Curium Buys Lantheus for Up to $8B in Cash-and-CVR Deal

A private, sponsor-backed manufacturer just agreed to buy the company that made PSMA imaging routine — up to $8.0 billion. And a tenth of that money isn't guaranteed to ever get paid.

Meanwhile two mid-cap CNS companies merged themselves into a $2.2 billion revenue base, and Amgen told the SEC hackers walked out of its cloud with patient data and intellectual property. That's a Monday. Let's get into it.

Welcome to The Pharma Closeout for Monday, August 3rd. I'm Alex Mercer.

And I'm Maya Patel.

Top story, and it reshapes a whole modality. Curium and Lantheus signed a definitive merger agreement this morning — up to $114.50 per Lantheus share, aggregate value up to $8.0 billion. Curium is the private, CapVest-controlled radiopharmaceutical manufacturer. A sizable global workforce. An extensive manufacturing footprint. A broad and diverse product portfolio. Lantheus is the Bedford, Massachusetts company that spent 70 years building the US radiodiagnostics business. Bolt those together and the whole nuclear medicine chain — isotope production, diagnostic imaging, targeted radioligand therapy — sits under one owner in more than 70 countries.

We flagged Curium's interest back in May when the first report leaked, so the outcome isn't the surprise. The process is. Lantheus's board ran outreach to multiple third parties and weighed staying standalone before it landed here. And look at where they benchmarked the premium — pegged to the last trading day before that leak. Against the unaffected close, 21%. Against the 60-day VWAP, 38%. Seventeen points apart. The market had already priced most of this in on the rumor. Nobody's being paid for surprise here.

And the money splits clean in two. $102.50 a share in cash at closing — certain. Then up to $12.00 a share in non-transferable contingent value rights, tied to commercial milestones running through 2030. Unanimous board approval, debt-and-equity financing with no financing condition, and closing not expected for some time yet. Lantheus reports second quarter Thursday morning — guidance suspended, no call.

OK, here's my issue with calling this an $8.0 billion deal. It isn't one yet. $102.50 is the price. The other $12.00 is a wager — and the milestone table is where the disagreement lives. Global prostate cancer diagnostics has to clear $950 million in fiscal 2030 before a single dollar pays out, and it takes more than $1.75 billion to pay that whole ladder. Curium didn't build that structure out of confidence. It built it because the two sides couldn't agree on the ceiling.

I'll take part of that correction, because it sharpens where this lands. But a CVR isn't only doubt. It's how you close when the seller genuinely believes its own growth curve and won't sell it cheap. Curium locks the manufacturing footprint at $102.50 and lets Lantheus shareholders fund their own upside case. That's disciplined — from a buyer that was recapitalized at roughly $7 billion last year and is now writing a check this size.

Then the honest read is that this isn't a premium deal. It's a price-discovery deal. Curium paid full value for infrastructure it can underwrite and refused to pay for a growth story it can't. Every radioligand developer watching just learned what capital will actually fund right now — supply chains, not slide decks.

And the assets tell you why the infrastructure is worth that. Per the announcement, PYLARIFY helped establish PSMA PET as the standard of care in prostate cancer imaging. DEFINITY has held category leadership in cardiac ultrasound enhancing agents for decades. And the company calls Neuraceq the fastest-growing beta-amyloid PET agent on the market. Curium picks up a US commercial infrastructure it did not have, plus an F-18 prostate diagnostics franchise sitting directly upstream of its own therapy pipeline.

Now here's the line in that CVR table I'd want people to actually read, because the measurement windows are not symmetrical. Prostate diagnostics and DEFINITY are single-year tests. Fiscal 2030, hit it or don't. The neurology diagnostics milestones can be achieved in any of fiscal 2028, 2029, or 2030.

Three swings versus one.

Three swings at amyloid imaging, one at prostate. That's a buyer telling you exactly where it expects competitive entry to bite and where it expects volume to build on its own. Nobody negotiates that asymmetry by accident.

So the competitive read: if you're running commercial strategy anywhere in radioligand therapy, isotope manufacturing and US imaging distribution just consolidated under a single owner. Your access to both is now a negotiation with a competitor instead of a conversation with a supplier.

The structure is the story though, and I want someone to read the terms cold.

Then let's bring in Marcus Webb on this one.

A tenth contingent also means Lantheus holders carry all of the growth risk and keep none of the control.

Shifting to the second deal of the day — completely different animal. Supernus and Indivior are combining in a tax-free all-stock merger of equals. A fixed exchange ratio of Indivior shares for each Supernus share. Indivior stockholders end up with about 56.5% of the combined company, Supernus with about 43.5%. Indivior holders also collect a $1.0 billion special cash dividend immediately before closing, financed partly by a $650 million Citibank term loan and partly from existing cash. Pro forma: $2.2 billion in net revenue. $888 million adjusted EBITDA. $125 million of expected annual cost synergies. Net debt around $878 million, leverage under one turn. Jack Khattar runs it, keeps the Supernus name and ticker, expected to close later this year.

