UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 2.01 | Completion of Acquisition or Disposition of Assets. |
As previously announced by Lantheus Holdings, Inc. (“Lantheus” or the “Company”) on January 12, 2025, Lantheus Medical Imaging, Inc., a Delaware corporation and a subsidiary of the Company, and Lantheus Radiopharmaceuticals UK Limited, a private limited liability company incorporated under the laws of England (the “Purchaser”), entered into a Sale and Purchase Agreement (the “Agreement”) with Life Medical Group Limited, a private limited liability company incorporated under the laws of England (the “Seller”), and Life Healthcare Group Holdings Limited, a public limited liability company incorporated under the laws of South Africa, pursuant to which the Purchaser would acquire the entire issued share capital of Life Molecular Imaging Limited (“Life Molecular”) (the “Transaction”).
On July 21, 2025, the parties completed the Transaction pursuant to the Agreement. In accordance with the Agreement, upon the closing of the Transaction, the Purchaser paid the Seller an upfront cash payment of $350 million (following applicable purchase price adjustments under the Agreement) in exchange for all of the outstanding share capital of Life Molecular.
The foregoing description of the Agreement does not purport to be complete and is qualified in its entirety by reference to the text of the Agreement, a copy of which was filed as Exhibit 10.37 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2024, as filed with the Securities and Exchange Commission on February 26, 2025.
| Item 7.01 | Regulation FD Disclosure. |
On July 22, 2025, the Company issued a press release announcing the completion of the Transaction, as well as the appointment of Dr. Ludger Dinkelborg as the Company’s Head of Research and Development, effective as of August 1, 2025. Dr. Dinkelborg will lead and oversee Clinical Development, Regulatory Affairs, Clinical Operations, Program Management, and AI/Biomarkers Solutions and will report directly to the Company’s Chief Executive Officer. A copy of the press release is furnished as Exhibit 99.1 hereto.
The information in this item and Exhibit 99.1 are not deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall this item or Exhibit 99.1 be incorporated by reference into the Company’s filings under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth in such future filing.
| Item 9.01 | Financial Statements and Exhibits |
(d) Exhibits
| Exhibit No. |
Description | |
| 99.1 | Press Release, dated July 22, 2025 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| LANTHEUS HOLDINGS, INC. | ||
| By: | /s/ Daniel Niedzwiecki | |
| Name: | Daniel Niedzwiecki | |
| Title: | Chief Administrative Officer and General Counsel | |
Date: July 22, 2025