Note 13 - Subsequent Event

9 Months Ended

Sep. 30, 2019

Notes to Financial Statements

Subsequent Events [Text Block]

Note

1

3

.

Subsequent Event

Consent Solicitation

On

October 8, 2019,

Velan Capital, L.P. and certain other entities and individuals (collectively, “Velan”) filed with the U.S. Securities and Exchange Commission (the “SEC”) a definitive consent solicitation statement (the “Velan Consent Solicitation”). Among other things, the Velan Consent Solicitation seeks consent from our stockholders to remove

three

duly elected members of our Board and fill those board seats, as well as the seats vacated by Messrs. Crowley and Kishbauch, with members nominated by Velan (such nominees, the “Velan Nominees”). Velan is currently soliciting consents from our stockholders. On

October 8, 2019,

we filed a definitive consent revocation statement with the SEC, which provides our stockholders with an opportunity to revoke any consent they previously granted to Velan and we are currently soliciting consent revocations from our stockholders.

Merger Agreement

On

October 2, 2019,

we announced the signing of a definitive agreement and plan of merger for Lantheus to acquire Progenics in an all-stock transaction. In the merger, each share of Progenics common stock issued and outstanding immediately prior to the effective time of the merger will automatically be converted into the right to receive

0.2502

shares of Lantheus stock. In addition, upon the closing of the merger, all Progenics stock options, whether vested or unvested, will be assumed by Lantheus and converted into options to purchase Lantheus shares of common stock. The number of shares subject to the assumed stock options and the exercise price of such stock options will be adjusted upon the closing of the merger based on the exchange ratio. Such options will otherwise have the same vesting and other terms as applied to the Progenics stock options prior to the closing. The transaction is expected to close in the

first

quarter of

2020,

subject to approval by Lantheus and Progenics stockholders, regulatory approvals, and certain other customary closing conditions.