With the preliminary proxy statement filed, the key catalysts are the special stockholder vote (likely within 4-6 weeks) and regulatory clearance under HSR. Monitor for any competing proposals or regulatory delays, but the deal appears on track for a first-half 2027 close.
Price Chart
Executive Summary
Lantheus Holdings has filed a PREM14A preliminary proxy statement for the proposed acquisition by Curium US Holdings LLC (a private equity-backed radiopharmaceutical company). Under the merger agreement, each LNTH share will receive $102.50 in cash at closing plus one Contingent Value Right (CVR) worth up to $12.00 upon achievement of commercial milestones, for total potential consideration of up to $114.50 per share. The Board unanimously recommends stockholders vote FOR the merger, which is expected to close in the first half of 2027 subject to stockholder and regulatory approvals. This filing confirms the deal terms and begins the formal proxy solicitation process ahead of a special stockholder meeting.
Key Financial Metrics
Key Facts
- Merger consideration: $102.50 per share in cash at closing, plus up to $12.00 per share in non-transferable CVRs tied to commercial milestones (prostate cancer, neurology, DEFINITY product sales before January 2031)
- Total potential consideration: up to $114.50 per share
- Transaction valued at approximately $7.45 billion (total funds needed by Parent)
- Unanimous Board recommendation to approve the merger agreement
- Morgan Stanley & Co. LLC rendered a fairness opinion concluding the merger consideration is fair from a financial point of view to LNTH stockholders
- Company termination fee: $228 million; Parent general termination fee: $385 million; Parent regulatory termination fee: $100 million
- Merger expected to close in first half of 2027; special stockholder meeting date TBD
- HSR filings made August 18, 2026; regulatory waiting period required
- CVR milestones: eight payment tranches totaling $12.00 per CVR based on aggregate adjusted sales of prostate cancer, neurology, and DEFINITY products by 2030
Financial Impact
Total deal value approximately $7.45 billion. LNTH stockholders receive $102.50 per share in cash at closing plus up to $12.00 per share in CVRs.
Risk Factors
- Risk of failure to obtain stockholder approval (requires majority of outstanding shares)
- Regulatory risk under HSR Act: waiting period not yet expired; potential for extended review or conditions
- CVR milestones are not guaranteed and depend on product sales through 2030; no assurance of any CVR payment
- A termination fee of $228 million payable by Company under certain circumstances, or $385 million/$100 million payable by Parent under other circumstances
- Delisting risk: LNTH will be delisted from Nasdaq upon completion of the merger
Market Snapshot
Investment Themes
Documents Analyzed
This report is based on 3 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| PREM14A Filing (Primary) | 0001193125-26-365886 |
| Document: 0001193125-26-365886-index.html | 0001193125-26-365886 |
| Document: 0001193125-26-365886.txt | 0001193125-26-365886 |
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Oct 22, 2026 5d ago | 8-K | $100.10 $99.80 | ▼ −0.30% | ▲ +0.22% | $100.15 (+0.05%) |
Oct 2, 2026 25d ago | DEFA14A | $100.19 $99.95 | ▼ −0.24% | ▼ −0.79% | $100.15 (−0.04%) |
Oct 2, 2026 25d ago | 8-K | $100.19 $99.95 | ▼ −0.24% | ▼ −0.79% | $100.15 (−0.04%) |
Sep 16, 2026 5w ago | DEFA14A | $100.80 $100.55 | ▼ −0.25% | ▼ −0.38% | $100.15 (−0.64%) |
Aug 26, 2026 8w ago | PREM14A | $100.82 $100.47 | ▼ −0.35% | ▼ −1.00% | $100.15 (−0.66%) |
Aug 14, 2026 10w ago | Press Release | $100.95 $100.91 | ▼ −0.04% | ▲ +0.43% | $100.15 (−0.79%) |
Aug 6, 2026 11w ago | 8-K | $101.07 $100.95 | ▼ −0.12% | ▼ −0.73% | $100.15 (−0.91%) |
Aug 3, 2026 12w ago | 8-K / DEFA14A | $101.11 $101.50 | ▲ +0.39% | ▲ +0.59% | $100.15 (−0.95%) |
Aug 3, 2026 12w ago | DEFA14A / 8-K | $101.19 $101.11 | ▼ −0.08% | ▼ −1.88% | $100.15 (−1.03%) |
Aug 3, 2026 12w ago | Press Release | $101.19 $101.11 | ▼ −0.08% | ▼ −1.88% | $100.15 (−1.03%) |
US Market Status
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