What changed in this filing

/stocks — the workspaceLOADING

Item 8. Financial Statements and Supplementary Data

2025-02-26 compared with 2024-02-22 · 380 added, 285 removed, 1001 unchanged (40% of the section changed)

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Consolidated Statements of Operations

Consolidated Statements of Comprehensive Income (Loss)

Consolidated Statements of Comprehensive Income

Consolidated Statements of Changes in Stockholders’ Equity

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We have audited the accompanying consolidated balance sheets of Lantheus Holdings, Inc.

and subsidiaries (the "Company") as of December 31, 2023 and 2022, the related consolidated statements of operations, comprehensive income (loss), changes in stockholders’ equity, and cash flows, for each of the three years in the period ended December 31, 2023, and the related notes (collectively referred to as the "financial statements").

and subsidiaries (the "Company") as of December 31, 2024 and 2023, the related consolidated statements of operations, comprehensive income, changes in stockholders’ equity, and cash flows, for each of the three years in the period ended December 31, 2024, and the related notes (collectively referred to as the "financial statements").

In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2024 and 2023, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2024, in conformity with accounting principles generally accepted in the United States of America.

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The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Intangible Assets — Non-Cash Impairment Charge for AZEDRA Intangible Asset Group — Refer to Note 10 to the financial statements

Revenue — Refer to Note 3 to the financial statements

Critical Audit Matter Description

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.

The asset group, which consisted of the IPR&D asset and a currently marketed product (the “AZEDRA intangible asset group”), was assessed for impairment.

The Company considered several factors in estimating the future projections of revenues and cash flows of the AZEDRA intangible asset group as part of the impairment testing.

The Company concluded that the carrying amount exceeded the fair value of the AZEDRA intangible asset group, which had no value.

As a result of such assessment, the Company recorded a non-cash impairment charge in research and development expenses relating to the IPR&D asset and a non-cash impairment charge in cost of goods sold relating to the currently marketed indication of AZEDRA in the consolidated statement of operations for the year ended December 31, 2023.

We identified management’s estimates of future projections of revenue and cash flows used to determine the fair value of the AZEDRA intangible asset group used to record the non-cash impairment charge as a critical audit matter because of the significant estimates made by management.

This required a high degree of auditor judgment and an increased extent of effort when performing audit procedures to evaluate the reasonableness of management’s estimates of future projections of revenues and cash flows.

The Company’s product revenue includes revenue earned from the sale of its prostate cancer positron emission tomography (“PET”) imaging agent, PYLARIFY.

The Company recognizes revenue from PYLARIFY when it transfers control of promised goods to its customers.

The Company’s principal customers for PYLARIFY sales include hospitals, independent imaging centers and government facilities.

The accounting for PYLARIFY sales involves judgment, particularly as it relates to designing and executing the product distribution processes in a manner that provides the Company reliable information in determining when control of the product is transferred to the customer.

For the year ended December 31, 2024, revenue from the sale of PYLARIFY was $1.1 billion.

We identified revenue from the Company’s PYLARIFY sales as critical audit matter due to the high volume of transactions and the complexity of the product distribution processes.

This required extensive audit effort and an increased level of auditor judgment when performing audit procedures and evaluating the results of those procedures.

How the Critical Audit Matter Was Addressed in the Audit

Our audit procedures related to management’s estimates of future revenues and cash flows used to record the non-cash impairment charge for the AZEDRA intangible asset group included the following, among others:

• We tested the effectiveness of controls over management’s review of the estimates of future projections of revenue and cash flows used to record the non-cash impairment charge for the AZEDRA intangible asset group.

• We assessed the reasonableness of management’s estimates of future projections of revenues and cash flows for the AZEDRA intangible asset group by:

◦ Comparing historical results to the Company’s strategic plans.

◦ Making inquiries of management and corroborating inquiries with the Company’s strategic planning group.

◦ Reading internal communications to management and the Board of Directors.

• We evaluated whether the estimates of future projections of revenues and cash flows for AZEDRA were consistent with evidence obtained in other areas of the audit.

Our audit procedures related to the Company’s revenue from product sales included the following, among others:

• We tested the effectiveness of internal controls over the recognition of revenue from PYLARIFY sales, including controls over the quantity and price of products shipped and timing of revenue recognition.

• For product shipped by PET manufacturing facilities, we (i) confirmed the relevant information regarding the doses shipped to customers that impact revenue recognition, (ii) performed substantive analytical procedures to develop an expectation of the revenue recognized based on the batches of material manufactured and compared our expectation to the amount recorded by management, (iii) performed detail transaction testing for revenue from product sales by making a sample of transactions and agreeing the transaction to the relevant information supporting the ordering and fulfillment of doses and (iv) confirmed selected accounts receivable balances.

/s/ Deloitte & Touche LLP

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Total current assets 1,326,633 1,085,819

Investment in equity securities 39,489 —

Property, plant and equipment, net 176,798 146,697

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Accounts payable 34,560 41,189

Short-term contingent liability — 99,700

Accrued expenses and other liabilities 204,992 145,338

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

69,863 and 68,851 shares issued as of December 31, 2023 and 2022, respectively)

70,905 and 69,863 shares issued and outstanding as of December 31, 2024 and 2023, respectively)

Additional paid-in capital 817,972 757,727

Treasury Stock at cost - 1,339 shares as of December 31, 2023 and 2022

Treasury Stock at cost - 2,455 shares and 1,339 shares as of December 31, 2024 and 2023, respectively

( 175,000 ) ( 75,000 )

Retained earnings (accumulated deficit) 133,503 ( 193,158 )

Retained earnings 445,945 133,503

Accumulated other comprehensive loss ( 1,615 ) ( 1,037 )

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(in thousands, except per share data)

Year Ended December 31,

2024 2023 2022

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Total operating expenses 539,727 344,901 545,508

Gain on sales of assets — — 15,263

Operating income (loss) 364,642 36,195 ( 60,825 )

Gain on sale of assets 8,415 — —

Operating income 456,979 364,642 36,195

Interest expense 19,669 20,019 7,185

Loss (gain) on extinguishment of debt — 588 ( 889 )

Investment in equity securities - net unrealized loss 43,564 — —

Loss on extinguishment of debt — — 588

Other (income) loss, net ( 37,231 ) ( 66,320 ) 1,703

Income (loss) before income taxes 410,943 26,719 ( 75,038 )

Income before income taxes 430,977 410,943 26,719

Income tax expense (benefit) 118,535 84,282 ( 1,348 )

Net income (loss) $ 326,661 $ 28,067 $ ( 71,279 )

Net income (loss) per common share:

Net income $ 312,442 $ 326,661 $ 28,067

Net income per common share:

Basic $ 4.52 $ 4.79 $ 0.41

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Lantheus Holdings, Inc.

Consolidated Statements of Comprehensive Income (Loss)

Consolidated Statements of Comprehensive Income

(in thousands)

Year Ended December 31,

2024 2023 2022

Net income (loss) $ 326,661 $ 28,067 $ ( 71,279 )

Other comprehensive income:

Net income $ 312,442 $ 326,661 $ 28,067

Other comprehensive income (loss):

Foreign currency translation ( 578 ) 222 ( 505 )

Realized loss on cash flow hedges, net of tax — — ( 269 )

Unrealized gain on cash flow hedges, net of tax — — 1,687

Total other comprehensive income (loss) 222 ( 774 ) 1,563

Comprehensive income (loss) $ 326,883 $ 27,293 $ ( 69,716 )

Total other comprehensive (loss) income ( 578 ) 222 ( 774 )

Comprehensive income $ 311,864 $ 326,883 $ 27,293

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

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Common Stock Treasury Stock Additional

Capital Retained Earnings Accumulated

Capital Retained (Deficit) Earnings Accumulated

Comprehensive

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Balance, January 1, 2022 67,739 $ 677 — $ — $ 685,472 $ ( 221,225 ) $ ( 485 ) $ 464,439

Net loss — — — — — ( 71,279 ) — ( 71,279 )

Other comprehensive loss — — — — — — 1,563 1,563

Net income — — — — — 28,067 — 28,067

Other comprehensive income — — — — — — ( 774 ) ( 774 )

Stock option exercises and employee stock plan purchases 411 4 — — 8,908 — — 8,912

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Shares withheld to cover taxes ( 144 ) ( 1 ) — — ( 7,758 ) — — ( 7,759 )

Repurchase of common stock — — 1,339 ( 75,000 ) — — — ( 75,000 )

Stock-based compensation — — — — 29,262 — — 29,262

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Shares withheld to cover taxes ( 333 ) ( 3 ) — — ( 22,612 ) — — ( 22,615 )

Repurchase of common stock, including excise tax — — 1,116 ( 100,000 ) ( 251 ) — — ( 100,251 )

Stock-based compensation — — — — 76,393 — — 76,393

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Operating activities

Net income (loss) $ 326,661 $ 28,067 $ ( 71,279 )

Adjustments to reconcile net income (loss) to net cash flows from operating activities:

Net income $ 312,442 $ 326,661 $ 28,067

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

Depreciation, amortization and accretion 64,624 60,043 47,929

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Charges incurred in connection with acquired IPR&D 66,000 — 260,000

Loss (gain) on extinguishment of debt — 588 ( 889 )

Loss on extinguishment of debt — — 588

Provision for excess and obsolete inventory ( 904 ) 7,914 7,145

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Gain on disposal of assets ( 8,415 ) — —

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

Unrealized loss on investment in equity securities 43,564 — —

Deferred taxes ( 30,029 ) ( 55,632 ) ( 48,016 )

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Proceeds from sale of assets, net 17,767 97,839 1,800

Acquisition of assets ( 45,345 ) ( 260,000 ) —

Net cash provided by (used in) investing activities 5,939 ( 276,547 ) 3,683

Purchases of investment in equity securities ( 83,246 ) — —

Acquisition of assets, net ( 80,911 ) ( 45,345 ) ( 260,000 )

Acquisition of exclusive license option ( 28,000 ) — —

Net cash (used in) provided by investing activities ( 226,015 ) 5,939 ( 276,547 )

Financing activities

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Additions of property, plant and equipment included in liabilities $ 5,058 $ 6,978 $ 2,370

Lease liability settled through transfer of lease $ 762 $ — $ —

Right-of-use asset obtained in exchange for operating lease liabilities $ 63 $ 29,396 $ 11,019

Excise tax payable on net common stock repurchases $ 251 $ — $ —

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

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Lantheus Holdings, Inc., a Delaware corporation, is the parent company of Lantheus Medical Imaging, Inc.

