What changed in this filing

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Item 1. Financial Statements

2024-07-31 compared with 2024-05-02 · 185 added, 129 removed, 514 unchanged (38% of the section changed)

33 unchanged sentences

Common stock ($ 0.01 par value, 250,000 shares authorized;

70,635 and 69,863 shares issued as of March 31, 2024 and December 31, 2023, respectively)

70,750 and 69,863 shares issued as of June 30, 2024 and December 31, 2023, respectively)

Additional paid-in capital 775,545 757,727

Treasury Stock at cost - 1,339 shares as of March 31, 2024 and December 31, 2023

Treasury Stock at cost - 1,339 shares as of June 30, 2024 and December 31, 2023

( 75,000 ) ( 75,000 )

8 unchanged sentences

Three Months Ended

June 30, Six Months Ended

2024 2023 2024 2023

Revenues $ 394,091 $ 321,700 $ 764,066 $ 622,484

7 unchanged sentences

Gain on sale of assets — — 6,254 —

Operating income (loss) 106,635 ( 9,344 )

Operating income 102,729 124,139 209,364 114,795

Interest expense 4,862 4,933 9,721 9,924

Investment in equity securities - unrealized gain ( 60,704 ) —

Investment in equity securities - unrealized loss (gain) 22,537 — ( 38,167 ) —

Other income ( 9,044 ) ( 4,482 ) ( 17,832 ) ( 7,713 )

Income (loss) before income taxes 171,268 ( 11,104 )

Income tax expense (benefit) 40,202 ( 8,297 )

Net income (loss) $ 131,066 $ ( 2,807 )

Net income (loss) per common share:

Income before income taxes 84,374 123,688 255,642 112,584

Income tax expense 22,301 29,557 62,503 21,260

Net income $ 62,073 $ 94,131 $ 193,139 $ 91,324

Net income per common share:

Basic $ 0.89 $ 1.38 $ 2.80 $ 1.34

5 unchanged sentences

Lantheus Holdings, Inc.

Condensed Consolidated Statements of Comprehensive Income (Loss)

Condensed Consolidated Statements of Comprehensive Income

(in thousands)

Three Months Ended

Net income (loss) $ 131,066 $ ( 2,807 )

June 30, Six Months Ended

2024 2023 2024 2023

Net income $ 62,073 $ 94,131 $ 193,139 $ 91,324

Other comprehensive income (loss):

Foreign currency translation ( 32 ) 426 ( 173 ) 307

Comprehensive income (loss) $ 130,925 $ ( 2,926 )

Comprehensive income $ 62,041 $ 94,557 $ 192,966 $ 91,631

The accompanying notes are an integral part of these condensed consolidated financial statements.

2 unchanged sentences

(in thousands)

Three Months Ended March 31, 2024

Six Months Ended June 30, 2024

Common Stock Treasury Stock Additional

4 unchanged sentences

Balance, January 1, 2024

69,863 $ 699 1,339 $ ( 75,000 ) $ 757,727 $ 133,503 $ ( 1,037 ) $ 815,892

Net income — — — — — 131,066 — 131,066

5 unchanged sentences

Balance, March 31, 2024

Three Months Ended March 31, 2023

70,635 $ 706 1,339 $ ( 75,000 ) $ 756,443 $ 264,569 $ ( 1,178 ) $ 945,540

Net income — — — — — 62,073 — 62,073

Other comprehensive loss — — — — — — ( 32 ) ( 32 )

Stock option exercises and employee stock plan purchases 68 1 — — 1,548 — — 1,549

Vesting of restricted stock awards and units 58 1 — — ( 1 ) — — —

Shares withheld to cover taxes ( 11 ) — — — ( 924 ) — — ( 924 )

Stock-based compensation — — — — 18,479 — — 18,479

Balance, June 30, 2024

70,750 $ 708 1,339 ( 75,000 ) $ 775,545 $ 326,642 $ ( 1,210 ) $ 1,026,685

Six Months Ended June 30, 2023

Common Stock Treasury Stock Additional

5 unchanged sentences

Balance, January 1, 2023

68,851 $ 689 1,339 $ ( 75,000 ) $ 715,875 $ ( 193,158 ) $ ( 1,259 ) $ 447,147

Net loss — — — — — ( 2,807 ) — ( 2,807 )

5 unchanged sentences

Balance, March 31, 2023

69,630 $ 696 1,339 $ ( 75,000 ) $ 717,163 $ ( 195,965 ) $ ( 1,378 ) $ 445,516

Net income — — — — — 94,131 — 94,131

Other comprehensive income — — — — — — 426 426

Stock option exercises and employee stock plan purchases 73 1 — — 1,346 — — 1,347

Vesting of restricted stock awards and units 68 1 — — ( 1 ) — — —

Shares withheld to cover taxes ( 16 ) — — — ( 1,467 ) — — ( 1,467 )

Stock-based compensation — — — — 12,692 — — 12,692

Balance, June 30, 2023

69,755 $ 698 1,339 $ ( 75,000 ) $ 729,733 $ ( 101,834 ) $ ( 952 ) $ 552,645

The accompanying notes are an integral part of these condensed consolidated financial statements.

