Lantheus Proxy Details $8B Curium Merger: $102.50 Cash + Up to $12 CVR, Vote Set
LNTH has more than doubled off its 52-week low of $49.67.
Summary
Lantheus filed its preliminary proxy for the $8B Curium acquisition, quantifying the CVR milestones (up to $12/share), termination fees, financing structure, and management projections ahead of the shareholder vote.
Key Events · M&A and Partnerships · LNTH
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CVR Milestones Quantified
Eight milestones worth up to $12.00 per share: prostate cancer products at $950M/$1.1B/$1.2B/$1.5B/$1.75B in 2030; neurology at $300M/$350M in 2028-2030; DEFINITY at $400M in 2030. Expires January 1, 2031.
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Termination Fees Set
Company termination fee of $228M (3.25% of equity value) if Lantheus accepts a superior proposal; Parent general termination fee of $385M (5.5%) or regulatory termination fee of $100M if Curium fails to close.
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Financing Structure Disclosed
Total funds needed ~$7.45B: $2.346B equity commitment from CapVest funds, $4.25B senior secured term loan B, $1.125B PIK facility. No financing condition to closing.
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Management Projections vs. CVR Thresholds
Management projects prostate cancer franchise revenue of $991M in 2030 — below the $1.1B threshold for the second CVR milestone — and neurology revenue of $365M, above the $350M threshold.
Analysis · LNTH · Life Sciences
This preliminary proxy statement converts the previously announced Curium acquisition from a headline into a fully specified transaction. The CVR structure is now quantified: eight milestones worth up to $12.00 per share, tied to specific revenue thresholds for prostate cancer, neurology, and DEFINITY products through 2030. Morgan Stanley's fairness opinion, the $228M company termination fee, $385M parent termination fee, and the $7.45B financing package (including $2.346B in committed equity) are all disclosed for the first time. Management's long-range projections show prostate cancer franchise revenue peaking at $991M in 2030 — below the $1.1B threshold needed for the second CVR milestone — which frames the contingent value as genuinely uncertain. The special meeting date and majority-of-outstanding-shares voting threshold are now set, giving shareholders a concrete timeline for the decision.
How filings like this one have moved
In the 30 days to Aug 26, 2026, 43.5% of the 1024 measured filings Wiseek scored 9 moved their stock by 5% or more by the next session's close. The median move was -0.12%. These are measured outcomes after filings of this importance, not a forecast for this one.
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At the time of this filing, LNTH was trading at $100.80 on NASDAQ in the Life Sciences sector, with a market capitalization of approximately $6.6B. The 52-week trading range was $49.67 to $111.86. This filing was assessed with neutral market sentiment and an importance score of 9 out of 10.