(“LMI”) and LMI is the parent company of Progenics Pharmaceuticals, Inc., a Delaware corporation (“Progenics”), and Cerveau Technologies, Inc.

See “Progenics Acquisition” and “Acquisition of Assets”, respectively.

(“LMI”) and LMI is the parent company of Progenics Pharmaceuticals, Inc., a Delaware corporation (“Progenics”).

See “Progenics Acquisition” below and Note 21, “Acquisition of Assets,” to these consolidated financial statements respectively, for more information.

The Company develops, manufactures and commercializes innovative diagnostic and therapeutic products that assist clinicians in the diagnosis and treatment of cancer, heart disease and other diseases.

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The Company’s commercial products are used by cardiologists, internal medicine physicians, nuclear medicine physicians, oncologists, radiologists, sonographers, technologists, and urologists working in a variety of clinical settings.

The Company produces and markets its products throughout the U.S., selling primarily to hospitals, independent diagnostic testing facilities, and radiopharmacies.

The Company believes that its diagnostic products provide information that enables healthcare providers to better detect and characterize, or rule out, disease, with the potential to achieve better patient outcomes, reduce patient risk, and limit overall costs.

The Company produces and markets its products throughout the United States (the “United States” or the “U.S.”), selling primarily to hospitals, independent diagnostic testing facilities, and radiopharmacies.

The Company sells its products outside the U.S.

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through an internal DEFINITY sales team.

In the U.S., the Company’s other nuclear imaging products, including TechneLite, Xenon, NEUROLITE and CARDIOLITE, are primarily sold to commercial radiopharmacies, the majority of which are controlled by or associated with PharmaLogic, Cardinal, RLS, UPPI, and Jubilant Radiopharma.

Research revenue is derived from existing partnerships with pharmaceutical companies that use our products and product candidates in clinical trials and includes milestone and dose-related payments.

In the U.S., the Company’s other nuclear imaging products, including TechneLite, Xenon-133, NEUROLITE and CARDIOLITE, are primarily sold to commercial radiopharmacies, the majority of which are controlled by or associated with PharmaLogic Holdings Corp, Cardinal Health, RLS, United Pharmacy Partners, and Jubilant Radiopharma.

Research revenue is derived from existing partnerships with pharmaceutical companies and academic institutions that use our products and product candidates in clinical trials and includes milestone and dose-related payments.

A small portion of the Company’s nuclear imaging product sales in the U.S.

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In Europe, Australia, Asia-Pacific, Central America and South America, the Company generally relies on third-party distributors to market, sell and distribute its nuclear imaging and ultrasound enhancing agent products, either on a country-by-country basis or on a multi-country regional basis.

The Company’s executive offices are located in Bedford, MA, with additional offices in North Billerica, MA, Somerset, NJ, Montreal, Canada and Lund, Sweden.

The Company’s executive offices are located in Bedford, Massachusetts, with additional offices in North Billerica, Massachusetts, Montreal, Canada and Lund, Sweden.

Progenics Acquisition

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In connection with the Progenics Acquisition, Lantheus Holdings issued 26,844,877 shares of Lantheus Holdings common stock and 86,630,633 contingent value rights (each a “CVR”) tied to the financial performance of PYLARIFY to former Progenics stockholders and option holders.

Each CVR entitled its holder to receive a pro rata share of aggregate cash payments equal to 40 % of United States (“U.S.”) net sales generated by PYLARIFY in 2022 and 2023 in excess of $ 100.0 million and $ 150.0 million, respectively.

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.

The Company’s aggregate payments in respect of the CVRs, together with any other non-stock consideration treated as paid in connection with the Progenics Acquisition, was capped at 19.9 % of the total consideration the Company paid in the Progenics Acquisition.

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Basis of Presentation and Principles of Consolidation

The accompanying consolidated financial statements have been prepared in accordance with U.S.

The accompanying consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“U.S.

The consolidated financial statements include the accounts of the Company and its direct and indirect wholly-owned subsidiaries.

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The Company recognizes revenue when it transfers control of promised goods or services to its customers in an amount that reflects the consideration to which the Company expects to be entitled to in exchange for those goods and services.

See Note 3, “Revenue from Contracts with Customers” for further discussion on revenues.

See Note 3, “ Revenue from Contracts with Customers,” to these consolidated financial statements, for further discussion on revenues.

Accounts Receivable, net

Accounts receivable consist of amounts billed and currently due from customers.

The Company maintains an allowance for doubtful accounts for estimated losses.

In determining the allowance, consideration includes the probability of recoverability based on past experience and general economic factors.

The Company maintains an allowance for doubtful accounts for estimated current expected credit losses.

In determining the allowance, consideration includes the probability of recoverability based on past experience as well as current and future economic and market conditions.

Certain accounts receivable may be fully reserved when the Company becomes aware of any specific collection issues.

The Company periodically reviews the aging of receivables, payment history and customer creditworthiness to determine if adjustments to the allowance for doubtful accounts is necessary.

Allowance for doubtful accounts has been immaterial for all years presented.

Allowance for doubtful accounts was $ 7.8 million at December 31, 2024 and de minimis at December 31, 2023.

The Company accounts for income taxes using an asset and liability approach.

Income tax (benefit) expense represents income taxes paid or payable for the current year plus the change in deferred taxes during the year.

Income tax expense (benefit) represents income taxes paid or payable for the current year plus the change in deferred taxes during the year.

Deferred taxes result from differences between the financial and tax bases of the Company’s assets and liabilities.

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Differences between tax positions taken in a tax return and amounts recognized in the financial statements are recorded as adjustments to other long-term assets and liabilities, or adjustments to deferred taxes, or both.

The Company records the related interest and penalties to income tax (benefit) expense.

Net Income (Loss) per Common Share

The Company records the related interest and penalties to income tax expense (benefit).

Net Income per Common Share

The Company computes earnings per share using the two-class method.

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Diluted earnings per common share is computed by dividing net income by the weighted-average number of shares of common stock outstanding during the period, plus the potential dilutive effect of other securities as if those securities were converted or exercised.

The Company’s potentially dilutive shares, which could include shares issuable upon conversion of the 2.625 % Convertible Senior Notes due 2027 (the “Notes”), are considered to be common stock equivalents and are only included in the calculation of diluted net income per share when their effect is dilutive.

The Company’s potentially dilutive shares, which could include shares issuable upon conversion of the $ 575.0 million in aggregate principal amount of 2.625 % Convertible Senior Notes due 2027 (the “Notes”), are considered to be common stock equivalents and are only included in the calculation of diluted net income per share when their effect is dilutive.

The Company has the option to settle the Notes through cash settlement or a combination of cash and share settlement provided that the principal is settled in cash and the conversion spread is settled in cash or shares as elected by the Company.

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In addition, a disruption in the commercial supply of, or a significant increase in the cost of one of the Company’s materials from these sources could have a material adverse effect on the Company’s business, financial position and results of operations.

The Company currently relies on JHS as its significant manufacturer of DEFINITY and its sole source manufacturer of NEUROLITE, CARDIOLITE and evacuation vials for TechneLite.

The Company relies on Samsung Biologics Co., Ltd.

(“SBL”) as its sole source manufacturer of DEFINITY RT.

The Company has Mo-99 supply agreements with IRE of Belgium, running through December 31, 2024, with auto-renewal provisions and terminable upon notice of non-renewal, and with NTP and its subcontractor ANSTO, running through December 31, 2024.

The Company currently relies on Jubilant HollisterStier as its significant manufacturer of DEFINITY and its sole source manufacturer of NEUROLITE, CARDIOLITE and evacuation vials for TechneLite.

The Company has Molybdenum-99 supply agreements with Institute for Radioelements of Belgium, running through December 31, 2025, with auto-renewal provisions and terminable upon notice of non-renewal, and with NTP Radioisotopes and its subcontractor Australian Nuclear Science and Technology Organisation, running through December 31, 2025.

The following table sets forth revenues for each of the Company’s products representing 10% or more of revenues:

Year Ended December 31,

2024 2023 2022

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DEFINITY 20.7 % 21.6 % 26.2 %

TechneLite 6.7 % 9.5 % 21.5 %

Inventory includes material, direct labor and related manufacturing overhead and is stated at the lower of cost and net realizable value on a first-in, first-out basis.

The Company records inventory when the Company takes title to the product.

The majority of the value of the inventory relates to non-radioactive products.

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.

The Company assesses the recoverability of inventory to determine whether adjustments for excess and obsolete inventory are required.

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

The Company had no inventory pending regulatory approval as of December 31, 2023.

The Company had no inventory pending regulatory approval as of December 31, 2024 and 2023.

Property, Plant and Equipment, net

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Certain costs to obtain or develop computer software are capitalized and amortized over the estimated useful life of the software.

Depreciation and amortization are computed on a straight-line basis over the estimated useful lives of the related assets and recorded

in costs of goods sold and operating expenses in the associated functional expense category which utilizes the associated asset.