A solid lineup of marketed medicines across psychiatry, neurology and addiction is a genuine commercial base — but I'd stop short of "complementary," which is the word the release uses. ADHD, epilepsy and Parkinson's live in specialty pharmacy and commercial payer channels. Long-acting injectable treatment for opioid use disorder lives in Medicaid, public health budgets, and justice-system contracts. Different sales motion, different reimbursement risk, different political exposure. The synergy that's actually bankable is the $125 million of cost. The strategic case they're selling — capacity for business development — is a promise, not an asset.

Also worth noting on the deal side: the financing window behind all of this is wide open. Apnimed raised $192 million last Thursday. Gene editor Scribe Therapeutics listed at $129 million last week. Five more drugmakers have set IPO terms, including Braveheart Bio and Latigo Biotherapeutics. Claris took $118 million to move an eye drop toward pivotal testing. Crystalys raised $130 million. Lipid nanoparticle startup Nava came out with $89 million.

And the other side of that same window — J&J took a $2.58 billion option on Sail Biomedicines last Wednesday, and AtaiBeckley reportedly fielded co-development and royalty offers before signing its $2.8 billion Lilly deal. Optionality is getting bought at a premium right now.

Which is the pattern worth carrying out of today. When public capital is available to small companies and private capital is writing eight-billion-dollar checks, mid-caps stop being consolidators and start being targets. That's exactly the seat Supernus and Indivior decided not to sit in and wait.

On the regulatory side — Amgen disclosed in a filing Friday that it experienced a cyber incident. Unauthorized access to data held on third-party cloud servers, detected in July. It has since learned that data including protected health information was exfiltrated. The breach isn't the part I'd flag. The language is. Amgen says the incident is material because of the volume of files affected and the risk that sensitive information was compromised — while simultaneously saying it isn't likely to have a material impact on financial results.

Material, but not financially material. That's the SEC cyber disclosure regime being tested live. And the third-party element is what belongs on every vendor risk register this week. Amgen says it has identified no impact to products, manufacturing operations, financial reporting systems, or its ability to meet patient needs. But this is a pattern, not an incident — a cyberattack disrupted Stryker earlier this year, Intuitive Surgical disclosed an incident soon after, and Novo Nordisk identified unauthorized access to some of its IT systems last month. Bloomberg also flagged the timing: this lands while Amgen is separately fielding safety questions on Tavneos, where a major journal retracted the study supporting approval and regulators in the US and Europe want it off the market.

The distinction Amgen is drawing carries more weight than it sounds like. Qualitative materiality, based on the sensitivity and volume of what was taken, sitting right next to a denial of financial materiality. Those two assertions trigger different disclosure obligations and different remediation expectations — and a company holding both positions at once is drafting a template the rest of the industry will copy. The IP theft is the part nobody can price. Patient records have a known remediation cost. Stolen research doesn't. So if your programs run on third-party cloud infrastructure, the question this raises isn't whether you'd disclose. It's whether you could establish what was taken well enough to disclose it accurately.

Looking ahead — we flagged Wednesday yesterday and it still holds. Moderna's seasonal flu vaccine has an upcoming FDA action date, which the company has said would add another approved commercial product to its lineup.

And Thursday morning brings Lantheus second quarter numbers, with 2026 guidance withdrawn and nobody on a call to interpret them. You'll get the revenue lines that drive those CVR milestones and no management voice attached. If you're modeling whether that $12.00 ever pays, that's the last clean look before a very long close.

Which is the real timing story today. Supernus and Indivior expect to close in the fourth quarter. Curium and Lantheus don't expect to close until the first half of 2027, subject to shareholder approval and regulatory clearances. That's roughly three quarters of an operating company in limbo — and in radiopharmaceuticals, where supply agreements get renegotiated annually, competitors have a long, quiet window to go take share while the lawyers work.

And that is your Pharma Closeout for Monday, August 3rd — Curium and Lantheus at up to $8.0 billion, Supernus and Indivior building a $2.2 billion CNS platform, Amgen testing what materiality actually means in a cloud breach, and an IPO window still wide enough for Apnimed and Scribe to walk through. A modality consolidated and a disclosure precedent set in the same session. Follow wherever you listen and tomorrow's briefing lands on its own.

The thing I'll be sitting with is that CVR table. If the top prostate milestone needs more than $1.75 billion in fiscal 2030, then someone in that room believes PSMA imaging keeps compounding and someone believes it plateaus. Thursday's numbers start answering that. Have a good evening.