What changed in this filing

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Item 1. Financial Statements

2024-11-06 compared with 2024-07-31 · 189 added, 121 removed, 578 unchanged (35% of the section changed)

Financial Statements (Unaudited)

Financial Statements

Lantheus Holdings, Inc.

1 unchanged sentence

(in thousands, except par value)

September 30,

2024 December 31,

28 unchanged sentences

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

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

70,854 and 69,863 shares issued as of September 30, 2024 and December 31, 2023, respectively)

Additional paid-in capital 797,430 757,727

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

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

( 75,000 ) ( 75,000 )

8 unchanged sentences

Three Months Ended

June 30, Six Months Ended

September 30, Nine Months Ended

September 30,

2024 2023 2024 2023

10 unchanged sentences

Interest expense 4,903 5,054 14,624 14,978

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

Investment in equity securities - unrealized gain ( 37,325 ) — ( 75,492 ) —

Other income ( 9,953 ) ( 52,649 ) ( 27,785 ) ( 60,362 )

13 unchanged sentences

Three Months Ended

June 30, Six Months Ended

September 30, Nine Months Ended

September 30,

2024 2023 2024 2023

7 unchanged sentences

(in thousands)

Six Months Ended June 30, 2024

Nine Months Ended September 30, 2024

Common Stock Treasury Stock Additional

1 unchanged sentence

Comprehensive

(Loss) Income Total

Stockholders’

18 unchanged sentences

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

Six Months Ended June 30, 2023

Net income — — — — — — 131,093 — 131,093

Other comprehensive income — — — — — — 44 44

Stock option exercises and employee stock plan purchases 76 1 — — 2,831 — — 2,832

Vesting of restricted stock awards and units 40 — — — — — — —

Shares withheld to cover taxes ( 12 ) — — — ( 1,312 ) — — ( 1,312 )

Stock-based compensation — — — — 20,366 — — 20,366

Balance, September 30, 2024

70,854 $ 709 1,339 $ ( 75,000 ) $ 797,430 $ 457,735 $ ( 1,166 ) $ 1,179,708

Nine Months Ended September 30, 2023

Common Stock Treasury Stock Additional

2 unchanged sentences

Comprehensive

(Loss) Income Total

Stockholders’

18 unchanged sentences

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

Net income — — — — — 131,957 — 131,957

Other comprehensive loss — — — — — — ( 83 ) ( 83 )

Stock option exercises and employee stock plan purchases 25 — — — 1,265 — — 1,265

Vesting of restricted stock awards and units 39 — — — ( 1 ) — — ( 1 )

Shares withheld to cover taxes ( 11 ) — — — ( 1,000 ) — — ( 1,000 )

Stock-based compensation — — — — 13,976 — — 13,976

Balance, September 30, 2023

69,808 $ 698 1,339 $ ( 75,000 ) $ 743,973 $ 30,123 $ ( 1,035 ) $ 698,759

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

2 unchanged sentences

(in thousands)

Six Months Ended

Operating activities

Nine Months Ended

September 30,

Cash flows from operating activities:

Net income $ 324,232 $ 223,281

4 unchanged sentences

Changes in fair value of contingent assets and liabilities ( 1,405 ) ( 9,475 )

Provision for excess and obsolete inventory 1,925 3,179

Inventory adjustments 738 5,251

Stock-based compensation 54,229 36,335

Gain on disposal of assets ( 6,254 ) —

Gain on sale of RELISTOR licensed intangible asset associated with net sales royalties — ( 51,789 )

Unrealized gain on investment in equity securities ( 75,492 ) —

8 unchanged sentences

Other current assets 1,335 2,496

Other long-term assets ( 353 ) —

Accounts payable 1,151 12,150

1 unchanged sentence

Net cash provided by operating activities 387,020 192,973

Investing activities

Cash flows from investing activities:

Capital expenditures ( 35,256 ) ( 34,486 )

3 unchanged sentences

Acquisition of exclusive license option ( 28,000 ) —

Net cash used in investing activities ( 151,615 ) ( 65,210 )

Financing activities

Net cash (used in) provided by investing activities ( 219,413 ) 18,008

Cash flows from financing activities:

Payments on long-term debt and other borrowings ( 376 ) ( 685 )

5 unchanged sentences

Effect of foreign exchange rates on cash, cash equivalents and restricted cash 34 139

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

Net increase in cash, cash equivalents and restricted cash 152,764 198,508

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

3 unchanged sentences

(in thousands)

Six Months Ended

Nine Months Ended

September 30,

Reconciliation to amounts within the condensed consolidated balance sheets

2 unchanged sentences

Cash, cash equivalents and restricted cash at end of period $ 868,049 $ 615,749

Six Months Ended

Nine Months Ended

September 30,

Schedule of non-cash investing and financing activities

Additions of property, plant and equipment included in liabilities $ 8,502 $ 8,573

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

Lease liability settled through transfer of lease $ 762 $ —

Right-of-use asset obtained in exchange for operating lease liabilities $ 63 $ 29,625

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

16 unchanged sentences

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements include the accounts of Lantheus and have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X.