2 unchanged sentences

(in thousands)

Three Months Ended

Six Months Ended

Operating activities

Net income (loss) $ 131,066 $ ( 2,807 )

Net income $ 193,139 $ 91,324

Adjustments to reconcile net income to net cash flows from operating activities:

16 unchanged sentences

Other current assets 3,166 ( 9,260 )

Other long-term assets ( 353 ) —

Accounts payable 6,873 14,186

10 unchanged sentences

Payments on long-term debt and other borrowings ( 628 ) ( 528 )

Contingent value rights settlement — ( 3,700 )

Proceeds from stock option exercises 2,483 3,189

3 unchanged sentences

Effect of foreign exchange rates on cash, cash equivalents and restricted cash ( 213 ) 139

Net increase in cash, cash equivalents and restricted cash 4,634 55,220

Net increase (decrease) in cash, cash equivalents and restricted cash 43,384 ( 1,557 )

Cash, cash equivalents and restricted cash, beginning of period 715,285 417,241

3 unchanged sentences

(in thousands)

Three Months Ended

Six Months Ended

Reconciliation to amounts within the condensed consolidated balance sheets

2 unchanged sentences

Cash, cash equivalents and restricted cash at end of period $ 758,669 $ 415,684

Three Months Ended

Six Months Ended

Schedule of non-cash investing and financing activities

Additions of property, plant and equipment included in liabilities $ 7,937 $ 9,826

Acquisition of IPR&D included in liabilities $ 37,000 $ —

Lease liability settled through transfer of lease $ 376 $ —

8 unchanged sentences

references to “LMI” refer to Lantheus Medical Imaging, Inc., the direct subsidiary of Lantheus Holdings;

references to “Lantheus Alpha” refer to Lantheus Alpha Therapy, LLC, the direct subsidiary of Lantheus Holdings;

references to “Lantheus Alpha” and “Meilleur” refer to Lantheus Alpha Therapy, LLC and Meilleur Technologies, Inc., respectively, each a direct subsidiary of Lantheus Holdings;

references to “Cerveau,” “Lantheus Real Estate,” “Lantheus Two,” “Lantheus Three” and “Progenics” refer to Cerveau Technologies, Inc.;

10 unchanged sentences

In the opinion of management, all adjustments (consisting of normal and recurring adjustments) considered necessary for a fair statement have been included.

The results of operations for the three months ended March 31, 2024 are not necessarily indicative of the results that may be expected for the year ended December 31, 2024 or any future period.

The results of operations for the three and six months ended June 30, 2024 are not necessarily indicative of the results that may be expected for the year ended December 31, 2024 or any future period.

The condensed consolidated balance sheet at December 31, 2023 has been derived from the audited consolidated financial statements at that date but does not include all the information and notes required by U.S.

26 unchanged sentences

Three Months Ended

June 30, Six Months Ended

Major Products/Service Lines (in thousands) 2024 2023 2024 2023

10 unchanged sentences

Radiopharmaceutical Oncology includes PYLARIFY and AZEDRA.

In 2023, the Company announced its decision to discontinue the production and promotion of AZEDRA and it does not expect revenues from AZEDRA to contribute to the business after the first quarter of 2024.

In the first quarter of 2024, the Company discontinued the production of AZEDRA.

Precision Diagnostics includes DEFINITY, TechneLite and other diagnostic imaging products.

4 unchanged sentences

Three Months Ended

June 30, Six Months Ended

(in thousands) 2024 2023 2024 2023

9 unchanged sentences

The Company is required to allocate a portion of its revenue received from commercial contracts to future reporting periods to the extent the Company had performance obligations that extended beyond one year.

However, the Company’s performance obligations are typically part of contracts that have an original expected duration of one year or less.

However, the Company’s performance

obligations are typically part of contracts that have an original expected duration of one year or less.

As such, the Company is not disclosing the aggregate amount of the transaction price allocated to performance obligations that are unsatisfied (or partially satisfied) as of the end of the reporting period.

8 unchanged sentences

The Company invests excess cash from its operating cash accounts in overnight investments and reflects these amounts in cash and cash equivalents in the consolidated balance sheets at fair value using quoted prices in active markets for identical assets.

The Company recorded the investment securities resulting from the Perspective strategic agreements at fair value and are adjusted for price changes observable in the market.

The Company recorded the contingent consideration liabilities resulting from the Progenics Acquisition at fair value based on inputs that are not observable in the market.

The tables below present information about the Company’s assets and liabilities measured at fair value on a recurring basis:

March 31, 2024

June 30, 2024

(in thousands) Total Fair

12 unchanged sentences

Total liabilities $ 2,700 $ — $ — $ 2,700

During the three months ended March 31, 2024, there were no transfers into or out of Level 3.

As part of the Progenics Acquisition, the Company issued CVRs and recorded the fair value as part of consideration transferred.

Each CVR entitled its holder to receive a pro rata share of aggregate cash payments equal to 40 % of U.S.

net sales generated by

PYLARIFY in 2022 and 2023 in excess of $ 100.0 million and $ 150.0 million, respectively, subject to a maximum cap.

Based on the U.S.

net sales generated by PYLARIFY in 2022, the Company paid out the maximum amount payable under the CVRs from available cash in May 2023 in full satisfaction of the CVR obligation.

Refer to Note 1, “Basis of Presentation” for further details on the CVRs.

The Company also assumed contingent consideration liabilities related to a previous acquisition completed by Progenics in 2013 (“2013 Acquisition”).

These contingent consideration liabilities include potential payments of up to $ 70.0 million if the Company attains certain net sales targets primarily for AZEDRA and 1095 (also known as 131 I-MIP-1095) and a $ 5.0 million 1095 commercialization milestone.

Additionally, there is a potential payment of up to $ 10.0 million commercialization milestone related to a prostate cancer product candidate we refer to as “1404” that we have outlicensed to ROTOP Pharmaka GmbH.

During the three and six months ended June 30, 2024, there were no transfers into or out of Level 3.

The Company assumed contingent consideration liabilities related to a previous acquisition completed by Progenics in 2013 (“2013 Acquisition”).

commercialization milestone.

Additionally, there is a potential payment of up to $ 10.0 million commercialization milestone related to a prostate cancer product candidate the Company refers to as “1404” that was outlicensed to ROTOP Pharmaka GmbH.

The Company’s total potential payments related to the 2013 Acquisition are approximately $ 85.0 million.

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The Company can give no assurance that the actual amounts paid, if any, in connection with the contingent consideration liabilities, will be consistent with any recurring fair value estimate of such contingent consideration liabilities.