Depreciation and amortization are computed on a straight-line basis over the estimated useful lives of the related assets and recorded in costs of goods sold and operating expenses in the associated functional expense category which utilizes the associated asset.

The estimated useful lives of the major classes of depreciable assets are as follows:

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The method used to estimate the fair values of intangible assets incorporates significant assumptions regarding the estimates a market participant would make in order to evaluate an asset, including a market participant’s use of the asset and the appropriate discount rates.

Acquired IPR&D is recognized at fair value and initially characterized as an indefinite-lived intangible asset, irrespective of whether the acquired IPR&D has an alternative future use.

Acquired in-process research and development (“IPR&D”) is recognized at fair value and initially characterized as an indefinite-lived intangible asset, irrespective of whether the acquired IPR&D has an alternative future use.

Any excess purchase price over the fair value of the net tangible and intangible assets acquired is allocated to goodwill.

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After the measurement period, all adjustments are recorded in the consolidated statements of operations as operating expenses or income.

The Company recorded a measurement period adjustment of $ 2.6 million related to deferred taxes for the three months ended March 31, 2021, which finalized all measurement period adjustments related to the Progenics Acquisition.

Goodwill is not amortized but is instead tested for impairment at least annually and whenever events or circumstances indicate that it is more likely-than-not that it may be impaired.

The Company has elected to perform the annual test for goodwill impairment as of October 31 of each year.

The Company has elected to perform the annual test for goodwill impairment as of October 31st of each year.

In performing the Company’s annual assessment, the Company is permitted to first perform a qualitative test and if necessary, perform a quantitative test.

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Any impairments are recorded as permanent reductions in the carrying amount of the assets.

See Note 7, “Property, Plant and Equipment, Net” for further details on impairment.

See Note 7, “Property, Plant and Equipment, Net” to these consolidated financial statements for further details on impairment.

Long-lived assets, other than goodwill and other intangible assets that are held for sale are recorded at the lower of the carrying value or the fair market value less the estimated cost to sell.

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Upon permanent abandonment, the Company writes-off the remaining carrying amount of the associated IPR&D intangible asset.

IPR&D intangible assets are tested at least annually as of October 31 or when a triggering event occurs that could indicate a potential impairment and any impairment loss is recognized in the Company’s consolidated statements of operations.

See Note 10, “Intangibles, net and Goodwill” for further details on impairment.

IPR&D intangible assets are tested at least annually as of October 31st or when a triggering event occurs that could indicate a potential impairment and any impairment loss is recognized in the Company’s consolidated statements of operations.

See Note 10, “Intangibles, Net and Goodwill” to these consolidated financial statements for further details on impairment.

Contingencies

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The Company determined that no triggering event has occurred during the years ended December 31, 2024 and December 31, 2023.

As of December 31, 2023, the fair value of the Company’s convertible debt was estimated to be approximately $ 644.3 million based on external pricing data, including quoted market prices of these instruments and was classified as a Level 1 measurement within the fair value hierarchy.

As of December 31, 2022, the carrying value of the Company’s convertible debt approximated fair value and was classified as a Level 1 measurement within the fair value hierarchy.

The fair value See Note 4, “Fair Value of Financial Instruments”.

As of December 31, 2024 and 2023, the fair value of the Company’s convertible debt was estimated to be approximately $ 765.3 million and $ 644.3 million, respectively, based on quoted market prices of these instruments and was classified as a Level 1 measurement within the fair value hierarchy.

For more information on the fair value, see Note 4, “Fair Value of Financial Instruments” to these consolidated financial statements.

Contingent Consideration Liabilities

The estimated fair value of contingent consideration liabilities are initially measured and recorded on the acquisition date, are considered to be a Level 3 instrument and are reviewed quarterly, or whenever events or circumstances occur that indicate a change in fair value.

The estimated fair value of contingent consideration liabilities are initially measured and recorded on the acquisition date.

The contingent consideration liabilities are considered to be Level 3 instruments and are reviewed quarterly, or whenever events or circumstances occur that indicate a change in fair value.

The contingent consideration liabilities are recorded at fair value at the end of each reporting period with changes in estimated fair values recorded in general and administrative expenses in the consolidated statements of operations.

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Remeasurement of the Company’s foreign currency denominated transactions are included in net income.

Transaction gains and losses are reported as a component of other loss (income) in the consolidated statements of operations.

Transaction gains and losses are reported as a component of other (income) loss, net in the consolidated statements of operations.

Stock-Based Compensation

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Expense for performance restricted stock awards is recognized based upon the fair value of the awards on the date of grant and the number of shares expected to vest based on the terms of the underlying award agreement and the requisite service period(s).

Other Loss (Income)

Other loss (income) consisted of the following:

Other (Income) Loss, Net

Other (income) loss, net consisted of the following:

Year Ended December 31,

(in thousands) 2024 2023 2022

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Total other (income) loss $ ( 37,231 ) $ ( 66,320 ) $ 1,703

Comprehensive Income (Loss)

Comprehensive income (loss) consists of net income (loss) and other gains and losses affecting stockholders’ equity that, under U.S.

Comprehensive Income

Comprehensive income consists of net income and other gains and losses affecting stockholders’ equity that, under U.S.

GAAP, are excluded from net income.

For the Company, other comprehensive income (loss) consists of foreign currency translation gains and losses as well as realized and unrealized gains and losses on cash flow hedges related to the Company’s interest rate swaps.

The accumulated other comprehensive income (loss) balance consists entirely of foreign currency translation gains and losses and realized and unrealized gains and losses on outstanding cash flow hedges related to the Company’s interest rate swaps.

For the Company, other comprehensive income consists of foreign currency translation gains and losses, as well as realized gains and losses on cash flow hedges related to the Company’s interest rate swaps.

The accumulated other comprehensive loss balance consists entirely of foreign currency translation gains and losses and realized and unrealized gains and losses on outstanding cash flow hedges related to the Company’s interest rate swaps.

Asset Retirement Obligations

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Changes in these assumptions could impact the Company’s future reported results.

The Company has production facilities which manufacture and process radioactive materials at its North Billerica, Massachusetts campus and its Somerset, New Jersey site.

The Company has production facilities which manufacture and process radioactive materials at its sites in North Billerica, Massachusetts and, through March 1, 2024, Somerset, New Jersey.

The Company considers its legal obligation to remediate its facilities upon a decommissioning of its radioactive-related operations as an asset retirement obligation.

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The corresponding asset retirement costs are capitalized as part of the carrying values of the related long-lived assets and depreciated over the assets’ useful lives.

The Company has identified conditional asset retirement obligations related to the future removal and disposal of asbestos contained in certain of the buildings located on the Company’s North Billerica, Massachusetts campus.

The Company believes the asbestos is appropriately contained and it is compliant with all applicable environmental regulations.

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Recent Accounting Pronouncements

In December 2023, the FASB issued 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.

Accounting Pronouncements Adopted During the Period

During the fourth quarter of 2024, the Company adopted Accounting Standard Update (“ASU”) 2023-07, “ Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures,” which was issued by the Financial Accounting Standards Board (the “FASB”) in December 2023.

ASU 2023-07 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.

Additionally, the standard requires disclosures of significant segment expenses and other segment items, as well as incremental qualitative disclosures.

The guidance in this update is effective for fiscal years beginning after December 15, 2023, and interim periods after December 15, 2024.

The Company is currently in the process of evaluating the effects of this pronouncement on our related disclosures.

See Note 22, “Segment Information” to these consolidated financial statements for additional disclosures.

Accounting Pronouncements Not Yet Adopted

In November 2024, the FASB issued ASU 2024-04, “Debt - Debt with Conversion and Other Options (Subtopic 470-20),” which clarifies the requirements for determining whether certain settlements of convertible debt instruments should be accounted for as an induced conversion rather than as extinguishment of debt.

The requirements of ASU 2024-04 are effective for the annual periods beginning after December 15, 2025, including interim periods within those fiscal years.

Early adoption is permitted.

For the Company, the requirements under ASU 2024-04 will be effective for its Quarterly Report on Form 10-Q for the first quarter 2026.

The Company is currently in the process of evaluating the effects of this pronouncement on our consolidated financial results and related disclosures.

In November 2024, the FASB issued ASU 2024-03, “Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40),” and in January 2025, the FASB issued ASU 2025-01, “Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40):

Clarifying the Effective Date.” ASU 2024-03 requires additional income statement disclosures, including the disaggregation of specific categories of expenses underlying the line items presented on the income statement.

Additionally, ASU 2024-03 requires enhanced disclosure of selling expenses.

As clarified by ASU 2025-01, the requirements of the guidance are effective for annual periods beginning after December 15, 2026 and interim periods within fiscal years beginning after December 15, 2027.

For the Company, annual reporting requirements under ASU 2024-03 will be effective for its Annual Report on Form 10-K for the year ending December 31, 2027 and interim reporting requirements will be effective beginning in the first quarter of 2028.

Early adoption is permitted and the amendments should be applied on a prospective basis, however retrospective application is permitted.

The Company is currently in the process of evaluating the effects of this pronouncement on our consolidated financial results and related disclosures.

In December 2023, the FASB also issued ASU 2023-09, “Income Taxes (Topic 740):

Improvements to Income Tax Disclosures , which requires enhanced income tax disclosures, including specific categories and disaggregation of information in the effective tax rate reconciliation, disaggregated information related to income taxes paid, income or loss from continuing operations before income tax expense or benefit, and income tax expense or benefit from continuing operations.

Improvements to Income Tax Disclosures , ” which requires enhanced income tax disclosures, including specific categories and disaggregation of information in the

effective tax rate reconciliation, disaggregated information related to income taxes paid, income or loss from continuing operations before income tax expense or benefit, and income tax expense or benefit from continuing operations.