Accordingly, these condensed consolidated financial statements do not include all of the information and notes required by generally accepted accounting principles in the United States (“U.S.

GAAP”) for interim financial information and with the instructions for Quarterly Reports on Form 10-Q and Article 10 of Regulation S-X.

Accordingly, these condensed consolidated financial statements do not include all of the information and notes required by U.S.

GAAP for complete financial statements.

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 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 results of operations for the three and nine months ended September 30, 2024 are not necessarily indicative of the results that may be expected for 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.

11 unchanged sentences

Equity investments without readily determinable fair values for which the Company does not have significant influence over the investee are measured at cost with adjustments for observable changes in price or impairments (referred to as the measurement alternative).

For equity investments for which the Company does not have significant influence over the investee, changes in the value of unsold equity investments are recorded in investment in equity securities – unrealized gain (loss).

Equity investments for which the Company has significant influence over the investee are measured using the equity method unless the Company elects to apply the fair value option to account for the investment.

Recent Accounting Pronouncements

In December 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280):

The Company has considered all new accounting standards issued by the Financial Accounting Standards Board (“FASB”).

The Company has not yet adopted the following standards:

In December 2023, the FASB issued Accounting Standards Update (“ASU”) 2023-07, Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures , which requires all public entities, including public entities with a single reportable segment, to provide in interim and annual periods one or more measures of segment profit or loss used by the chief operating decision maker to allocate resources and assess performance.

7 unchanged sentences

Revenue from Contracts with Customers

The following table summarizes revenue by revenue source as follows:

The following table summarizes revenue by source as follows:

Three Months Ended

June 30, Six Months Ended

September 30, Nine Months Ended

September 30,

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

12 unchanged sentences

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

Strategic Partnerships and Other Revenue includes strategic partnerships and other arrangements related to other products of the Company.

Strategic Partnerships and Other Revenue primarily includes out-licensing arrangements and partnerships for the Company’s biomarker solutions, digital solutions, and radiotherapeutic platforms, inclusive of two investigational stage diagnostic agents, MK-6240 and NAV-4694.

On August 2, 2023, the Company sold its rights to the RELISTOR net sales royalty asset (the “RELISTOR royalty asset”) under its license agreement with Bausch Health Companies, Inc.

2 unchanged sentences

Three Months Ended

June 30, Six Months Ended

September 30, Nine Months Ended

September 30,

(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.

6 unchanged sentences

The Company develops these inputs based on the best information available, including its own data.

The Company’s financial assets and liabilities measured at fair value on a recurring basis consist of money market funds, contingent consideration liabilities, and equity investments.

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.

Financial assets and liabilities measured at fair value on a recurring basis consist of money market funds, contingent consideration liabilities, and equity investments.

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

Investment in equity securities resulting from the Perspective Therapeutics, Inc.

(“Perspective”) strategic agreements were recorded at fair value by the Company and are adjusted for price changes observable in the market each quarter.

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:

June 30, 2024

September 30, 2024

(in thousands) Total Fair

12 unchanged sentences

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

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

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

Perspective Therapeutics Inc.

Equity Securities

At September 30, 2024, the Company held 11,677,339 shares of Perspective common stock (“Perspective Shares”).

The Company accounts for its investment in Perspective Shares as an equity investment with a readily determinable fair value, as the securities are publicly traded on the New York Stock Exchange (“NYSE”).

The fair value of the equity securities is based on its closing price on the NYSE at the end of the fiscal period and is classified within Level 1 of the fair value hierarchy because the equity securities are valued using quoted market prices.

The fair value of the Perspective Shares as of September 30, 2024 was approximately $ 155.9 million based on a closing market price of $ 13.35 per share on September 30, 2024, resulting in an unrealized gain of $ 39.5 million and $ 77.6 million for the three and nine months ended September 30, 2024, respectively.

