Radiopharm Receives Strategic Investment for up to A$18 million
Summary
Lantheus has agreed to make an initial strategic equity investment of A$7.5 million in Radiopharm Offer price for the shares of A$0.05 represents a 47% premium to the last closing price of $0.034 on 19 June 2024 Option for Lantheus to invest a further A$7.5m within 6 months on the same terms Lantheus will also secure rights to two early preclinical assets in exchange for an A$3m upfront payment pursuant to a transfer and development agreementSYDNEY, June 20, 2024 (GLOBE NEWSWIRE) -- Radiopharm Theranostics Limited (ASX:RAD) (Radiopharm or the Company), a developer of diagnostic and therapeutic radiopharmaceutical products, has entered into strategic agreements with Lantheus Holdings, Inc. (LNTH.NASDAQ), a leading radiopharmaceutical-focused company, and its affiliates (Lantheus). Riley Securities is acting as financial advisor to the Company on the Lantheus transactions.Under the Subscription Agreement, and subject to shareholder approval at an upcoming extraordinary general meeting, Lantheus will be issued up to: 149,625,180 shares under the Placement amounting to a subscription amount of US$4.99 million (A$7.5 million) (Lantheus Shares), subject to 12 months escrow; 149,925,040 unlisted options with an exercise price of A$0.05 (5 cents) and an expiry date six months from the date of issue of the Lantheus Shares (Lantheus Options), with 12 months escrow applying to any shares issued on exercise of the options; and 37,406,295 options (i.e. one (1) new option for every four (4) new Lantheus Shares issued) with an exercise price of A$0.06 and an expiry date approximately 2 years from the date the Lantheus Shares are issued (Lantheus Placement Options), subject to and upon exercise of the Lantheus Options, up to 37,481,260 additional options (on the basis of one (1) new option for every four (4) new Lantheus Shares issued upon exercise of the Lantheus Options) with an exercise price of A$0.06 and an expiry date approximately 2 years from the date the Lantheus Shares are issued (Second Tranche Lantheus Options),Other key terms of the Subscription Agreement (noting undefined terms have the meanings ascribed to them in the Subscription Agreement) include: Other key terms of the Lantheus Options, Lantheus Placement Options and Second Tranche Lantheus Options are: Subject to compliance with the Australian Corporations Act, the options may be exercised during the exercise period and, within five Business Days of exercise, the Company will: allot and issue the number of Shares as specified in the Exercise Notice and for which the Exercise Price has been received by the Company in cleared funds; and apply for official quotation on the ASX of Shares issued pursuant to the exercise of the Subscription Option; and Shares issued as a result of the exercise of an option will be fully paid and rank pari passu in all respects with all other Shares then on issue. Lantheus may terminate the agreement before completion if: the Company is prevented from issuing or allotting the Lantheus Shares by the order of a court of competent jurisdiction or by a government agency; The Australian Securities and Investment Commission or the Takeovers Panel commences, or threatens to commence, any inquiry, hearing investigation or regulatory action or issues any order or interim order or other proceedings in relation to the Company, the Lantheus Shares or the Lantheus Options; the Company commits a material breach of the Subscription Agreement; or any of the Company warranties cease to be true and accurate. Lantheus may terminate the Subscription Agreement if Shareholder approval (in the form contemplated above) is not obtained within a three-month period. As is customary with these types of arrangements, the agreement contains typical investor protections such as negative covenants and representations and warranties by the Company.Other key terms of the transfer and development agreement include: The Company and its subsidiary, Radiopharm Theranostics (USA), Inc., a Nevada corporation, together have agreed to transfer and assign to Lantheus each of their title, and interest in the TROP2 targeting nanobody and a LRRC15 targeting mAb assets, including all data and information regarding the compounds and technologies; and As is customary with these types of arrangements, the agreement contains typical assignee protections such as risk allocation clauses and representations and warranties made by the Company and Radiopharm Theranostics (USA), Inc. in respect of each entitys standing and its ownership of and rights in the assets being assigned and sold.Authorised on behalf of the Radiopharm Theranostics board of directors by Executive Chairman Paul Hopper.Not an offer of securities This announcement does not constitute an offer to sell, or a solicitation of an offer to buy, securities in the United States or any other jurisdiction.