The requirements of the ASU are effective for annual periods beginning after December 15, 2024, with early adoption permitted.

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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 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.

Strategic Partnerships and Other Revenue includes strategic partnerships and other arrangements related to other products of the Company, including our royalty revenue from our license of RELISTOR.

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

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

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

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

During the fourth quarter of 2023, the Company earned a $ 15.0 million sales-based milestone payment.

No sales-based milestone payment was earned in 2024.

During the fourth quarter of 2023, the Company earned a sales-based milestone payment of $ 15.0 million.

On January 31, 2022, the Company entered into a global settlement agreement with Novartis Pharma AG (“Novartis”), Advanced Accelerator Applications USA, Inc., Endocyte, Inc.

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The Company provides certain customers with rebates and allowances that are explicitly stated in the Company’s contracts and are recorded as a reduction of revenue in the period the related product revenue is recognized.

The Company establishes a liability for such amounts, which is included in accrued expenses in the accompanying consolidated balance sheets.

The Company establishes a liability for such amounts, which is included in accrued expenses and other liabilities in the accompanying consolidated balance sheets.

These rebates and allowances result from performance-based offers that are primarily based on attaining contractually specified sales volumes and administrative fees the Company is required to pay to group purchasing organizations.

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Provision related to current period revenues 63,504

Adjustments relating to prior period revenues ( 453 )

Payments or credits made during the period ( 54,326 )

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Milestone Payments:

At the inception of each arrangement that includes development or sales milestone payments, the Company evaluates whether the milestones are considered probable of being reached and estimates the amount to be included in the transaction price using the most likely amount method.

the transaction price using the most likely amount method.

If it is probable that a significant revenue reversal would not occur, the associated milestone value is included in the transaction price.

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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, interest rate swaps, a contingent receivable and contingent consideration liabilities.

The Company’s financial assets and liabilities measured at fair value on a recurring basis consist of money market funds, interest rate swaps, 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 fair value of the interest rate swaps is determined based on observable market-based inputs, including interest rate curves and reflects the contractual terms of these instruments, including the period to maturity.

Please refer to Note 13, “Derivative Instruments”, for further details on the interest rate swaps.

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

Please refer to Note 13, “Derivative Instruments,” to these consolidated financial statements for further details on the interest rate swaps.

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

(“Perspective”) and Radiopharm Theranostics Limited (“Radiopharm”) 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:

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Money market funds $ 682,209 $ 682,209 $ — $ —

Investment securities 39,489 39,489 — —

Total assets $ 721,698 $ 721,698 $ — $ —

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During the years ended December 31, 2024 and 2023, there were no transfers into or out of Level 3.

On December 2, 2022, the Company voluntarily terminated the interest rate swap contracts in connection with the refinancing of debt.

As part of the Progenics Acquisition, the Company acquired the right to receive certain future milestone and royalty payments due to Progenics from CytoDyn Inc.

(“CytoDyn”) related to a prior sale of certain intellectual property.

The Company has the right to receive $ 5.0 million upon regulatory approval and a 5 % royalty on net sales of approved products.

The Company considers the contingent receivable a Level 3 instrument (one with significant unobservable inputs) in the fair value hierarchy.

The estimated fair value was determined based on probability adjusted discounted cash flows that included significant estimates and assumptions

pertaining to regulatory events and sales targets.

During the fourth quarter of 2022, the Company reduced the probability to zero as CytoDyn withdrew their regulatory application.

The most significant unobservable inputs are the probabilities of achieving regulatory approval of the development projects and subsequent commercial success.

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.

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

The Company paid out the maximum amount payable under the CVRs from available cash in May 2023 in full satisfaction of the CVR obligation.

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

Perspective Therapeutics, Inc.

Equity Securities

At December 31, 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 the closing price of the Perspective Shares 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 December 31, 2024 was approximately $ 37.3 million based on a closing market price of $ 3.19 per share on December 31, 2024, resulting in an unrealized loss of $ 41.0 million for the year ended December 31, 2024.

See Note 21, “Acquisition of Assets” to these consolidated financial statements for further discussion of the Perspective transaction.

Radiopharm Theranostics Limited Equity Securities

At December 31, 2024, the Company held 149,625,180 shares of 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 of the Radiopharm Shares 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 December 31, 2024 was approximately $ 2.2 million based on the converted closing market price of approximately $ 0.01 per share on December 31, 2024, resulting in an unrealized loss on equity securities of $ 2.6 million for the year ended December 31, 2024.

See Note 21, “Acquisition of Assets” to these consolidated financial statements 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 related to a 1404 commercialization milestone.

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.

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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 as of December 31, 2023.

The following tables summarize quantitative information and assumptions pertaining to the fair value measurement of liabilities using Level 3 inputs as of December 31, 2024 and 2023.

Fair Value as of Assumptions

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Contingent consideration liability:

Net sales targets – PYLARIFY (CVRs) N/A $ 99,700 Probability adjusted discounted cash flow model Period of expected milestone achievement and sales targets N/A 2022 – 2023

Probability of success N/A 100 %

1095 commercialization milestone $ — $ 1,800 Probability adjusted discounted cash flow model

Period of expected milestone achievement 2026 2026

Period of expected milestone achievement N/A 2026

Probability of success — % 40 %

Discount rate 4.1 % 3.8 %

Discount rate N/A 4.1 %

Net sales targets – AZEDRA and 1095 — 900 Monte Carlo simulation

Probability of success and sales targets — % 0 % - 40 %

Discount rate 15 %

Discount rate N/A 15 %

Total $ — $ 2,700

For those financial instruments with significant Level 3 inputs, the following table summarizes the activities for the periods indicated:

Financial Assets Financial Liabilities

(in thousands) Years Ended December 31, Years Ended December 31,

2023 2022 2023 2022

Financial Liabilities

(in thousands) Years Ended December 31,

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

Changes in fair value included in net income (loss) — ( 9,300 ) ( 9,275 ) 25,400

Changes in fair value included in net income ( 1,194 ) ( 9,275 )

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

Cash Payments ( 1 ) ( 99,625 )

Fair value, end of period $ — $ 2,700

The change in fair value of the contingent financial asset and contingent financial liabilities, including the CVRs, resulted in a general and administrative expense of $ 9.3 million for the year ended December 31, 2023 and was primarily due to changes in revenue forecasts, changes in market conditions, an increase in discount rates (excluding the CVRs) and the passage of time.

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

The components of income (loss) before provision (benefit) for income taxes consists of the following:

The change in fair value of the contingent financial liabilities resulted in a decrease of general and administrative expense of $ 1.2 million for the year ended December 31, 2024.

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 the holder’s 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 2024 due to the reduction in outstanding 2013 Milestone Rights.

The components of income before income taxes consists of the following:

Year Ended December 31,

(in thousands) 2024 2023 2022

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International 1,078 617 ( 2,293 )

Income (loss) before income taxes $ 410,943 $ 26,719 $ ( 75,038 )

The Company’s provision (benefit) for income taxes consists of the following:

Income before income taxes $ 430,977 $ 410,943 $ 26,719

The Company’s income tax expense (benefit) consists of the following:

Year Ended December 31,

(in thousands) 2024 2023 2022

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federal statutory rate to the income tax expense (benefit) is as follows:

Year Ended December 31,

(in thousands) 2024 2023 2022

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Reserves, accruals and other 30,382 18,923

Inventory obsolescence — 919

Capitalized research and development 29,799 17,142

Stock compensation 13,876 9,266

Unrealized loss on investments 10,707 —

Intangible assets 33,771 25,214

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Deferred Tax Liabilities

Reserves, accruals and other — ( 5,354 )

Right-of-use asset ( 9,241 ) ( 11,543 )

Intangible assets — ( 80,770 )

Amortization of intangibles other than goodwill — ( 385 )

Depreciation ( 9,881 ) —

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Noncurrent deferred tax assets, net $ 170,233 $ 150,198

The Tax Cuts and Jobs Act (the “Act”) was enacted on December 22, 2017.

Under the Act, research and experimental expenditures incurred for tax years beginning after December 31, 2021, must be capitalized and amortized ratably over five or fifteen years for tax purposes, depending on where the research activities are conducted.

If the requirement to capitalize Section 174 expenditures is not modified, it may impact our cash tax liability in future years.

The increase in worldwide net deferred tax assets is primarily due to the tax capitalization of the Company’s current year research and development expenses that are not currently deductible in 2023 and the decrease in deferred tax liabilities related to the AZEDRA and RELISTOR royalty intangible assets, partially offset by utilization of net operating losses.

The Company regularly assesses its ability to realize its deferred tax assets.

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In determining whether its deferred tax assets are more-likely-than-not realizable, the Company evaluated all available positive and negative evidence.

As of December 31, 2023 and 2022, the Company maintains a valuation allowance of $ 3.6 million and $ 3.5 million, respectively, primarily related to net deferred tax assets of certain of its foreign subsidiaries.

As of December 31, 2024 and 2023, the Company maintains a valuation allowance of $ 15.6 million and $ 3.6 million, respectively.

The amount in 2024 primarily related to unrealized losses incurred during the year on its investment in equity securities and to net deferred tax assets of certain of the Company’s foreign subsidiaries.

The 2023 amount only relates to the net deferred tax assets of certain of the Company’s foreign subsidiaries.

Utilization of net operating loss carryforwards and research and development credit carryforwards may be subject to a substantial annual limitation due to ownership change limitations that could occur in the future in accordance with Section 382 of the Internal Revenue Code of 1986 (“IRC Section 382”) and with Section 383 of the Internal Revenue Code of 1986, as well as similar state provisions.