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

Radiopharm Theranostics Limited Equity Securities

At September 30, 2024, the Company held 149,625,180 shares of Radiopharm Theranostics Limited (“Radiopharm”) common stock (“Radiopharm Shares”).

The Company accounts for its investment in Radiopharm Shares as an equity investment with a readily determinable fair value, as the securities are publicly traded on the Australian Stock Exchange (“ASX”).

The fair value of the equity securities is based on the closing price on the ASX at the end of the fiscal period and is classified within Level 1 of the fair value hierarchy because the equity securities are valued using quoted market prices.

The fair value of the Radiopharm Shares as of September 30, 2024 was approximately $ 2.9 million based on the converted closing market price of approximately $ 0.02 per share on September 30, 2024, resulting in an unrealized loss on equity securities of $ 2.1 million for the three and nine months ended September 30, 2024.

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

Contingent Consideration

The Company 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 the Company refers to as “1404” that was outlicensed to ROTOP Pharmaka GmbH.

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

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

The Company considers the contingent consideration liabilities relating to the 2013 Acquisition each a Level 3 instrument (one with significant unobservable inputs) in the fair value hierarchy.

The Company considers the contingent consideration liabilities relating to the 2013 Acquisition each a Level 3 instrument (one with significant unobservable

inputs) in the fair value hierarchy.

The estimated fair value of these was determined based on probability adjusted discounted cash flows and Monte Carlo simulation models that included significant estimates and assumptions pertaining to commercialization events and sales targets.

The most significant unobservable inputs with respect to 1095 and 1404 are the probabilities of achieving regulatory approval of those development projects and subsequent commercial success.

Significant changes in any of the probabilities of success, the probabilities as to the periods in which sales targets and milestones will be achieved, discount rates or underlying revenue forecasts would result in a significantly higher or lower fair value measurement.

The Company records the contingent consideration liability at fair value with changes in estimated fair values recorded in general and administrative expenses in the condensed consolidated statements of operations.

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 June 30, 2024.

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

Fair Value at Assumptions

(in thousands) June 30, 2024 December 31,

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

(in thousands) September 30, 2024 December 31,

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

Contingent consideration liability:

6 unchanged sentences

Discount rate 15 %

Reduction due to partial settlement of 2013 Milestone Rights ( 1,506 ) —

Total $ 1,294 $ 2,700

1 unchanged sentence

Financial Liabilities

(in thousands) Six Months Ended

(in thousands) Nine Months Ended

September 30,

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

Changes in fair value included in net income 100 ( 9,475 )

Gain on partial buyout of 2013 Milestone Rights ( 1,505 ) —

Cash payments ( 1 ) ( 99,625 )

Fair value, end of period $ 1,294 $ 2,500

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

In August 2024, the Company entered into a bill of sale with the holder of a significant portion of the contingent milestone rights related to the 2013 Acquisition (the “2013 Milestone Rights”) to transfer their portion of the 2013 Milestone Rights back to the Company for $ 1,000 .

This buyout resulted in a $ 1.5 million decrease in general and administrative expense during the three months ended September 30, 2024 due to the reduction in outstanding 2013 Milestone Rights.

As of September 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 $ 892.4 million based on quoted market prices of the instrument 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.

2 unchanged sentences

Three Months Ended

June 30, Six Months Ended

September 30, Nine Months Ended

September 30,

(in thousands) 2024 2023 2024 2023

1 unchanged sentence

Effective tax rate 25.6 % 17.5 % 24.9 % 18.1 %

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.

The increase in the effective income tax rate for the three and nine months ended September 30, 2024 is primarily due to a benefit recorded in the third quarter of 2023 related to the sale of the Company’s RELISTOR royalty asset, which resulted in additional net operating losses becoming available for utilization under Internal Revenue Code Section 382.

There was no such comparable amount recorded in 2024.

Inventory consisted of the following:

(in thousands) June 30,

(in thousands) September 30,

2024 December 31,

5 unchanged sentences

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 June 30, 2024.

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

The majority of inventory on hand relates to in-house manufacturing of DEFINITY at the Company’s North Billerica campus.

With respect to the Company’s products that are radiopharmaceuticals, due to the limited shelf life of such products, they are generally not held as finished goods.

Property, Plant and Equipment, Net

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

(in thousands) June 30,

(in thousands) September 30,

2024 December 31,

7 unchanged sentences

Total property, plant and equipment, net $ 169,512 $ 146,697

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.

