XOMA Royalty Corp Acquisition Update

Here is the latest news on the XOMA Royalty Corp acquisition, explained in plain English.

1. What is happening?

Ligand Pharmaceuticals is buying XOMA Royalty Corp. While the deal was first announced on April 27, 2026, a recent update on May 16, 2026, confirmed that XOMA has created a new entity, "XOMA Royalty Holdings Corporation" (or "HoldCo"). XOMA will merge into this new entity, which will then become a subsidiary of Ligand. Think of this as the legal "plumbing" required to move XOMA’s assets over to Ligand.

2. Why is Ligand buying XOMA?

Ligand is after XOMA’s "mailbox money." XOMA doesn't spend money on risky drug research; instead, it acts as a collector, holding rights to royalty payments from various medical products. By buying XOMA, Ligand gets to add that entire stream of income to its own portfolio without having to build it from scratch.

3. What this means for your investment

The most important thing to know is that XOMA is no longer trying to grow as an independent company. Its sole focus now is completing this sale.

• If you own XOMA stock: Your investment is now tied to the terms of the merger. The stock price will likely track closely to the buyout price offered by Ligand until the deal officially closes.
• The "HoldCo" update: This is a technical step. It doesn't change the value of your shares, but it confirms that the legal process is moving forward as planned.

4. What happens next?

You don't need to do anything today, but keep an eye out for these upcoming steps:

• The Proxy Statement: XOMA will send you a document called a "proxy statement." This is the most important piece of paper you will receive. It contains the final financial details of the payout and the specific terms of the deal.
• The Shareholder Vote: Once the proxy statement is out, you will be asked to vote on whether to approve the merger.
• Regulatory Review: The government needs to review the deal to ensure it follows competition laws.
• Closing: If shareholders vote "yes" and regulators approve, the deal will close, and XOMA will stop trading as an independent company.

5. Key takeaways for your decision

• Read the Proxy: When it arrives, look for the "fine print." It will tell you exactly how much you will be paid for your shares and if there are any conditions attached.
• Understand the Risk: While this looks like a straightforward acquisition, mergers can occasionally fall through if regulators block them or if the companies fail to meet specific closing conditions.
• Stay Patient: This is a process, not an overnight event. There is no need to panic or rush to sell based on technical filings. Your best move right now is to wait for the official proxy statement so you have all the facts before you vote.