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federal net operating loss carryforwards of approximately $ 269.9 million, $ 128.1 million of which will expire between 2027 and 2037, and $ 141.8 million of which can be carried forward indefinitely.

The Company has foreign net operating losses of $ 29.0 million and $ 4.3 million which expire in 2035 and $ 24.7 million of which can be carried forward indefinitely.

The Company’s state net operating losses are $ 9.1 million on a tax-effected basis, which will expire between 2025 and 2044.

The Company has state research credit carryforwards of $ 2.1 million, which will expire between 2026 and 2039.

The Company has state investment tax credit carryforwards of $ 0.8 million which have no expiration date.

The Company’s U.S.

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Additions related to current year tax positions 948

Additions related to prior year tax positions 2,694

Reductions related to prior year tax positions ( 3 )

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Assuming that the receivable from BMS continues to be considered recoverable by the Company, there will be no effect on net income and no net cash outflows related to these liabilities.

Included in other (income) loss for the years ended December 31, 2023, 2022 and 2021, is tax indemnification expense (income), net of $ 4.9 million, $ 9.6 million and $ 7.1 million, respectively.

As of December 31, 2023 and 2022, total liabilities for uncertain tax positions including interest and penalties were $ 5.4 million and $ 8.3 million, respectively, consisting of uncertain tax positions of $ 4.1 million and $ 1.5 million, respectively, interest accruals of $ 1.3 million and $ 6.4 million, respectively, and no penalty accruals as of December 31, 2023 and $ 0.4 million of penalty accruals as of December 31, 2022.

The increase in uncertain tax positions during the year ended December 31, 2023 was primarily related to certain acquired tax attributes.

Included in other (income) loss for the years ended December 31, 2024, 2023 and 2022, is tax indemnification (income) expense, net of ($ 0.1 ) million, $ 4.9 million and $ 9.6 million, respectively.

As of December 31, 2024 and 2023, total liabilities for uncertain tax positions including interest and penalties were $ 9.4 million and $ 5.4 million, respectively, consisting of uncertain tax positions of $ 7.6 million and $ 4.1 million, respectively, interest accruals of $ 1.8 million and $ 1.3 million, respectively, and no penalty accruals as of December 31, 2024 and 2023.

The increase in uncertain tax positions during the year ended December 31, 2024 was primarily related to state tax uncertainties.

As of December 31, 2024, $ 1.4 million, $ 7.3 million, and $ 0.7 million of these liabilities were recorded in current liabilities, other long-term liabilities, and as a reduction of deferred tax assets, respectively.

As of December 31, 2022 these liabilities were included in other long-term liabilities.

Included in the 2023, 2022 and 2021 tax provisions are benefits of $ 5.0 million, $ 12.6 million and $ 9.0 million, respectively, relating to reversals of uncertain tax positions recognized upon settlements, effective settlements, or lapses of relevant statutes of limitation, partially offset by interest accruals.

As of December 31, 2023, $ 1.3 million, $ 3.2 million and $ 0.9 million of these liabilities were recorded in current liabilities, other long-term liabilities, and as a reduction of deferred tax assets, respectively.

Included in the 2024 tax provision are expenses of $ 2.5 million, primarily related to state tax position.

Included in the 2023 and 2022 tax provision are benefits of $ 5.0 million and $ 12.6 million, respectively, relating to reversals of uncertain tax positions recognized upon settlements, effective settlements, or lapses of relevant statutes of limitation, partially offset by interest accruals.

As of December 31, 2024, the Company has $ 5.7 million of unrecognized tax benefits which would impact the effective tax rate if recognized.

Inventory consisted of the following:

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Total inventory $ 68,025 $ 64,029

Inventory costs associated with products that have not yet received regulatory approval are capitalized if the Company believes there is probable future commercial use of the product and future economic benefit of the asset.

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 December 31, 2023.

The Company has no inventory pending regulatory approval as of December 31, 2024 and 2023.

The majority of the value of the inventory relates to non-radioactive products.

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

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The Company tests long-lived assets for recoverability whenever events or changes in circumstances suggest that the carrying value of an asset or group of assets may not be recoverable.

During the year ended December 31, 2021, the Company reviewed certain facts relating to an asset group that included the right-of-use (“ROU”) asset associated with the lease of office space in the World Trade Center (the “WTC lease”) in New York City and resulted in a change to the asset group due to the negotiation of a sublease.

Please refer to Note 16, “Leases” for further details.

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.

During 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.

Subsequently, in 2023, the Company discontinued the production and promotion of AZEDRA and decided to wind down its facility at 110 Clyde Rd, Somerset, New Jersey (the “Somerset Facility”).

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

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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.

Long-Lived Assets Held for Sale

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.

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

The carrying value exceeded the fair value and as a result, the Company recorded a noncash impairment of $ 6.0 million during 2023 in cost of goods sold in the consolidated statement of operations.

On January 8, 2024, the Company entered into an agreement with Perspective to transfer the sublease for the Somerset Facility and sold 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 on sale of assets of $ 6.3 million for the year ended December 31, 2024.

Sale of Portion of North Billerica Facility

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

Effective March 16, 2023, the Company entered into a purchase and sale agreement with a prospective buyer and the sale of that portion of the North Billerica campus was completed in December 2024.

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 September 30, 2023.

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

The transaction is expected to close in the second or third quarter of 2024.

Sale of Puerto Rico Subsidiary

During the fourth quarter of 2020, the Company entered into a stock purchase agreement (the “SPA”) with one of its existing radiopharmacy customers to sell all the stock of its Puerto Rico radiopharmacy subsidiary.

The assets were classified as held for sale and the Company determined that the fair value of the net assets being sold significantly exceeded the carrying value as of December 31, 2020.

The transaction was consummated on January 29, 2021.

The purchase price for the stock sale was $ 18.0 million in cash, which included a holdback amount of $ 1.8 million that was remitted to the Company as of December 31, 2021, and paid in the first quarter of 2022;

the purchase price also included a working capital adjustment.

The SPA contained customary representations, warranties and covenants by each of the parties.

Subject to certain limitations, the buyer will be indemnified for damages resulting from breaches or inaccuracies of the Company’s representations, warranties and covenants in the SPA.

The Company determined that this sale of certain net assets did not constitute a strategic shift that had a major effect on the Company’s operations or financial results.

As a result, this transaction was not classified as discontinued operations in the Company’s accompanying consolidated financial statements.

The sale resulted in a pre-tax book gain of $ 15.3 million, which was recorded within operating income (loss) in the consolidated statements of operations for the year ended December 31, 2021.

The purchase price for the sold portion of the North Billerica campus was $ 9.8 million in cash.

As a result of the sale on December 10, 2024, the Company recorded a gain on sale of assets of $ 2.1 million in their consolidated statements of operations for the year ended December 31, 2024.

Asset Retirement Obligations

The Company considers its legal obligation to remediate its facilities upon a decommissioning of its radioactive-related operations as an asset retirement obligation.

The Company has production facilities which manufacture and process radioactive materials at its North Billerica, Massachusetts and Somerset, New Jersey sites.

As of December 31, 2023, the liability is measured at the present value of the obligation expected to be incurred, of approximately $ 25.1 million.

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

The Company has production facilities which manufacture and process radioactive materials at its sites in North Billerica, Massachusetts and, through March 1, 2024, Somerset, New Jersey.

As of December 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.

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

(in thousands) Amount

Balance, January 1, 2023 $ 22,543

Change in useful life estimate 280

Accretion expense 373

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Balance, December 31, 2024 $ 23,344

The Company is required to provide the Massachusetts Department of Public Health and New Jersey Department of Environmental Protection financial assurance demonstrating the Company’s ability to fund the decommissioning of its North Billerica, Massachusetts and Somerset, New Jersey production facilities, respectively, upon closure.

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

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

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Developed technology 9 Straight-Line 2,400 ( 944 ) 1,456

IPR&D N/A N/A 15,640 — 15,640

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

The Company recorded amortization expense for its intangible assets of $ 43.8 million, $ 46.4 million and $ 33.2 million for the years ended December 31, 2024, 2023 and 2022, respectively.

In May 2021, PyL (18F-DCFPyL) was approved by the FDA under the name PYLARIFY.

Accordingly, the Company reclassified the associated asset of $ 132.8 million from IPR&D to currently marketed products and commenced amortization of the asset.

In March 2023, the Company stopped all development activities in relation to a future indication associated with AZEDRA, which was classified as an IPR&D intangible asset.

The asset group, which consisted of the IPR&D asset and a currently marketed product (the “AZEDRA intangible asset group”), was assessed for impairment.

The Company considered several factors in estimating the future projections of revenues and cash flows of the AZEDRA intangible asset group as part of the impairment testing.

The Company concluded that the carrying amount exceeded the fair value of the AZEDRA intangible asset group, which had no value.

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

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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.

During the fourth quarter of 2023, the Company earned a $ 15.0 million sales-based milestone payment.

In March 2023, the Company stopped all development activities in relation to a future indication associated with AZEDRA, which was classified as an IPR&D intangible asset.

The asset group, which consisted of the IPR&D asset and a currently marketed product (the “AZEDRA intangible asset group”), was assessed for impairment.

The Company considered several factors in estimating the future projections of revenues and cash flows of the AZEDRA intangible asset group as part of the impairment testing.

The Company concluded that the carrying amount exceeded the fair value of the AZEDRA intangible asset group, which had no value.

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

The Company will continue manufacturing AZEDRA into the first quarter of 2024, to the extent feasible, with the goal of providing doses of AZEDRA to current patients so they can complete their treatment regimen.

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.

No sales-based milestone payment was earned in 2024.