Depreciation and amortization expense related to property, plant and equipment, net, was $ 5.1 million and $ 2.9 million for the three months ended September 30, 2024 and 2023, respectively, and $ 15.1 million and $ 9.6 million for the nine months ended September 30, 2024 and 2023, respectively.

During the nine months ended September 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 condensed 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 (the “Somerset Facility”) and sell the associated assets at the Somerset Facility for $ 8.0 million.

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

On 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 (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.

1 unchanged sentence

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 six months ended June 30, 2024 within operating income.

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

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

1 unchanged sentence

During the first quarter of 2023, the Company committed to a plan to sell a portion of its land and buildings associated with its Billerica, Massachusetts campus.

Effective March 16, 2023, the Company entered into a purchase and sale agreement (the “P&S”) with a prospective buyer.

Effective March 16, 2023, the Company entered into a purchase and sale agreement with a prospective buyer.

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 June 30, 2024.

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

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

2 unchanged sentences

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

(in thousands) June 30,

(in thousands) September 30,

2024 December 31,

14 unchanged sentences

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

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.

As of September 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 321

Balance at June 30, 2024

Balance at September 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.

2 unchanged sentences

Intangibles, net, consisted of the following:

June 30, 2024

September 30, 2024

(in thousands) Useful Lives

24 unchanged sentences

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

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.

The Company recorded amortization expense for its intangible assets of $ 11.9 million and $ 11.7 million for the three months ended September 30, 2024 and 2023, respectively and $ 32.0 million and $ 35.1 million for the nine months ended September 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.

12 unchanged sentences

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 (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.

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

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

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

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

1 unchanged sentence

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.

In August 2024, upon successful completion of a technology transfer, the Company paid $ 10.0 million to the Meilleur Stockholders.

This additional contingent payment was capitalized as part of the asset cost and

increased the total value of the Company’s developed technology intangible assets.

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

5 unchanged sentences

Long-Term Debt, Net, and Other Borrowings

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

Remainder of 2024 $ —

Total principal outstanding 575,000

The carrying value of the Company’s long-term debt, net and other borrowings is as follows:

(in thousands) September 30, 2024 December 31, 2023

Principal amount 2.625 % Convertible Senior Notes due 2027

$ 575,000 $ 575,000

Unamortized debt issuance costs ( 11,283 ) ( 13,955 )

1 unchanged sentence

Total 565,326 562,493

current portion ( 868 )

current portion of long-term debt and other borrowings (1)

( 564,713 ) ( 823 )

Total long-term debt, net and other borrowings $ 613 $ 561,670

(1) During the three months ended September 30, 2024, as discussed below, criteria were met for conversion of the 2.625 % Convertible Senior Notes due 2027 (the “Notes”) at the option of the holders of the Notes.

As a result, under ASC 470, “Debt”, the Company is required to classify the carrying value as current on the Company’s condensed consolidated balance sheet at September 30, 2024.

The maturity date of the Notes remains December 15, 2027.

2022 Revolving Facility

8 unchanged sentences

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

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”).

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

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.

14 unchanged sentences

The 2022 Revolving Facility is guaranteed by Lantheus Holdings, and certain subsidiaries of LMI, including Progenics and Lantheus Real Estate, and obligations under the 2022 Revolving Facility are generally secured by first priority liens over substantially all of the assets of each of LMI, Lantheus Holdings, and certain subsidiaries of LMI, including Progenics and Lantheus Real Estate (subject to customary exclusions set forth in the transaction documents) owned as of December 2, 2022 or thereafter acquired.

Convertible Notes

On December 8, 2022, the Company issued $ 575.0 million in aggregate principal amount of 2.625 % Convertible Senior Notes due 2027 (the “Notes”), which includes $ 75.0 million in aggregate principal amount of Notes sold pursuant to the full exercise of the initial purchasers’ option to purchase additional Notes.

2.625 % Convertible Senior Notes due 2027

On December 8, 2022, the Company issued $ 575.0 million in aggregate principal amount of Notes, which includes $ 75.0 million in aggregate principal amount of Notes sold pursuant to the full exercise of the initial purchasers’ option to purchase additional Notes.

The Notes were issued under an indenture, dated as of December 8, 2022 (the “Indenture”), among the Company, LMI (the “Guarantor”), a wholly owned subsidiary of the Company, as Guarantor, and U.S.

5 unchanged sentences

The initial conversion rate for the Notes is 12.5291 shares of the Company’s common stock per $1,000 in principal amount of Notes (which is equivalent to an initial conversion price of approximately $ 79.81 per share of the Company’s common stock, representing an initial conversion premium of approximately 42.5 % above the closing price of $ 56.01 per share of the Company’s common stock on December 5, 2022).

