Business
Lantheus and Progenics Agree to Amended Transaction Terms
Combination to Create Robust Portfolio and Pipeline of Precision Diagnostic and Therapeutic Products Progenics Shareholders Will Receive 0.31 Shares of
About this update from Lantheus Holdings, Inc.
[{"type":"text","content":"\nCombination to Create Robust Portfolio and Pipeline of Precision Diagnostic and Therapeutic Products\n\n\nProgenics Shareholders Will Receive 0.31 Shares of Lantheus Common Stock for Each Share of Progenics Stock in All-Stock Transaction, Represents Approximately 40% Ownership Stake in Combined Company\n\n\nProgenics Shareholders Will Also Receive Non-Tradeable Contingent Value Right Payable in Cash Based on Achievement of Certain PyL Net Sales Thresholds\n\n\nTwo Progenics Directors to Join Board of Directors of Combined Company\n\n NORTH BILLERICA, Mass. & NEW YORK--(BUSINESS WIRE)--\nLantheus Holdings, Inc. (NASDAQ: LNTH) (“Lantheus”), parent company of Lantheus Medical Imaging, Inc. (“LMI”), a leader in the development, manufacture and commercialization of innovative diagnostic imaging agents and products, and Progenics Pharmaceuticals, Inc. (NASDAQ: PGNX) (“Progenics”), an oncology company developing innovative medicines and artificial intelligence to find, fight and follow cancer, today announced that they have entered into an Amended and Restated Agreement and Plan of Merger (the “Amended Agreement”) which amends the previously announced definitive Agreement and Plan of Merger dated as of October 1, 2019 (the “Original Agreement”). The Amended Agreement has been unanimously approved by the Boards of Directors of both companies.\n\n\nUnder the terms of the Amended Agreement, Lantheus will acquire all of the issued and outstanding shares of Progenics common stock at a fixed exchange ratio whereby Progenics stockholders will receive, for each share of Progenics stock held at the time of the closing of the merger, 0.31 of a share of Lantheus common stock, increased from 0.2502 under the Original Agreement, together with a non-tradeable contingent value right (“CVR”). The CVR is payable in two separate cash payments if PyLTM (18F-DCFPyL), Progenics’ prostate-specific membrane antigen targeted imaging agent designed to visualize prostate cancer currently in late stage clinical development (“PyL”), exceeds net sales thresholds of $100 million in 2022 and $150 million in 2023. As a result of the increase in the exchange ratio, following the completion of the merger, former Progenics stockholders’ aggregate ownership stake will increase to approximately 40% of the combined company from approximately 35% under the terms set forth...