX
0000886163
LIGAND PHARMACEUTICALS INC
11119 NORTH TORREY PINES ROAD, SUITE 200
LA JOLLA
CA
92037
0
0
1
0
Common Stock
2016-04-13
4
A
0
560000
A
5340964
D
Common Stock
2016-04-13
4
C
0
960000
1.25
A
6300964
D
Warrant (right to buy)
1.50
2016-04-13
4
A
0
560000
A
2016-04-13
2021-04-13
Common Stock
560000
560000
D
Convertible Note (convertible into Common Stock)
2016-04-13
4
C
0
600000
1.25
D
Common Stock
960000
2105139
D
Warrant (right to buy)
1.50
2016-04-13
4
C
0
960000
A
2016-04-13
2021-04-13
Common Stock
960000
1520000
D
Convertible Note (convertible into Common Stock)
2016-04-13
4
J
0
150000
150000.00
D
Common Stock
240000
1955139
D
The securities were purchased from the Issuer by the reporting person for aggregate consideration of $700,000 and consist of 560,000 shares of Common Stock and a warrant to purchase 560,000 shares of Common Stock.
Includes 882,474 shares of Common Stock held by Metabasis Therapeutics, Inc., a wholly-owned subsidiary of the Reporting Person.
Pursuant to the terms of the Convertible Note, the Reporting Person acquired (i) 960,000 shares of Common Stock upon conversion of $600,000 in principal amount of the Convertible Note, and (ii) a warrant to purchase 960,000 shares of Common Stock, each upon the Issuer's repayment of $1,200,000 in principal amount of the Convertible Note. The Convertible Note is convertible into the number of shares of Common Stock equal to 200% of the principal amount then outstanding plus all accrued and previously unpaid interest thereon. Each $1.00 of value paid by the Issuer shall first reduce the amount of accrued and unpaid interest on the Convertible Note and then the unpaid principal amount of the Convertible Note by $0.50.
The Convertible Notes converted at a price of $1.25 per share. The remaining Convertible Notes convert at a price per share equal to the lesser of (1) (x) if the conversion occurs within 180 days of April 13, 2016, $1.25, or (y) if the conversion occurs after October 10, 2016, the volume weighted average closing price of the Common Stock, as reported by The Nasdaq Stock Market LLC, for the thirty (30) consecutive trading days ending on the last trading date immediately preceding the date of conversion, and (2) $8.00 (as adjusted for any and all stock dividends, stock splits, stock combinations or other similar transactions).
The Convertible Note is convertible on or after May 21, 2017 (the "Maturity Date"). In addition, prior to the Maturity Date, the Issuer has the option to prepay part of all of the outstanding Convertible Notes in which case the Reporting Person has the option to receive the prepayment in cash or shares of Common Stock, subject to certain conditions. The Convertible Note matures on May 21, 2017, subject to extension by the Reporting Person in certain circumstances.
Includes $205,138.78 of accrued and unpaid interest.
Represents repayment by the Issuer of $150,000 in principal amount of the Convertible Note.
/s/ Charles S. Berkman
2016-04-15