Lantheus Files Full Merger Agreement with Curium: $102.50/Share Cash + Up to $12/Share in CVRs, $385M Termination Fee
LNTH has more than doubled off its 52-week low of $47.25 on elevated volume (7.2× avg).
Summary
Lantheus filed the full merger agreement for its $8 billion acquisition by Curium US, revealing $102.50/share cash plus up to $12/share in CVRs, $385M parent termination fee, and $6M in executive transaction bonuses.
Key Events · M&A and Partnerships · LNTH
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Merger Agreement Filed
Lantheus entered into a definitive agreement to be acquired by Curium US for $102.50 per share in cash plus one CVR worth up to $12.00 per share, valuing the deal at up to $8.0 billion.
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CVR Milestone Structure
CVRs pay up to $12.00/share based on sales milestones: Prostate Cancer Diagnostics (up to $8.00/share by 2030), Neurology Diagnostics (up to $3.00/share by 2028-2030), and DEFINITY ($1.00/share by 2030).
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Termination Fees
Parent termination fee is $385 million (general) or $100 million (regulatory); company termination fee is $228 million.
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Executive Transaction Bonuses
Board approved a $6.0 million transaction bonus pool, with $4.0 million allocated to CEO Mary Anne Heino and $500,000 to CAO Daniel M. Niedzwiecki, payable upon closing.
Analysis · LNTH · Life Sciences
This 8-K attaches the definitive merger agreement and CVR agreement, providing the full legal terms of the $8 billion acquisition by Curium US. Shareholders will receive $102.50 per share in cash plus one contingent value right (CVR) worth up to $12.00 per share based on future sales milestones for three franchises. The deal includes a $385 million parent termination fee and a $228 million company termination fee. The filing also discloses a $6 million transaction bonus pool for employees, with $4 million allocated to CEO Mary Anne Heino, and amendments to executive severance agreements clarifying treatment of equity awards and 2026 bonuses upon a qualifying termination post-merger. These details materially expand on the summary 8-K filed earlier today, giving investors the full picture of deal economics, executive incentives, and termination provisions.
At the time of this filing, LNTH was trading at $101.95 on NASDAQ in the Life Sciences sector, with a market capitalization of approximately $6.6B. The 52-week trading range was $47.25 to $111.86. This filing was assessed with positive market sentiment and an importance score of 10 out of 10.