XOMA Royalty Corporation Declares Preferred Stock Dividends, Announces Full Redemption, and Sets CVR Record Date Amid Pending Merger with Ligand Pharmaceuticals
Key Developments Announced by XOMA Royalty Corporation
- Declaration of Quarterly Cash Dividends for both Series A and Series B Cumulative Perpetual Preferred Stock.
- Full Redemption of All Outstanding Preferred Stock scheduled for July 14, 2026, in connection with a pending merger.
- Record Date Set for Distribution of Contingent Value Rights (CVRs) to common shareholders as additional merger consideration.
- Details on Pending Merger with Ligand Pharmaceuticals; implications for shareholders and future operations.
Detailed Breakdown of the Announcement
Quarterly Preferred Stock Dividends
XOMA Royalty Corporation (Nasdaq: XOMA) has authorized and declared the following cash dividends for its preferred stockholders:
- Series A Cumulative Perpetual Preferred Stock (Nasdaq: XOMAP): \$0.53906 per share, with 984,000 shares outstanding.
- Series B Cumulative Perpetual Preferred Stock (Nasdaq: XOMAO): \$0.52344 per depositary share, with 1,760,500 depositary shares representing the Series B Preferred Stock.
These dividends will be paid on or about July 15, 2026, to shareholders of record as of the close of business on July 2, 2026.
Redemption of Preferred Stock
On July 14, 2026, XOMA will redeem all outstanding shares of both Series A and Series B Preferred Stock:
- Redemption Price: \$25.00 per share for Series A; \$25.00 per depositary share for Series B.
- The redemption price is separate from the quarterly cash dividend.
- Redemption will be processed through The Depository Trust Company in accordance with its standard procedures.
- After the redemption date, preferred dividends will no longer accrue, and the shares will cease to be outstanding.
This is a critical event for preferred shareholders: They will receive both their regular dividend and the full redemption value, but after July 14, 2026, these preferred securities will no longer exist or trade.
Contingent Value Rights (CVRs) Distribution
As part of the pending merger with Ligand Pharmaceuticals, XOMA has set a record date for the distribution of CVRs:
- CVR Record Date: 5:00 p.m. Eastern time, July 13, 2026.
- Each holder of XOMA common stock as of this date will receive one CVR per share as additional merger consideration.
- CVRs represent the right to receive contingent payments derived from XOMA CVR Trust’s 75% interest in XOMA Royalty LLC, specifically related to the Janssen Litigation.
This CVR distribution has been formally notified to Nasdaq and could represent significant upside for common shareholders, depending on the outcome of the referenced litigation.
Merger with Ligand Pharmaceuticals
The redemption of preferred stock and the CVR distribution are both being executed in connection with the pending merger, under the Agreement and Plan of Merger dated April 27, 2026, involving Ligand Pharmaceuticals and Flex Merger Sub, Inc.
- The merger is subject to satisfaction or waiver of certain conditions, including regulatory approval and shareholder votes.
- The press release highlights substantial risks and uncertainties related to the merger, including the possibility it may not close, potential for competing offers, integration risks, and regulatory or litigation hurdles.
- Post-merger, the company’s business and stock price may be affected by integration challenges, changes in management, and the commercial success of pipeline products.
- The forward-looking statements section warns investors about the unpredictability of clinical trials, regulatory reviews, milestone payments, and the overall business environment.
Key Points for Shareholders and Potential Impact on Share Value
- Immediate cash payout for preferred shareholders via dividends and full redemption at par value could impact the trading price of the preferred shares up to the redemption date.
- Common shareholders stand to benefit from the CVR distribution, which could provide additional value contingent on litigation outcomes.
- The merger itself is a major corporate event that could significantly affect both the short-term and long-term valuation of XOMA and, after completion, Ligand Pharmaceuticals.
- Risks remain: The merger is not guaranteed to close, and there are numerous financial, operational, and regulatory uncertainties that could impact shareholder value.
Investor Contacts
For further information, investors and the media are directed to contact:
Maghan Meyers
[email protected]
(646) 367-2769
Disclaimer
This article is for informational purposes only and does not constitute financial or investment advice. Investors should carefully review all official filings and consult with their financial advisors before making investment decisions. The information presented here is based on statements and disclosures made by XOMA Royalty Corporation as of June 12, 2026, and may be subject to change without notice. Forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially. Neither XOMA Royalty Corporation nor Ligand Pharmaceuticals guarantees any specific outcome as a result of the events or transactions described above.