The following tables summarize quantitative information and assumptions pertaining to the fair value measurement of liabilities using Level 3 inputs at March 31, 2024.

The following tables summarize quantitative information and assumptions pertaining to the fair value measurement of liabilities using Level 3 inputs at June 30, 2024.

Fair Value at Assumptions

(in thousands) March 31, 2024 December 31, 2023 Valuation Technique Unobservable Input March 31, 2024 December 31, 2023

(in thousands) June 30, 2024 December 31,

2023 Valuation Technique Unobservable Input June 30, 2024 December 31,

Contingent consideration liability:

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Financial Liabilities

(in thousands) Three Months Ended

(in thousands) Six Months Ended

Fair value, beginning of period $ 2,700 $ 111,600

Changes in fair value included in net (loss) income — ( 1,400 )

Changes in fair value included in net income 100 ( 8,975 )

Cash payments — ( 99,625 )

Fair value, end of period $ 2,800 $ 3,000

There was no change in fair value of the contingent financial liabilities for the three months ended March 31, 2024.

The Company made the applicable cash payment related to the CVRs in May 2023.

As of March 31, 2024, the carrying value of the Company’s convertible debt was $ 575.0 million and the fair value of the Company’s convertible debt was estimated to be approximately $ 636.0 million based on quoted market prices of these instruments and was classified as a Level 1 measurement within the fair value hierarchy.

The change in fair value of the contingent financial liabilities resulted in an increase of general and administrative expense of $ 0.1 million for the six months ended June 30, 2024 and was primarily due to the passage of time.

As of June 30, 2024, the carrying value of the Company’s convertible debt was $ 575.0 million and the fair value of the Company’s convertible debt was estimated to be approximately $ 715.1 million based on quoted market prices of these instruments and was classified as a Level 1 measurement within the fair value hierarchy.

The Company calculates income taxes at the end of each reporting period based on the estimated effective tax rate for the full year, adjusted for any discrete events which are recorded in the period they occur.

Cumulative adjustments to the tax provision are recorded in the reporting period in which a change in the estimated annual effective tax rate is determined.

The Company’s income tax expense (benefit) and effective tax rate are presented below:

The Company’s income tax expense and effective tax rate are presented below:

Three Months Ended

June 30, Six Months Ended

(in thousands) 2024 2023 2024 2023

Income tax expense (benefit) $ 40,202 $ ( 8,297 )

Income tax expense $ 22,301 $ 29,557 $ 62,503 $ 21,260

Effective tax rate 26.4 % 23.9 % 24.4 % 18.9 %

The decrease in the effective income tax rate for the three months ended March 31, 2024 is primarily due to the impact of our stock compensation deductions in relation to the pretax income for the three months ended March 31, 2024 and the pretax loss for the three months ended March 31, 2023.

The increase in the effective income tax rate for the three and six months ended June 30, 2024 is primarily due to the decrease in the Company’s stock compensation deductions and the change in fair value of our contingent consideration liabilities.

Inventory consisted of the following:

(in thousands) March 31,

(in thousands) June 30,

2024 December 31,

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If future commercial use of the product is not probable, then inventory costs associated with such product are expensed during the period the costs are incurred.

The Company has no inventory pending regulatory approval as of March 31, 2024.

The Company has no inventory pending regulatory approval as of June 30, 2024.

Property, Plant and Equipment, Net

Property, plant and equipment, net, consisted of the following:

(in thousands) March 31,

(in thousands) June 30,

2024 December 31,

7 unchanged sentences

Total property, plant and equipment, net $ 158,158 $ 146,697

Depreciation and amortization expense related to property, plant and equipment, net, was $ 5.4 million and $ 3.4 million for the three months ended March 31, 2024 and 2023, respectively.

During the three months ended June 30, 2023, as a result of a decline in expected future cash flows related to a certain asset group, the Company determined certain impairment triggers had occurred.

Depreciation and amortization expense related to property, plant and equipment, net, was $ 4.6 million and $ 3.3 million for the three months ended June 30, 2024 and 2023, respectively, and $ 10.0 million and $ 6.7 million for the six months ended June 30, 2024 and 2023, respectively.

During the three months ended June 30, 2023, as a result of a decline in expected future cash flows related to the AZEDRA marketed intangible asset, the Company determined certain impairment triggers had occurred.

The Company reviewed revised undiscounted cash flows that were estimated to be generated by the asset group as of June 30, 2023.

Based on the undiscounted cash flow analysis, the Company determined that the asset group had net carrying values that exceeded their estimated undiscounted future cash flows.

Based on the undiscounted cash

flow analysis, the Company determined that the asset group had net carrying values that exceeded their estimated undiscounted future cash flows.

The Company then estimated the fair value of the asset group based on their discounted cash flows.

The carrying value exceeded the fair value and as a result, the Company recorded a noncash impairment of $ 6.0 million for the six months ended June 30, 2023 in cost of goods sold in the consolidated statements of operations.

On January 8, 2024, the Company entered into an agreement with Perspective Therapeutics, Inc.

(“Perspective”) to transfer the sublease for the property at 110 Clyde Rd, Somerset, New Jersey as well as sell the associated assets at the Somerset facility for $ 8.0 million.

The transfer of the lease and completion of the asset sale occurred on March 1, 2024.

(“Perspective”) to transfer the sublease for the property at 110 Clyde Rd, Somerset, New Jersey (the “Somerset Facility”) and sell the associated assets at the Somerset Facility for $ 8.0 million.

The transfer of the sublease and completion of the asset sale occurred on March 1, 2024.

The sale of assets resulted in a derecognition to the right-of-use asset of $ 0.4 million, the lease liability of $ 0.4 million and remaining property, plant and equipment of $ 0.8 million.

The Company also incurred commission expense of $ 1.0 million related to the transaction.