During the fourth quarter of 2023, the Company earned a sales-based milestone payment of $ 15.0 million.

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” to these consolidated financial statements for impairment analysis.

In February 2023, the Company entered into an agreement with the stockholders of Cerveau Technologies, Inc.

(“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.

This additional contingent payment was capitalized as part of the

asset cost and increased the Company’s customer relationship intangible assets.

See Note 21, “Acquisition of Assets” for further discussion of the Cerveau acquisition.

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

See Note 21, “Acquisition of Assets” to these consolidated financial statements for further discussion of the Company’s acquisition of Cerveau.

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.

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 21, “Acquisition of Assets” to these consolidated financial statements for further discussion of the acquisition of Meilleur.

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

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Accrued rebates, discounts and chargebacks 25,248 16,070

Accrued research and development expenses 13,219 3,258

Accrued professional fees 20,308 10,244

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

(in thousands) Amount

Total principal outstanding 575,000

(in thousands) December 31,

2024 December 31,

Principal amount 2.625 % Convertible Senior Notes due 2027

$ 575,000 $ 575,000

Unamortized debt issuance costs ( 10,392 ) ( 13,955 )

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Total 566,253 562,493

current portion ( 823 )

current portion of long-term debt and other borrowings ( 974 ) ( 823 )

Total long-term debt, net, and other borrowings $ 565,279 $ 561,670

In December 2022, the Company refinanced its existing credit facility, consisting of (i) a $ 200.0 million five-year term loan facility (the “2019 Term Facility”) and (ii) a $ 200.0 million five-year revolving credit facility (the “2019 Revolving Facility” and, together with the 2019 Term Facility, the “2019 Facility”), with a new $ 100.0 million delayed draw term loan facility (the “2022 Term

Facility” and, the loans thereunder, the “Term Loans”) and a new $ 350.0 million five-year revolving credit facility (the “2022 Revolving Facility” and, together with the 2022 Term Facility, the “2022 Facility”).

The Company used approximately $ 7.8 million of cash on hand to primarily repay the principal amount of the loans outstanding related to the 2019 Facility through the nine months ended September 30, 2022.

In addition, in December 2022, the Company used approximately $ 167.6 million of cash on hand to repay in full the aggregate remaining principal amount of the loans outstanding under the 2019 Facility and to pay related interest, transaction fees and expenses.

The Company paid off the 2019 Term Facility using available cash and did not utilize another term loan to fund the payoff.

While the 2022 Term Facility allowed for a delayed draw term loan, the loan was not drawn upon.

The Company recorded a loss on extinguishment of debt of $ 0.6 million related to the write-off of unamortized debt issuance costs and debt discounts associated with the 2019 Term Facility.

In addition, the Company incurred and capitalized $ 2.7 million of new deferred financing costs related to the refinancing.

2022 Revolving Facility

Under the terms of the 2022 Revolving Facility, the lenders are committed to extending credit to the Company from time to time until December 2, 2027 consisting of revolving loans (the “Revolving Loans”) in an aggregate principal amount not to exceed $ 350.0 million (the “Revolving Commitment”) at any time, including a $ 20.0 million sub-facility for the issuance of letters of credit (the “Letters of Credit”) and a $ 10.0 million sub-facility for swingline loans (the “Swingline Loans”).

The Letters of Credit, Swingline Loans and the Revolving Loans, if used, are expected to be used for working capital and for other general corporate purposes.

The Revolving Loans bear interest, with pricing based from time to time at the Company’s election, at (i) the secured overnight financing rate as published by the Federal Reserve Bank of New York on its website plus an applicable margin that ranges from 1.50 % to 2.50 % based on the Company’s total net leverage ratio or (ii) the alternative base rate plus an applicable margin that ranges from 0.50 % to 1.50 % based on the Company’s total net leverage ratio.

In December 2024, the Company entered into an amendment to its $ 350.0 million five-year revolving credit facility, which, among other things, increased the facility from $ 350.0 million to $ 750.0 million (as amended, the “2022 Revolving Facility”) and extended the maturity date from December 2, 2027 to December 19, 2029.

Under the terms of the 2022 Revolving Facility, the lenders are committed to extending credit to the Company from time to time consisting of revolving loans (the “Revolving Loans”) in an aggregate principal amount not to exceed $ 750.0 million (the “Revolving Commitment”) at any time, including a $ 40.0 million sub-facility for the issuance of letters of credit (the “Letters of Credit”) and a $ 20.0 million sub-facility for swingline loans (the “Swingline Loans”).

The Revolving Loans, Letters of Credit, and the Swingline Loans, if used, are expected to be used for working capital and for other general corporate purposes.

The Revolving Loans bear interest, with pricing based from time to time at the Company’s election, at (i) the secured overnight financing rate as published by the Federal Reserve Bank of New York on its website plus an applicable margin that ranges from 1.25 % to 2.00 % based on the Company’s total net leverage ratio or (ii) the alternative base rate plus an applicable margin that ranges from 0.25 % to 1.00 %, in either case, based on the Company’s total net leverage ratio.

The 2022 Revolving Facility also includes an unused commitment fee at a rate ranging from 0.15 % to 0.30 % 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 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.

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As of December 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”).

The Company has the right to request an increase to the Revolving Commitment in an aggregate principal amount of up to the greater of the sum of $ 685.0 million (so that the total amount available is $ 1.44 billion) or 100% of consolidated earnings before interest, taxes, depreciation and amortization 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.

Proceeds of Incremental Term Loans may be used for working capital and for other general corporate purposes and will bear interest at rates agreed between the Company and the lenders providing the Incremental Term Loans.

2022 Facility Covenants

The 2022 Facility contains a number of affirmative, negative and reporting covenants, as well as financial maintenance covenants pursuant to which the Company is required to be in quarterly compliance, measured on a trailing four quarter basis, with two financial covenants.

The minimum interest coverage ratio, commencing with the fiscal quarter ended December 31, 2022, must be at least 3.00 to 1.00.

The maximum total net leverage ratio permitted by the financial covenant, commencing with the fiscal quarter ending March 31, 2024, is 3.50 to 1.00.

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

2022 Revolving Facility Covenants

The 2022 Revolving Facility contains a number of affirmative, negative and reporting covenants, as well as financial maintenance covenants pursuant to which the Company is required to be in quarterly compliance, measured on a trailing four quarter basis, with two financial covenants.

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 3.50 to 1.00, other than in connection with certain acquisitions, in which case, the maximum total net leverage ratio permitted can be increased to 4.00 to 1.00.

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

(i) incur additional indebtedness (ii) create liens;

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and (viii) enter into certain transactions with its affiliates.

Upon an event of default, the Administrative Agent will have the right to declare the loans and other obligations outstanding under the 2022 Facility immediately due and payable and all commitments immediately terminated.

The 2022 Facility is guaranteed by Holdings, and certain subsidiaries of LMI, including Progenics and Lantheus MI Real Estate, LLC, and obligations under the 2022 Facility are generally secured by first priority liens over substantially all of the assets of each of

LMI, Holdings, and certain subsidiaries of LMI, including Progenics and Lantheus MI Real Estate, LLC (subject to customary exclusions set forth in the transaction documents) owned as of December 2, 2022 or thereafter acquired.

Convertible Notes

Upon an event of default, the Administrative Agent will have the right to declare the loans and other obligations outstanding under the 2022 Revolving Facility immediately due and payable and all commitments immediately terminated.

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 MI Real Estate (subject to customary exclusions set forth in the transaction documents) owned as of December 2, 2022 or thereafter acquired.

2.625 % Convertible Senior Notes due 2027

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.

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The Company will pay additional interest on the notes at a rate equal to 0.25 % to 0.50 % per annum based on the principal amount of notes outstanding for each day the Company failure to file has occurred or the notes are not otherwise freely tradable.

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 our affiliates or holders that were our affiliates at any time during the three months immediately preceding as of the 385 th day after the last date of original issuance of the notes offered hereby, 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.

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 of 1933, as amended, by holders other than our affiliates or holders that were our affiliates at any time during the three months immediately preceding as of the 385 th day after the last date of original issuance of the notes offered hereby, 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.

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

As of December 31, 2023, the carrying value of the Notes was $ 575.0 million, had an unamortized discount of zero , and the fair value of the liability was $ 575.0 million.

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 fourth quarter of 2024, the closing price of the Company’s common stock did not exceed 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 not convertible at the option of the holders of the Notes during the first quarter of 2024, the quarter immediately following the quarter when the conditions are met, as stated in the terms of the Notes.

Because the Notes are not considered convertible under the terms of the Notes and pursuant to ASC 470-10, the Company classified the carrying value of the Notes as long-term debt, net and other borrowings on the Company’s consolidated balance sheet as of December 31, 2024.

The Company recorded interest expense of approximately $ 15.1 million related to the Notes for the year ended December 31, 2024.

Derivative Instruments

The Company has used interest rate swaps to reduce the variability in cash flows associated with a portion of the Company’s forecasted interest payments on its variable rate debt.

In March 2020, the Company entered into interest rate swap contracts to fix the LIBOR rate on a notional amount of $ 100.0 million through May 31, 2024.

The average fixed LIBOR rate on the interest rate swaps was approximately 0.82 %.

This agreement involved the receipt of floating rate amounts in exchange for fixed rate interest payments over the life of the agreement without an exchange of the underlying principal amount.

The interest rate swaps were designated as cash flow hedges.

In accordance with hedge accounting, the interest rate swaps are recorded on the Company’s consolidated balance sheets at fair value, and changes in the fair value of the swap agreements were recorded to other comprehensive loss and reclassified to interest expense in the period during which the hedged transaction affected earnings or it will become probable that the forecasted transaction would not occur.

