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Viking Therapeutics sells $225,000,000 of 2.00% convertible notes due 2032

Tickers VKTX

Morgan Stanley & Co. LLC and J.P. Morgan Securities LLC are the underwriters' representatives. The initial conversion price is about $50.75 a share, and the company sold 7,857,143 common shares at $35.00 in a separate offering the same day.

Key facts

Company
Viking Therapeutics, Inc. (NASDAQ: VKTX)
News type
Debt Financing
Primary source
Viking Therapeutics, Inc. 8-K (2026-09-28)
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The notes and the underwriters

Viking Therapeutics, Inc. agreed on September 23, 2026 to sell $225,000,000 of 2.00% Convertible Senior Notes due 2032. Morgan Stanley & Co. LLC and J.P. Morgan Securities LLC are the representatives of the underwriters. The underwriters also held a 30-day option to buy $33,750,000 more of the notes, and they exercised it in full on September 24, 2026.

The notes were issued under a base indenture dated September 25, 2026, with U.S. Bank Trust Company, National Association as trustee, and a First Supplemental Indenture of the same date, under a Form S-3 shelf registration filed July 30, 2026.

The notes are senior, unsecured obligations. They rank equally with the company's other senior unsecured debt, but they rank below secured debt to the extent of the collateral. They are also structurally subordinated to all liabilities of the company's subsidiaries, including trade payables. Interest is 2.00% a year, payable April 15 and October 15, beginning April 15, 2027. The notes mature October 15, 2032.

Conversion and redemption

The initial conversion rate is 19.7044 shares per $1,000 of principal, which the filing says is an initial conversion price of about $50.75 a share. Before July 15, 2032, holders may convert only on specified events. From that date they may convert at any time until the second scheduled trading day before maturity. The company chooses whether to settle conversions in cash, shares or a combination.

Viking may redeem the notes from October 22, 2029, but only if the stock trades above 130% of the conversion price on at least 20 of 30 consecutive trading days. A redemption of fewer than all the notes requires at least $100.0 million of principal to remain outstanding.

After a Fundamental Change, which includes certain business combinations and some delisting events, holders may require repurchase at par plus accrued interest. The events of default include payment defaults, with a 30-day cure period for interest, and a failure to convert within five days after a holder exercises its right.

The equity offering

The same day, Viking agreed to sell 7,857,143 shares of common stock at $35.00 a share, with Morgan Stanley and J.P. Morgan as representatives. The underwriters exercised a 30-day option for 1,178,571 more shares in full on September 24, 2026. The offering closed on September 25, 2026.

The company said net proceeds from the equity offering were approximately $297.0 million, after underwriting discounts, commissions and estimated expenses. Net proceeds from the notes were approximately $250.8 million on the same basis. Viking says it intends to use the money from both offerings for the continued clinical development, advancement and commercialization of its VK2735 program, the continued development of its VK3019 program, and for other general research and development, working capital and general corporate purposes. Paul Hastings LLP, counsel to the company, gave the opinion on the validity of the shares (Exhibit 5.1) and of the notes (Exhibit 5.2). The 8-K names no placement agent or financial advisor, and no counsel for the underwriters.

What the 10-K shows

The 10-K reports research and development expense of $345.0 million for 2025, up from $101.6 million for 2024. The net loss was $359.6 million for 2025, against $110.0 million for 2024. Cash used in operations was $278.7 million in 2025, compared with $87.8 million in 2024.

Year-end cash and cash equivalents were $26.7 million at the end of 2024, and short-term investments were $875.9 million. The 8-K gives no current cash balance, so it does not show how long the new money covers a business that used $278.7 million in operations in 2025.

Dilution

The equity offering sold 7,857,143 shares at $35.00, and the option added 1,178,571 more. The notes convert at about $50.75 a share, which is above the equity price. Holders of the notes cannot convert before July 15, 2032 except on specified events, so the note dilution is not immediate.

What comes next

The first interest payment is due April 15, 2027. The earliest date for a provisional redemption is October 22, 2029. The 8-K sets no timetable for Viking's clinical programs.

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