The Company recorded a gain of $ 6.3 million for the three months ended March 31, 2024 within operating income.

See Note 19, “Acquisition of Assets” for further discussion of the Perspective acquisition.

The Company recorded a gain of $ 6.3 million for the six months ended June 30, 2024 within operating income.

See Note 19, "Acquisition of Assets" for further discussion of the Perspective transaction.

Long-Lived Assets Held for Sale

2 unchanged sentences

The assets were classified as held for sale and comprised entirely of property, plant and equipment, net.

The Company determined that the fair value of the net assets being sold exceeded the carrying value as of March 31, 2024.

The Company determined that the fair value of the net assets being sold exceeded the carrying value as of June 30, 2024.

The purchase price for the campus sale is $ 10.0 million in cash.

The transaction is expected to close during the second quarter of 2024.

Accrued Expenses and Other Liabilities and Other Long-Term Liabilities

Accrued expenses and other liabilities and other long-term liabilities are comprised of the following:

(in thousands) March 31,

The transaction is expected to close in 2024.

Accrued Expenses, Other Liabilities and Other Long-Term Liabilities

Accrued expenses, other liabilities and other long-term liabilities are comprised of the following:

(in thousands) June 30,

2024 December 31,

3 unchanged sentences

Accrued professional fees 18,819 10,244

Accrued research and development expenses 43,371 3,258

Other 16,799 11,906

1 unchanged sentence

Operating lease liabilities (Note 15)

$ 54,125 $ 54,453

Long-term contingent liabilities (Note 4)

4 unchanged sentences

The Company has a production facility that manufactures and processes radioactive materials at its North Billerica, Massachusetts site.

As of March 31, 2024, the asset retirement liability is measured at the present value of the asset retirement liability expected to be incurred and is approximately $ 25.1 million.

As of June 30, 2024, the asset retirement liability is measured at the present value of the asset retirement liability expected to be incurred and is approximately $ 25.1 million.

The following table provides a summary of the changes in the Company’s carrying value of asset retirement obligations:

2 unchanged sentences

Accretion expense 214

Balance at March 31, 2024 $ 23,023

The Company is required to provide the Massachusetts Department of Public Health financial assurance demonstrating the Company’s ability to fund the decommissioning of its North Billerica, Massachusetts production facility upon closure.

Balance at June 30, 2024

The Company is required to provide the Massachusetts Department of Public Health financial assurance demonstrating the Company’s ability to fund any decommissioning of its North Billerica, Massachusetts production facility in the event of any closure.

The Company has provided this financial assurance in the form of a $ 30.3 million surety bond.

1 unchanged sentence

Intangibles, net, consisted of the following:

March 31, 2024

June 30, 2024

(in thousands) Useful Lives

8 unchanged sentences

Straight-Line 22,233 ( 10,587 ) 11,646

Developed technology 9 Straight-Line 2,400 ( 1,010 ) 1,390

Developed technology 7 - 9

Straight-Line 42,706 ( 1,267 ) 41,439

Total $ 369,180 $ ( 196,941 ) $ 172,239

12 unchanged sentences

Total $ 328,968 $ ( 176,983 ) $ 151,985

The Company recorded amortization expense for its intangible assets of $ 9.9 million and $ 11.1 million for the three months ended March 31, 2024 and 2023, respectively.

On August 2, 2023, the Company sold the right to its RELISTOR royalty asset under its license agreement with Bausch;

the Company retained the rights to future sales-based milestone payments.

The Company received an initial payment of approximately $ 98.0 million in connection with the sale and has the right to receive an additional payment from the buyer of $ 5.0 million if worldwide net sales of RELISTOR in 2025 exceed a specified threshold.

The additional payment would be recognized upon achievement of the specified threshold.

Decreases of $ 63.6 million of license assets and $ 17.5 million of associated accumulated amortization, as well as a gain of $ 51.8 million were recorded as a result of the sale.

The Company recorded amortization expense for its intangible assets of $ 10.2 million and $ 12.4 million for the three months ended June 30, 2024 and 2023, respectively and $ 20.1 million and $ 23.5 million for the six months ended June 30, 2024 and 2023, respectively.

In March 2023, the Company stopped all development activities in relation to a future indication associated with AZEDRA, which was classified as an in-process research and development (“IPR&D”) intangible asset.

3 unchanged sentences

The Company recorded a non-cash impairment charge of $ 15.6 million in research and development expenses relating to the IPR&D asset and $ 116.4 million in cost of goods sold relating to the currently marketed indication of AZEDRA in the consolidated statement of operations for the quarter ended March 31, 2023.

On August 15, 2023, the Company announced that it would discontinue the production and promotion of AZEDRA and would be winding down its Somerset, New Jersey manufacturing site.

The Company continued manufacturing AZEDRA during the first quarter of 2024, in order to provide doses of AZEDRA to then-current patients so they could complete their treatment regimen.

No AZEDRA was manufactured after March 1, 2024, when the Company transferred the assets and associated lease of its Somerset, New Jersey radiopharmaceutical manufacturing facility to Perspective.

On August 2, 2023, the Company sold the right to its RELISTOR royalty asset under its license agreement with Bausch;

the Company retained the rights to future sales-based milestone payments.

The additional payment would be recognized upon achievement of the specified threshold.

Decreases of $ 63.6 million of license assets and $ 17.5 million of associated accumulated amortization, as well as a gain of $ 51.8 million were recorded as a result of the sale.

On August 15, 2023, the Company announced that it would discontinue the production and promotion of AZEDRA and would be winding down its Somerset Facility.

The Company continued manufacturing AZEDRA until the first quarter of 2024 to provide doses of AZEDRA to then-current patients so they could complete their treatment regimen.

No AZEDRA was manufactured after March 1, 2024, when the Company transferred the tangible assets and associated lease of its Somerset Facility to Perspective.