In no event shall the conversion rate per $1,000 in principal amount of notes exceed 17.8539 shares of the Company’s common stock.

In no event shall the conversion rate per $1,000 in principal amount of the Notes exceed 17.8539 shares of the Company’s common stock.

Prior to the close of business on the business day immediately preceding September 15, 2027, the Notes may be converted at the option of the holders only upon occurrence of specified events and during certain periods, and thereafter until the close of business on the business day immediately preceding the maturity date, the Notes may be converted at any time.

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

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.

Holders of the Notes may require the Company to repurchase their Notes upon the occurrence of a fundamental change prior to the maturity at a repurchase price equal to 100 % of the principal amount thereof, plus accrued and unpaid interest to, but excluding, the date of repurchase.

In connection with certain triggering events, the Company will, under certain circumstances, increase the conversion rate for holders of the Notes who elect to convert their Notes in connection with such corporate events.

During the third quarter of 2024, the closing price of the Company’s common stock exceeded 130 % of the conversion price of the Notes for more than 20 trading days of the last 30 consecutive trading days of the quarter.

As a result, the Notes are convertible at the option of the holders of the Notes during the fourth quarter of 2024, the quarter immediately following the quarter when the conditions are met, as stated in the terms of the Notes.

In accordance with ASC 470-10, because the Notes are convertible, the Company reclassified the carrying value of the Notes from long-term debt, net and other borrowings to current portion of long-term debt, net and other borrowings on the Company’s condensed consolidated balance sheet as of September 30, 2024.

As of September 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 $ 892.4 million.

The Company recorded interest expense of approximately $ 3.8 million and $ 11.3 million related to the Notes for the three and nine months ended September 30, 2024, respectively.

There were no conversions of Notes during the nine months ended September 30, 2024.

Derivative Instruments

The Company has used, but does not currently use, interest rate swaps to reduce the variability in cash flows associated with portions of the Company’s interest payments on variable rate debt.

Accumulated Other Comprehensive (Loss) Income

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)

Accumulated Other Comprehensive Loss

The components of accumulated other comprehensive loss, net of tax of zero for the nine months ended September 30, 2024 and 2023 consisted of the following:

(in thousands) Foreign Currency Translation Accumulated Other Comprehensive (Loss) Income

Balance at January 1, 2024

1 unchanged sentence

Other comprehensive loss before reclassifications ( 129 ) ( 129 )

Balance at June 30, 2024

Balance at September 30, 2024

$ ( 1,166 ) $ ( 1,166 )

2 unchanged sentences

Other comprehensive income before reclassifications 224 224

Balance at June 30, 2023

Balance at September 30, 2023

$ ( 1,035 ) $ ( 1,035 )

2 unchanged sentences

Three Months Ended

June 30, Six Months Ended

September 30, Nine Months Ended

September 30,

(in thousands) 2024 2023 2024 2023

5 unchanged sentences

Operating and finance lease assets and liabilities are as follows:

(in thousands) Classification June 30,

(in thousands) Classification September 30,

2024 December 31,

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Total leased liabilities $ 57,586 $ 57,805

On May 4, 2023, the Company entered into a modification to the operating lease for office space in Bedford, Massachusetts (the “Existing Premises”) that was executed in February 2022.

The lease commenced and was recorded in December 2022 for $ 11.0 million and the initial term was set to expire in June 2031.

The lease modification includes a lease of additional office and laboratory space at the Bedford location (the “Additional Premises”) for a term of 15 years and 4 months and extends the term of the lease for the Existing Premises to be coterminous with the term of the lease for the Additional Premises.

On May 4, 2023, the Company entered into a modification to the operating lease (the “Bedford Lease”) for office space in Bedford, Massachusetts (the “Existing Premises”) that was executed in February 2022.

The Bedford Lease commenced and was recorded in December 2022 for $ 11.0 million and the initial term was set to expire in June 2031.

The lease modification included a lease of additional office and laboratory space at the Bedford location (the “Additional Premises”) for a term of 15 years and 4 months and extends the term of the lease for the Existing Premises to be coterminous with the term of the lease for the Additional Premises.

As a result of the extended term for the Existing Premises, the Company recorded an additional right-of-use asset and liability of $ 6.0 million in May 2023.

5 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 October 7, 2024, the Company executed a second amendment to the Bedford Lease for additional space.