On December 2, 2022, the Company voluntarily terminated the interest rate swap contracts in connection with the refinancing of debt.

Upon termination, the Company received approximately $ 5.6 million in cash and the remaining balance of approximately $ 5.5 million in accumulated other comprehensive income (loss) related to the interest rate swap contracts were reclassified into earnings.

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

Accumulated Other Comprehensive Loss

The components of Accumulated Other Comprehensive Loss, net of tax of zero and zero for the year ended December 31, 2023 and 2022, respectively, consisted of the following:

(in thousands) Foreign currency translation Unrealized loss on cash flow hedges Accumulated other comprehensive loss

The components of Accumulated Other Comprehensive Loss, net of tax effects for the years ended December 31, 2024 and 2023, consisted of the following:

(in thousands) Foreign Currency Translation (1)

Accumulated Other Comprehensive Loss

Balance at January 1, 2024 $ ( 1,037 ) $ ( 1,037 )

Other comprehensive income (loss) before reclassifications 222 — 222

Other comprehensive loss before reclassifications ( 578 ) ( 578 )

Balance at December 31, 2024 $ ( 1,615 ) $ ( 1,615 )

Balance at January 1, 2023 $ ( 1,259 ) $ ( 1,259 )

Other comprehensive income (loss) before reclassifications ( 505 ) 5,838 5,333

Amounts reclassified to earnings — ( 6,107 ) ( 6,107 )

Other comprehensive income before reclassifications 222 222

Balance at December 31, 2023 $ ( 1,037 ) $ ( 1,037 )

(1) For purposes of comprehensive income disclosures, we do not record tax expense or benefits for the net changes in the foreign currency translation adjustments.

Stock-Based Compensation

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As of December 31, 2024, the Company’s approved equity incentive plans included the 2015 Equity Incentive Plan (“2015 Plan”), the 2013 Equity Incentive Plan (“2013 Plan”), and the 2008 Equity Incentive Plan (“2008 Plan”).

These plans are administered by the Board of Directors and permit the granting of stock options, stock appreciation rights, restricted stock, restricted stock units and dividend equivalent rights to employees, officers, directors and consultants of the Company.

The Company has certain stock option and restricted stock awards outstanding under each of its equity incentive plans but, upon adoption of the 2015 Plan, no longer grants new equity awards under its 2008 and 2013 Plans.

The Company adopted its 2015 Plan in June 2015 and subsequently amended the plan in April 2016, 2017, 2019, 2021 and 2022 which increased the common stock reserved for issuance under the plan to an aggregate 10,930,277 shares.

The Company assumed Progenics equity plans due to the acquisition as discussed in Note 1, “Description of Business”.

These plans are administered by the Board of Directors (the “Board”) and permit the granting of stock, stock options, stock appreciation rights, restricted stock, restricted stock units and dividend equivalent rights to employees, officers, directors and consultants of the Company.

The Company has certain stock option and restricted stock awards outstanding under each of its equity incentive plans but, upon adoption of the 2015 Plan, the Company no longer grants new equity awards under its 2008 and 2013 Plans.

The Company adopted its 2015 Plan in June 2015 and subsequently amended the plan in April 2016, 2017, 2019, 2021, 2022 and 2024 and again in October 2024.

The amended plans increased the common stock reserved for issuance under the 2015 Plan to an aggregate 14,930,277 shares.

The Company assumed Progenics equity plans due to the acquisition as discussed in Note 1, “Description of Business” to these consolidated financial statements.

The Company no longer grants new equity awards under the Progenics equity plans.

Stock-based compensation expense recognized in the consolidated statements of operations is summarized below:

Year Ended December 31,

(in thousands) 2024 2023 2022

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During the years ended December 31, 2024, 2023 and 2022, 209,657 , 214,619 and 397,822 options were exercised having aggregate intrinsic values of $ 12.1 million, $ 12.9 million and $ 13.1 million, respectively.

The weighted average grant-date fair value of stock options granted was $ 39.26 for the year ended December 31, 2024.

As of December 31, 2024, there was $ 19.7 million of unrecognized compensation expense related to outstanding stock options, which is expected to be recognized over a weighted-average period of 2.0 years.

Restricted Stock

A summary of restricted stock awards and restricted stock units activity for 2023 is presented below:

Restricted Stock Units

A summary of restricted stock awards and restricted stock units (“RSUs”) activity for 2024 is presented below:

Shares Weighted-

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The total fair value of restricted stock vested in fiscal years 2024, 2023 and 2022 was $ 42.5 million, $ 18.3 million and $ 11.9 million, respectively.

Total Stockholder Return Restricted Stock Awards (“TSR Awards”)

Total Stockholder Return Restricted Stock Awards

During the years ended December 31, 2024, 2023 and 2022, the Company granted total stockholder return (“TSR”) awards that include a three-year market condition where the performance measurement period is three years .

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The total fair value of TSR awards vested in fiscal years 2024, 2023 and 2022 was $ 33.6 million, $ 8.2 million and $ 8.8 million, respectively.

Modification of equity awards

In the fourth quarter of 2024, as part of the Company’s evolution into a fully integrated radiopharmaceutical company, the Company reviewed its current capabilities and skillsets and began implementing organizational changes deemed necessary to best position the Company to execute on its long-term strategy.

These changes include transitioning approximately 60 employees out of the Company.

In connection with these changes, the Company approved equity modifications that allowed grants of stock options and RSUs issued to those impacted by this event to continue to vest in 2024 and 2025 with any unvested stock option and RSU grants as of December 31, 2025 to be cancelled.

TSR awards granted to these individuals will continue to vest on their original vesting schedule but any shares issued will be issued in a pro-rated amount based on the time served during the performance period.

The incremental stock-based compensation expense resulting from these modifications recognized in 2024 was $ 2.7 million.

Total costs related to these organizational changes through December 31, 2024 were approximately $ 9.4 million.

Remaining costs expected to be incurred are not material.

Common Stock Repurchases

In December 2022, the Company’s Board of Directors authorized the repurchase of up to $ 150.0 million in aggregate amount of the Company’s common stock under certain circumstances.

The Company used approximately $ 75.0 million of the net proceeds from the Notes to repurchase shares of their common stock from purchasers of the Notes in privately negotiated transactions effected with or through one of the initial purchasers or its affiliate.

The purchase price per share of the common stock repurchased in such transactions was equal to the closing sale price per share of the Company’s common stock on the date of the offering memorandum used for the Notes, which was $ 56.01 per share.

Following this initial repurchase, the Company may from time to time repurchase additional shares of their common stock.

In the year ended December 31, 2022, the Company purchased approximately 1.3 million shares of their outstanding common stock for $ 75.0 million as part of the program.

The Company did no t purchase any shares of its outstanding common stock in the year ended December 31, 2023.

In November 2024, the Board authorized a program to repurchase up to $ 250 million of the Company’s common stock over the next twelve months (the “2024 Program”).

Such repurchases may be made from time to time via open market purchases at prevailing market prices, in privately negotiated transactions, block trades, or pursuant to trades intending to comply with Rule 10b5-1 under the Securities Exchange Act of 1934, as amended or through other legally permissible means, depending on market conditions and in accordance with applicable rules and regulations.

The actual timing, number and dollar amount of repurchase transactions will be determined by our management, in its discretion and will depend on a number of factors, including but not limited to, the market price of the Company’s common stock.

In the year ended December 31, 2024, the Company repurchased approximately 1.1 million shares of its outstanding common stock under the 2024 Program for an aggregate purchase price of approximately $ 100.0 million at an average stock price of $ 89.59 per share.

The Company determines if an arrangement is a lease at inception.

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The Company entered into an operating lease related to office space in Somerset, New Jersey, under a lease agreement expiring in August 2026, which was recorded in October 2021 for $ 0.7 million.

The Company entered into an operating lease agreement in February 2022 to lease office space in Bedford, Massachusetts, under a lease agreement expiring in June 2031, which commenced and was recorded in December 2022 for $ 11.0 million.

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 Company entered into an operating lease agreement in February 2022 to lease office space in Bedford, Massachusetts (“Existing Premises”), under a lease agreement expiring in June 2031, which commenced and was recorded in December 2022 for $ 11.0 million (the “Existing Premises Lease”).

On May 4, 2023, the Company entered into a modification to the Existing Premises Lease.

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.

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To determine the value of the additional right-of-use asset and liability, the Company was required to calculate the discount rate of the lease modification.

The discount rate was determined based on the expected lease term and by comparing interest rates in the market for similar borrowings with comparable credit quality of the Company.

The discount rate was determined based on the expected lease term and by comparing interest rates in the market for similar borrowings

with comparable credit quality of the Company.

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 resulting in one additional operating lease.

As of December 31, 2024, the additional operating lease has not yet commenced.

The future lease payments for this lease are approximately $ 17.0 million.

The lease is expected to commence in 2026 and has a noncancellable lease term of 13.3 years.

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

See Note 7, “Property, Plan and Equipment, Net” to these consolidated financial statements for further discussion on the sublease transfer.

Leases with an initial term of 12 months or less are not recorded on the balance sheet as the Company has elected to apply the short-term lease exemption.

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Total leased liabilities $ 56,697 $ 57,805

In the third quarter of 2021, with respect to the office space in the World Trade Center, the Company negotiated a sublease agreement with an unrelated third party that was signed on October 11, 2021 (the “Sublease”) and has a term of nine years , which represents the remaining term of the WTC Lease.

Both the WTC Lease and the Sublease are classified by the Company as operating leases.

As a result of the negotiations of the Sublease, the Company determined that an impairment triggering event had occurred.

Accordingly, the Company performed an undiscounted cash flow analysis related to the asset group as of September 30, 2021.