See Note 7, "Property, Plant and Equipment, Net" for impairment analysis.

In February 2023, the Company entered into an agreement with the stockholders of Cerveau to purchase all of the outstanding capital stock of Cerveau for approximately $ 35.3 million.

In May 2023, upon successful completion of a technology transfer, the Company paid $ 10.0 million to the selling stockholders of Cerveau (the “Selling Stockholders”).

In February 2023, the Company entered into an agreement with the stockholders of Cerveau (which holds the rights under a license agreement to develop and commercialize MK-6240) to purchase all of the outstanding capital stock of Cerveau for approximately $ 35.3 million.

In May 2023, upon successful completion of a technology transfer, the Company paid $ 10.0 million to

the stockholders of Cerveau (the “Cerveau Stockholders”).

This additional contingent payment was capitalized as part of the asset cost and increased the Company’s customer relationship intangible assets.

See Note 19, "Acquisition of Assets" for further discussion of the Cerveau acquisition.

In June 2024, the Company entered into an agreement with the stockholders of Meilleur (“Meilleur Stockholders”) to purchase all of the outstanding capital stock of Meilleur (which holds the rights under a license agreement to develop and commercialize NAV-4694) for approximately $ 32.9 million.

The Company recorded a developed technology intangible asset of $ 40.3 million as a result of the purchase price and the specific assets and liabilities of Meilleur that were acquired as part of the asset acquisition based on their value at the agreed upon closing date.

See Note 19, “Acquisition of Assets” for further discussion of the Meilleur acquisition.

The below table summarizes the estimated aggregate amortization expense expected to be recognized on the above intangible assets:

4 unchanged sentences

Long-Term Debt, Net, and Other Borrowings

As of March 31, 2024, the Company’s maturities of principal obligations under its long-term debt and other borrowings are as follows:

As of June 30, 2024, the Company’s maturities of principal obligations under its long-term debt and other borrowings are as follows:

(in thousands) Amount

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The 2022 Revolving Facility also includes an unused commitment fee at a rate ranging from 0.15 % to 0.35 % per annum based on the Company’s total net leverage ratio.

Interest associated with the unused commitment is recorded to accrued expenses and other liabilities on the condensed consolidated balance sheet and paid out on a quarterly basis.

The Company is permitted to voluntarily prepay the Revolving Loans, in whole or in part, or reduce or terminate the Revolving Commitment, in each case, without premium or penalty.

1 unchanged sentence

The Company is not required to make mandatory prepayments under the 2022 Revolving Facility.

As of March 31, 2024, there were no outstanding borrowings under the 2022 Revolving Facility.

The Company has the right to request an increase to the Revolving Commitment in an aggregate principal amount of up to the sum of $ 335.0 million or consolidated EBITDA for the four consecutive fiscal quarters most recently ended, plus additional amounts in certain circumstances (collectively, the “Incremental Cap”), minus certain incremental term loans made pursuant to specified incremental term loan commitments (“Incremental Term Loans”).

As of June 30, 2024, there were no outstanding borrowings under the 2022 Revolving Facility.

The Company has the right to request an increase to the Revolving Commitment in an aggregate principal amount of up to the sum of $ 335.0 million or consolidated earnings before interest, taxes, depreciation and amortization (“EBITDA”) for the four consecutive fiscal quarters most recently ended, plus additional amounts in certain circumstances (collectively, the “Incremental Cap”), minus certain incremental term loans made pursuant to specified incremental term loan commitments (“Incremental Term Loans”).

The Company has the right to request Incremental Term Loans in an aggregate principal amount of up to the Incremental Cap less any incremental increases to the Revolving Commitment.

3 unchanged sentences

The minimum interest coverage ratio must be at least 3.00 to 1.00.

The maximum total net leverage ratio permitted by the financial covenant is displayed in the table below:

2022 Credit Agreement

Period Total Net Leverage Ratio

Q1 2024 and thereafter 3.50 to 1.00

The maximum total net leverage ratio permitted by the financial covenant is 3.50 to 1.00.

The 2022 Revolving Facility contains usual and customary restrictions on the ability of the Company and its subsidiaries to:

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The Company will satisfy any conversion by paying cash up to the aggregate principal amount of the Notes to be converted and by paying or delivering, as the case may be, cash, shares of the Company’s common stock, or a combination of cash and shares of the Company’s common stock, at its election, in respect of the remainder, if any, of its conversion obligation in excess of the aggregate principal amount of the Notes being converted.

The Company may redeem for cash all or any portion of the Notes, at its option, on or after December 22, 2025 if the closing sale price per share of the Company’s common stock exceeds 130 % of the conversion price of the Notes for a specified period of time.

The Company may redeem for cash all or any portion of the Notes, at its option, on or after December 22, 2025 if the closing sale price per share of the Company’s common stock

exceeds 130 % of the conversion price of the Notes for a specified period of time.

The redemption price will be equal to 100 % of the principal amount of the Notes to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date.

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Further, if the notes are assigned a restricted CUSIP number or the notes are not otherwise freely tradable pursuant to Rule 144 under the Securities Act by holders other than Company affiliates or holders that were Company affiliates at any time during the three months immediately preceding as of the 385th day after the last date of original issuance of the notes, the Company will pay additional interest on the notes at a rate equal to (i) 0.25 % to 0.50 % per annum based on the principal amount of notes outstanding for each day until the restrictive legend has been removed from the notes, the notes are assigned an unrestricted CUSIP and the notes are freely tradable.

The Company concluded that the interest feature is unrelated to the

credit risk and should be bifurcated from the Notes, however, the Company assessed the probabilities of triggering events occurring under these features and does not expect to trigger the aforementioned events.

The Company concluded that the interest feature is unrelated to the credit risk and should be bifurcated from the Notes, however, the Company assessed the probabilities of triggering events occurring under these features and does not expect to trigger the aforementioned events.