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

1 unchanged sentence

Other information related to leases were as follows:

September 30,

2024 December 31,

8 unchanged sentences

Three Months Ended

June 30, Six Months Ended

September 30, Nine Months Ended

September 30,

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

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

During the three and nine months ended September 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 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.

See Note 11, "Long-Term Debt, Net, and Other Borrowings" for further discussion on the Notes.

Other income consisted of the following:

Three Months Ended

June 30, Six Months Ended

September 30, Nine Months Ended

September 30,

(in thousands) 2024 2023 2024 2023

2 unchanged sentences

Interest income ( 9,801 ) ( 4,540 ) ( 27,273 ) ( 12,090 )

Gain on sale of RELISTOR licensed intangible asset associated with net sales royalties — ( 51,789 ) — ( 51,789 )

Other ( 106 ) ( 1 ) ( 704 ) 142

8 unchanged sentences

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

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

As of September 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.

and Advanced Accelerator Applications SA, each a Novartis entity, for patent infringement in response to the filing of the Company’s Abbreviated New Drug Application (“ANDA”) and Paragraph IV certification in connection with PNT2003, consistent with the process established by the Hatch-Waxman Act.

and Advanced Accelerator Applications SA, each a Novartis entity, for patent infringement in response to the filing of the Company’s Abbreviated New Drug Application and Paragraph IV certification in connection with PNT2003, consistent with the process established by the Hatch-Waxman Act.

Because the outcome of litigation is uncertain, the Company cannot predict how or when this matter will ultimately be resolved.

2 unchanged sentences

Cerveau holds the rights under a license agreement to develop and commercialize MK-6240, an investigational second-generation F 18-labeled positron emission tomography (“PET”) imaging agent that targets Tau tangles in Alzheimer’s disease.

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

In February 2023, the Company made an upfront payment of approximately $ 35.3 million to the Cerveau Stockholders and paid the Cerveau 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.

regulatory milestones related to MK-6240.

The Selling Stockholders are also eligible to receive up to $ 1.2 billion in sales milestone payments upon the achievement of specified annual commercial sales thresholds of MK-6240 in the event the Company pursues commercialization, as well as up to $ 13.5 million in research revenue milestones upon achievement of specified annual research revenue thresholds.

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

The Cerveau Stockholders are also eligible to receive up to $ 1.2 billion in sales milestone payments upon the achievement of specified annual commercial sales thresholds of MK-6240 in the event the Company pursues commercialization, as well as up to $ 13.5 million in research revenue milestones upon achievement of specified annual research revenue thresholds.

Additionally, the Company will pay to the Cerveau 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.

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.

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”).

On January 22, 2024, the Company purchased 56,342,355 Perspective Shares, representing 11.39 % of the outstanding shares of Perspective common stock, at the fair market offering price of $ 0.37 per share.

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

On January 8, 2024, the Company entered into an agreement with Perspective to participate in the next qualified financing to purchase the Perspective Shares.

On January 22, 2024, the Company purchased 56,342,355 Perspective Shares, representing 11.39 % of the outstanding Perspective Shares, at the fair market offering price of $ 0.37 per share.

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

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 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 a 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.

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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.

In connection with this acquisition, the Company assumed 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 also entered an agreement with Radiopharm to make an initial equity investment of approximately $ 5.0 million to purchase 149,625,180 Radiopharm shares (the “Initial Shares”) at the fair market offering price of $ 0.03 per share upon the receipt of required approvals from Radiopharm’s shareholders, which were obtained during the third quarter of 2024.

Included within the agreement is an option for the Company to invest an additional $ 5.0 million within six months of the issuance date of the Initial Shares on the same terms as the Company’s initial purchase, which would result in the Company purchasing approximately an additional 149,925,040 Radiopharm shares.

No additional shares were purchased under the option during the three months ended September 30, 2024.

On June 18, 2024, the Company acquired Meilleur, including its asset NAV-4694, an investigational 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 made an upfront payment of approximately $ 32.9 million to the Meilleur Stockholders on June 18, 2024 and paid an additional $ 10.0 million in August 2024 after the 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.

3 unchanged sentences

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.

Certain Meilleur Stockholders are providing 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 from Life Molecular Imaging Ltd.

(“Life Molecular Imaging”) the global rights to RM2, a gastrin-releasing peptide receptor (“GRPR”)-targeting agent, 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 acquisition.

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.

Additionally, the Company could pay up to 25.0 million Euros for collaboration payments inclusive of all costs including employee costs, payments due to certain 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 through July 3, 2026.

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