Based on the undiscounted cash flow analysis, the Company determined that the asset group, including the ROU asset, 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 its discounted cash flows.

The carrying value exceeded the fair value and, as a result, the Company recorded a non-cash impairment of $ 9.5 million for the year ended December 31, 2021 in general and administrative expenses in the consolidated statements of operations.

The components of lease expense were as follows:

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2027 7,147 170

2028 7,332 37

Thereafter 61,193 —

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Total other long-term assets $ 44,237 $ 55,261

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:

Year Ended December 31,

(in thousands, except per share amounts) 2024 2023 2022

Net income (loss) $ 326,661 $ 28,067 $ ( 71,279 )

Net income $ 312,442 $ 326,661 $ 28,067

Basic weighted-average common shares outstanding 69,199 68,266 68,487

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Diluted weighted-average common shares outstanding 71,651 70,239 70,671

Basic income (loss) per common share $ 4.79 $ 0.41 $ ( 1.06 )

Diluted income (loss) per common share $ 4.65 $ 0.40 $ ( 1.06 )

Antidilutive securities excluded from diluted net income (loss) per common share 421 358 2,893

Basic income per common share $ 4.52 $ 4.79 $ 0.41

Diluted income per common share $ 4.36 $ 4.65 $ 0.40

Antidilutive securities excluded from diluted net income per common share 891 421 358

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 indenture governing the Notes’, 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;

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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.

See Note 12, “Long-Term Debt, Net, and Other Borrowings,” to these consolidated financial statement s for further discussion on the Notes.

Commitments and Contingencies

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As of December 31, 2024, no future fixed payments are required under license agreements.

The Company may be required to pay additional amounts up to approximately $ 264.4 million in contingent payments under the Company’s license agreements.

contingent payments include potential milestone or contractual payment obligations contingent upon the achievement or occurrence of future milestones or events and the amounts and timing of such potential obligations are unknown or uncertain.

The Company may be required to pay approximately $ 3.7 billion in contingent payments under the Company’s license agreements.

These contingent payments include potential milestone or contractual payment obligations contingent upon the achievement or occurrence of future milestones or events and the amounts and timing of such potential obligations are unknown or uncertain.

Legal Proceedings

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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 our ANDA and Paragraph IV certification, 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 our 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.

On February 23, 2024, the Company filed a patent infringement lawsuit against a healthcare-related imaging software developer, and that developer filed a motion to dismiss the case based on grounds of invalidity for certain patents and failure to state a claim for infringement for other patents.

The court dismissed the developer’s motion to dismiss as to invalidity, and granted the motion as to certain allegations of infringement.

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

The Company maintains a qualified 401(k) plan (the “401(k) Plan”) for its U.S.

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Acquisition of Assets

On February 6, 2023, the Company acquired Cerveau.

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 stockholders of Cerveau (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.

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.

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

The purchase agreement pursuant to which the Company purchased Cerveau specifies, among other things, that certain members of the Selling Stockholders will also 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 as a part of an asset acquisition with the potential for additional milestone payments of approximately $ 1.8 billion between the two licensed assets based on U.S.

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

(“POINT”) as a part of an asset acquisition with the potential for additional milestone payments of approximately $ 1.8 billion between 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 PNT2002 License Agreement, 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.

Under the terms of the PNT2002 License Agreement, the Company 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 PNT2003 License Agreement, 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.

Under the terms of the PNT2003 License Agreement, the Company 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.

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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 February 6, 2023, the Company acquired Cerveau.

Cerveau holds the rights under a license agreement to develop and commercialize MK-6240, an investigational late-stage F-18-labeled PET imaging agent that targets tau tangles in Alzheimer’s disease.

The Company determined that upon review of its acquisition of Cerveau, 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 stockholders of Cerveau (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 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, 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 and academic institutions that use MK-6240 in clinical trials.

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 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 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 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.

The Company holds less than 20% of the outstanding Perspective Shares and therefore 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:

• An exclusive option from Perspective to negotiate for an exclusive license under the rights of Perspective and its affiliates to Perspective’s Pb212-VMT-⍺-NET, a clinical stage alpha therapy developed for the treatment of neuroendocrine tumors, to develop, manufacture, commercialize and otherwise exploit the VMT-α-NET Product.

• A right to co-fund the investigational new drug application (“IND”) enabling studies for early-stage therapeutic candidates targeting prostate-specific membrane antigen and gastrin releasing peptide receptor and, prior to IND filing, a right to negotiate for an exclusive license to such candidates.

• A right of first offer and last look protections for any third party merger and acquisition transactions involving Perspective for a twelve-month period.

None of these options and rights have been exercised as of December 31, 2024.

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 first quarter of 2024.

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” to these consolidated financial statements 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 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 (“LRRC15”) 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 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 2024 related to the Radiopharm transaction.

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 December 31, 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 stockholders of Meilleur (“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.

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 as well as up to $ 4.0 million in remaining 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 commercial sales.

On July 3, 2024, the Company acquired from Life Molecular Imaging Ltd.

(“Life Molecular”) 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 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 through July 3, 2026.

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 2024 related to the Life Molecular acquisition.

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

See Note 23, “Subsequent Events,” to these consolidated financial statements for subsequent events involving pending acquisitions.

Segment Information

The Company operates as one business segment.

The results of this operating segment are regularly reviewed by the Company’s chief operating decision maker, the Chief Executive Officer.

The Company’s chief operating decision maker does not manage any part of the Company separately, and the allocation of resources and assessment of performance are based on the Company’s consolidated operating results.

Subsequent Event

On January 9, 2024, the Company entered into multiple strategic agreements with Perspective Therapeutics, Inc.

(“Perspective”), a radiopharmaceutical company that is pioneering advanced treatment applications for cancers throughout the body.

Under the agreements:

• The Company obtained an option to exclusively license Perspective’s Pb212-VMT-⍺-NET, a clinical stage alpha therapy in development for the treatment of neuroendocrine tumors, and an option to co-develop certain early stage therapeutic candidates targeting prostate cancer using Perspective’s innovative platform technology, for an aggregate upfront payment of $ 28 million in cash;

• Lantheus agreed to purchase up to 19.9 % of Perspective’s outstanding shares of common stock for up to approximately $ 33 million, subject to completion of a qualified third party financing transaction and certain other closing conditions;

• Perspective agreed to acquire the assets and associated lease of Lantheus’ radiopharmaceutical manufacturing facility in Somerset, New Jersey for an undisclosed price, subject to customary closing conditions including regulatory approval.

The results of this operating segment are regularly reviewed by the Company’s chief operating decision maker (“CODM”), the Chief Executive Officer.

The CODM does not manage any part of the Company separately, and the allocation of resources and assessment of performance are based on the Company’s consolidated operating results.

In order to evaluate the reportable segment’s performance, the CODM uses net income and gross margin based on the consolidated statements of operations.

The CODM uses net income to monitor budget and forecast versus actual results in assessing segment performance and to evaluate income generated from segment assets in deciding how to allocate resources.

The measure of segment assets is reported on the consolidated balance sheets as total consolidated assets.

Significant segment expenses reviewed by the CODM on a monthly basis include sales and marketing, general and administrative and research and development expenses as reported in the Company’s consolidated statements of operations.

However, the CODM reviews research and development expenses in more detail for certain expenses related to the Company’s development of new products and clinical programs.

The approximate disaggregated amounts that comprise research and development expenses regularly reviewed by the CODM are as follows:

(in thousands) Year Ended December 31,

2024 2023 2022

Program third-party research and development expenses $ 31,957 $ 8,332 $ 8,180

Other research and development expenses (1) 136,141 69,375 303,501

Total research and development expenses $ 168,098 $ 77,707 $ 311,681

__________________________

(1) Other research and development expenses consist of all other research and development costs incurred for the benefit of multiple research and development programs, including legal, employee costs, depreciation, information technology, other facility-bases expenses and other third-party costs.

Subsequent Events

Pending Acquisition of Life Molecular

On January 13, 2025, the Company announced that it entered into a definitive agreement to acquire Life Molecular, a subsidiary of Life Healthcare Group Holdings Ltd.

Life Molecular is based in Berlin, Germany and is dedicated to advancing novel PET radiopharmaceutical diagnostics.

The definitive agreement provides for an upfront payment of $ 350.0 million and up to an additional $ 400.0 million in potential earn-out and milestone payments.

The transaction is expected to close in the second half of 2025, subject to the satisfaction of customary regulatory and closing conditions.

Pending Acquisition of Evergreen Theragnostics

On January 27, 2025, the Company announced that it entered into an Agreement and Plan of Merger (the “Evergreen Merger Agreement”) with Evergreen Theragnostics, Inc.

(“Evergreen”) and Shareholder Representative Services LLC, pursuant to which the Company will acquire Evergreen by means of a statutory merger of a subsidiary with and into Evergreen, with Evergreen surviving as the Company’s wholly-owned subsidiary (the “Evergreen Merger”).

Evergreen is a clinical-stage radiopharmaceutical company engaged in contract development and manufacturing services as well as drug discovery and commercialization of proprietary products.

Pursuant to the Evergreen Merger Agreement, the Company will pay an upfront payment of $ 250.0 million, payable in cash at closing and subject to customary adjustments as set forth in the Evergreen Merger Agreement, and milestone payments in an aggregate cash amount of up to $ 752.5 million upon the occurrence of certain Milestone Triggering Events (as set forth in the Evergreen Merger Agreement).

The Company also agreed to provide up to $ 18.0 million in unsecured loans to Evergreen on the terms set forth in the Merger Agreement.

The Evergreen Merger is expected to close in the second half of 2025, subject to the satisfaction of customary regulatory and closing conditions.

Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

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What changed 10-K

Item 8. Financial Statements and Supplementary Data