These events will continue to be monitored to determine whether the interest feature will be bifurcated if it has value.

As of March 31, 2024, the carrying value of the Notes was $ 575.0 million, the Notes had an unamortized discount of zero , and the fair value of the liability was $ 636.0 million.

The Company recorded interest expense of approximately $ 3.8 million related to the Notes for the three months ended March 31, 2024.

There were no conversions of Notes during the three months ended March 31, 2024.

As of June 30, 2024, the carrying value of the Notes was $ 575.0 million, the Notes had an unamortized discount of zero , and the fair value of the liability was $ 715.1 million.

The Company recorded interest expense of approximately $ 3.8 million and $ 7.5 million related to the Notes for the three and six months ended June 30, 2024, respectively.

There were no conversions of Notes during the six months ended June 30, 2024.

Derivative Instruments

1 unchanged sentence

Accumulated Other Comprehensive (Loss) Income

The components of accumulated other comprehensive (loss) income, net of tax of zero for the three months ended March 31, 2024 and 2023 consisted of the following:

The components of accumulated other comprehensive (loss) income, net of tax of zero for the six months ended June 30, 2024 and 2023 consisted of the following:

(in thousands) Foreign currency translation Accumulated other comprehensive (loss)

Balance at January 1, 2024

$ ( 1,037 ) $ ( 1,037 )

Other comprehensive loss before reclassifications ( 173 ) ( 173 )

Amounts reclassified to earnings — —

Balance at March 31, 2024 $ ( 1,178 ) $ ( 1,178 )

Balance at June 30, 2024

$ ( 1,210 ) $ ( 1,210 )

Balance at January 1, 2023

Other comprehensive loss before reclassifications ( 119 ) ( 119 )

Amounts reclassified to earnings — —

Balance at March 31, 2023 $ ( 1,378 ) $ ( 1,378 )

$ ( 1,259 ) $ ( 1,259 )

Other comprehensive income before reclassifications 307 307

Balance at June 30, 2023

$ ( 952 ) $ ( 952 )

Stock-Based Compensation

1 unchanged sentence

Three Months Ended

June 30, Six Months Ended

(in thousands) 2024 2023 2024 2023

5 unchanged sentences

Operating and finance lease assets and liabilities are as follows:

(in thousands) Classification March 31,

(in thousands) Classification June 30,

2024 December 31,

17 unchanged sentences

The lease for the Additional Premises allows for the extension of five years to begin immediately upon the expiration of the original term.

On March 1, 2024, the Company transferred the sublease and completed the asset sale of the Somerset, New Jersey facility.

See Note 7, “Property, Plant and Equipment, Net” for further discussion on the lease transfer.

On March 1, 2024, the Company transferred the sublease and completed the asset sale of the Somerset Facility.

See Note 7, "Property, Plant and Equipment, Net" for further discussion on the sublease transfer.

Other information related to leases were as follows:

6 unchanged sentences

Finance leases 7.4 % 6.2 %

Net Income (Loss) Per Common Share

A summary of net income (loss) per common share is presented below:

Net Income Per Common Share

A summary of net income per common share is presented below:

Three Months Ended

June 30, Six Months Ended

(in thousands, except per share amounts) 2024 2023 2024 2023

Net income (loss) $ 131,066 $ ( 2,807 )

Net income $ 62,073 $ 94,131 $ 193,139 $ 91,324

Basic weighted-average common shares outstanding 69,356 68,371 69,056 68,062

1 unchanged sentence

Effect of dilutive restricted stock 989 1,447 1,062 1,504

Effect of convertible debt instrument — —

Effect of convertible notes — 797 — —

Diluted weighted-average common shares outstanding 70,601 71,014 70,364 69,957

Basic income (loss) per common share $ 1.91 $ ( 0.04 )

Diluted income (loss) per common share $ 1.87 $ ( 0.04 )

Antidilutive securities excluded from diluted net income (loss) per common share 2,377 2,953

Basic income per common share $ 0.89 $ 1.38 $ 2.80 $ 1.34

Diluted income per common share $ 0.88 $ 1.33 $ 2.74 $ 1.31

Antidilutive securities excluded from diluted net income per common share 845 349 1,219 389

Impact of the Convertible Notes

The Company considered whether the Notes are participating securities through the two-class method.

The Company determined that if a cash dividend is paid that is greater than the then stock price, the holder of Notes will receive cash on an if-converted basis.

Per the terms of the Notes’ agreement, the Company determined that if a cash dividend is paid that is greater than the then stock price, the holder of Notes will receive cash on an if-converted basis.

While this feature is considered to be a participating right, basic earnings per share is only impacted if the Company’s earnings exceeds the current share price, regardless of whether such dividend is declared.

During the three months ended March 31, 2024 and 2023, no such dividend was declared.

During the three and six months ended June 30, 2024 and 2023, no such dividend was declared.

In addition, the Company is required to settle the principal amount of the Notes in cash upon conversion, and therefore, the Company uses the if-converted method for calculating any potential dilutive effect of the conversion option on diluted net income per share, if applicable, unless the application of the two-class method is dilutive.

The conversion option will have a dilutive impact on net income per share of Common Stock when the average price per share of the Company's common stock for a given period exceeds the conversion price of the Notes of $ 79.81 per share.

The conversion option has a dilutive impact on net income per share of Common Stock when the average price per share of the Company's common stock for a given period exceeds the conversion price of the Notes of $ 79.81 per share.

Other income consisted of the following:

Three Months Ended

June 30, Six Months Ended

(in thousands) 2024 2023 2024 2023

3 unchanged sentences

Other ( 575 ) 1 ( 598 ) 143

Total other (income) expense, net $ ( 8,788 ) $ ( 3,231 )

Total other income, net $ ( 9,044 ) $ ( 4,482 ) $ ( 17,832 ) $ ( 7,713 )

Commitments and Contingencies

4 unchanged sentences

In addition, intellectual property disputes often have a risk of injunctive relief which, if imposed against the Company, could materially and adversely affect its financial condition or results of operations.

