SEC Form 4 · accession 0000899243-16-018182
Viking Therapeutics, Inc. · VKTX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
LIGAND PHARMACEUTICALS INC
10% Owner
Period of report
Apr 13, 2016
Accepted (ET)
Apr 15, 2016 · 5:19 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001607678
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Apr 13, 2016 | A | 560,000 | — | A | 5,340,964 | D | |
| Common StockF4,F2 | Apr 13, 2016 | C | 960,000 | $1.25 | A | 6,300,964 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Warrant (right to buy)F1 | $1.50 | Apr 13, 2016 | A | 560,000 | A | Apr 13, 2016 | Apr 13, 2021 | Common Stock | 560,000 | 560,000 | D |
| Convertible Note (convertible into Common Stock)F4,F6,F5 | — | Apr 13, 2016 | C | 600,000 | D | — | — | Common Stock | 960,000 | 2,105,139 | D |
| Warrant (right to buy)F3 | $1.50 | Apr 13, 2016 | C | 960,000 | A | Apr 13, 2016 | Apr 13, 2021 | Common Stock | 960,000 | 1,520,000 | D |
| Convertible Note (convertible into Common Stock)F6,F4,F5 | — | Apr 13, 2016 | J | 150,000 | D | — | — | Common Stock | 240,000 | 1,955,139 | D |
Explanation of responses
- F1The 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.
- F2Includes 882,474 shares of Common Stock held by Metabasis Therapeutics, Inc., a wholly-owned subsidiary of the Reporting Person.
- F3Pursuant 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.
- F4The 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).
- F5The 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.
- F6Includes $205,138.78 of accrued and unpaid interest.
- F7Represents repayment by the Issuer of $150,000 in principal amount of the Convertible Note.