If a matter is both probable to result in material liability and the amount of loss can be reasonably estimated, the

Company estimates and discloses the possible material loss or range of loss.

If a matter is both probable to result in material liability and the amount of loss can be reasonably estimated, the Company estimates and discloses the possible material loss or range of loss.

If such loss is not probable or cannot be reasonably estimated, a liability is not recorded in its condensed consolidated financial statements.

As of March 31, 2024, the Company did not have any material ongoing litigation to which the Company was a party.

As of June 30, 2024, the Company did not have any material ongoing litigation to which the Company was a party.

On January 26, 2024, the Company was sued in the United States District Court for the District of Delaware by Advanced Accelerator Applications USA, Inc.

5 unchanged sentences

The Company determined that upon review of the Cerveau acquisition, the transaction did not meet the definition of a business combination and is therefore treated as an asset acquisition.

In February 2023, the Company made an upfront payment of approximately $ 35.3 million to the Selling Stockholders and paid the Selling Stockholders an additional $ 10.0 million in May 2023 upon the successful completion of a technology transfer.

In February 2023, the Company made an upfront payment of approximately $ 35.3 million to the Cerveau Stockholders (the “Selling Stockholders”) and paid the Selling Stockholders an additional $ 10.0 million in May 2023 upon the successful completion of a technology transfer.

The Company could pay up to an additional $ 51.0 million in milestone payments upon achievement of specified U.S.

2 unchanged sentences

Additionally, the Company will pay to the Selling Stockholders up to double-digit royalty payments for research revenue and commercial sales.

Research revenue is derived from existing partnerships with pharmaceutical companies that use MK-6240 in clinical trials and includes milestone and dose-related payments.

Research revenue is derived from existing partnerships with pharmaceutical companies that use MK-6240 in clinical trials.

The purchase agreement pursuant to which the Company purchased Cerveau specified, among other things, that certain Selling Stockholders provide transition and clinical development services for a prescribed time following the closing of the transaction.

In December 2022, the Company made upfront payments of $ 260.0 million to POINT Biopharma Global Inc.

(“POINT”) as part of an asset acquisition with the potential for additional milestone payments of approximately $ 1.8 billion for the two licensed assets based on U.S.

Food and Drug Administration (“FDA”) approval and net sales and commercial milestones.

Under the terms of the license agreement between Lantheus Two and POINT for PNT2002, Lantheus Two paid POINT an upfront cash payment of $ 250.0 million, and could pay up to an additional $ 281.0 million in milestone payments upon the achievement of specified U.S.

regulatory milestones related to PNT2002.

POINT is also eligible to receive up to $ 1.3 billion in sales milestone payments upon the achievement of specified annual sales thresholds of PNT2002.

Under the terms of the license agreement between Lantheus Three and POINT for PNT2003, Lantheus Three paid POINT an upfront cash payment of $ 10.0 million, and could pay up to an additional $ 34.5 million in milestone payments upon the achievement of specified U.S.

regulatory milestones related to PNT2003.

POINT is also eligible to receive up to $ 275.0 million in sales milestone payments upon the achievement of specified annual sales thresholds of PNT2003.

Additionally, the Company will pay POINT royalties on net sales, beyond certain financial thresholds and subject to conditions, of 20 % for PNT2002 and 15 % for PNT2003.

Costs of IPR&D projects acquired as part of an asset acquisition that have no alternative future use are expensed when incurred, and therefore, a charge of $ 260.0 million was recognized in research and development expenses during the year ended December 31, 2022.

On January 8, 2024, the Company entered into an agreement with Perspective to participate in the next qualified financing to purchase shares of Perspective common stock (“Perspective Shares”).

1 unchanged sentence

Included within the agreement is a covenant which allows for the Company to designate one observer to Perspective’s board of directors.

The observer will have the option to attend any or all board meetings in a nonvoting capacity, will receive any board materials, except under certain instances where attorney-client privilege is necessary, where the material relates to business or contractual relationship with the Company, to avoid bona fide conflict of interest, exposure of trade secrets or relating to a change of control transaction.

The observer has the option to attend any or all board meetings in a nonvoting capacity and the right to receive any board materials, except under certain instances where attorney-client privilege is necessary, where the material relates to business or contractual relationship with the Company, to avoid bona fide conflict of interest, exposure of trade secrets or relating to a change of control transaction.

The Company also purchased 60,431,039 Perspective Shares at a fair market purchase price of $ 0.95 per share as an investor in a private placement transaction on March 6, 2024, which resulted in the Company holding a cumulative 19.90 % of the outstanding Perspective Shares (or 17.35 % on a fully diluted basis) after giving effect to the closing of the private placement transaction.

The Company does not have the ability to exercise significant influence over operating and financial policies of Perspective given the Company’s board observer is nonvoting, and there is otherwise no participation in policy-making processes, no interchange of managerial personnel, and no sharing of technology.

The Company does not have the ability to exercise significant influence over operating and financial policies of Perspective because the Company’s board observer has no voting rights and there is otherwise no participation in policy-making processes, no interchange of managerial personnel, and no sharing of technology between the Company and Perspective.

Also effective January 8, 2024, the Company obtained the following options and rights from Perspective for an aggregate upfront payment of $ 28.0 million in cash:

3 unchanged sentences

Costs of IPR&D projects acquired as part of an asset acquisition that have no alternative future use are expensed when incurred, and therefore, a charge of $ 28.0 million was recognized in research and development expenses during the three months ended March 31, 2024.

Also effective January 8, 2024, the Company entered into an agreement with Perspective to transfer the sublease for the property at 110 Clyde Rd, Somerset, New Jersey as well as the associated assets at the Somerset facility for $ 8.0 million.

The transfer of the lease and completion of the asset sale occurred on March 1, 2024 at which time the Company had no further continuing legal obligations related to the lease.

Also effective January 8, 2024, the Company entered into an agreement with Perspective to transfer the Somerset Facility and the associated assets at the Somerset Facility for $ 8.0 million.

The transfer of the sublease and completion of the asset sale occurred on March 1, 2024 at which time the Company had no further continuing legal obligations related to the lease.

See Note 7, "Property, Plant and Equipment, Net" for additional details.

On June 14, 2024 Perspective effected a 1-for-10 reverse stock split, after which the Company held 11,677,339 shares of Perspective’s common stock.

On June 15, 2024, the Company entered into an agreement with Radiopharm Theranostics Limited (“Radiopharm”) to acquire all of Radiopharm’s rights to two licensed preclinical assets for an upfront payment of $ 2.0 million.

The Company acquired global exclusive rights to both an LRRC15-targeted monoclonal antibody referred to as DUNP19 and to a Trophoblast cell surface antigen 2 (“TROP2”)-targeted nanobody.

LRRC15 is a potential first-in-class, highly specific monoclonal antibody radio-conjugate with both Orphan Drug and Rare Pediatric Disease designations from the FDA for the treatment of osteosarcoma.

The agent is designed to target the surrounding tumor micro-environment cells expressing the protein potentially treating a broad range of cancers.

The TROP2-targeted nanobody radio-conjugate is designed to target TROP2, an intracellular calcium signal transducer that is overexpressed in various types of adenocarcinomas with minimal expression in normal tissues and is associated with tumor aggressiveness, poor prognosis and drug resistance.

In connection with this acquisition, the Company is assuming the underlying license agreements related to the two preclinical assets, together with their respective milestone and royalty payment obligations.

The Company could pay up to an additional $ 20.0 million in milestone payments upon achievement of specified regulatory milestones.

The Company could also pay up to an additional $ 6.5 million in sales milestone payments upon the achievement of specified annual commercial sales thresholds in the event the Company pursues commercialization as well as royalty payments for commercial sales.

Costs of IPR&D projects acquired as part of an asset acquisition that have no alternative future use are expensed when incurred, and therefore, a charge of $ 2.0 million was recognized in research and development expenses during the three months ended June 30, 2024.

The Company also entered an agreement with Radiopharm to make an initial equity investment of approximately $ 5.0 million to purchase 149,625,180 Radiopharm shares at the fair market offering price of $ 0.03 per share.

Included within the agreement is an option to invest an additional $ 5.0 million within six months on the same terms which would result in the Company purchasing approximately an additional 149,925,040 Radiopharm shares.

The aforementioned agreement is predicated on the approval of Radiopharm’s shareholder vote that is expected to occur in the third quarter of 2024.

On June 18, 2024, the Company acquired Meilleur, including its investigational asset NAV-4694, an F 18-labeled PET imaging agent that targets beta amyloids in Alzheimer’s disease.

The Company determined that upon review of the Meilleur acquisition, the transaction did not meet the definition of a business combination and is therefore treated as an asset acquisition.

The Company made an upfront payment of approximately $ 32.9 million to the Meilleur Stockholders on June 18, 2024 and expects to pay an additional $ 10.0 million upon successful completion of a technology transfer.

The Company could pay up to an additional $ 43.0 million in milestone payments upon achievement of specified U.S.

regulatory milestones related to NAV-4694.

The Meilleur Stockholders are also eligible to receive up to $ 830.0 million in sales milestone payments upon the achievement of specified annual commercial sales thresholds of NAV-4694 in the event the Company pursues commercialization as well as up to $ 5.0 million in research milestones upon achievement of specified clinical studies at academic institutions thresholds.

Research revenue is derived from existing partnerships with pharmaceutical companies and academic institutions that use NAV-4694 in clinical trials.

Additionally, the Company could pay the Meilleur Stockholders up to double-digit royalty payments for research revenue and, in the event the Company pursues commercialization, commercial sales.

Certain members of the Meilleur Stockholders will also provide transition and clinical development services for a prescribed time following the closing of the transaction for a fair market value fee.

On June 27, 2024, the Company announced it had acquired the global rights to Life Molecular Imaging’s RM2, which targets the gastrin-releasing peptide receptor (GRPR), including the associated novel, clinical-stage radiotherapeutic and radiodiagnostic pair,

referred to as 177Lu-DOTA-RM2 and 68Ga-DOTA-RM2, for an upfront payment of $ 35.0 million plus a $ 1.0 million payment made prior to the close date.

The Company could pay up to an additional 132.5 million Euros in regulatory milestone payments upon achievement of clinical trial thresholds and approvals in different regions.

The Company could pay up to 280.0 million Euros in sales milestone payments upon the achievement of specified annual commercial sales threshold of RM2 in the event the Company pursues commercialization.

Additionally, the Company could pay up to 25.0 million Euros for collaboration payments inclusive of all costs including employee costs, payments due to Universities, out-of-pocket expenses and services costs, as well as up to 5.0 million Euros for any additional development services performed by Life Molecular Imaging during the 24-month period immediately following the close date.

Costs of IPR&D projects acquired as part of an asset acquisition that have no alternative future use are expensed when incurred, and therefore, a charge of $ 36.0 million was recognized in research and development expenses during the three months ended June 30, 2024.

Global rights are exclusive for therapeutic fields in all countries and diagnostic fields in the Americas and co-exclusive with Life Molecular Imaging for diagnostic fields outside of the Americas.

68Ga-DOTA-RM2 targets cancers overexpressing GRPR, such as prostate, breast, lung, pancreatic, colorectal, gastric and ovarian cancers and has been extensively studied in various tumor types.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements