LANTHEUS MEDICAL IMAGING, INC. $150,000,000 9.750% of Senior Notes due 2017 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 21st, 2011 • Lantheus Medical Imaging, Inc. • Pharmaceutical preparations • New York
Lantheus Medical Imaging, Inc., a Delaware corporation (the “Company”), is issuing and selling to the several initial purchasers listed in Schedule I hereto (the “Initial Purchasers”), upon the terms set forth in the Purchase Agreement, dated March 16, 2011, by and among Lantheus Medical Imaging, Inc., the Initial Purchasers and the Guarantors named therein (the “Purchase Agreement”), $150,000,000 in aggregate principal amount of 9.750% Senior Notes due 2017 issued by the Company (the “Notes”) pursuant to the Indenture (as described below). As an inducement to the Initial Purchasers to enter into the Purchase Agreement, the Company and the Guarantors listed in the signature pages hereto agree with the Initial Purchasers, for the benefit of the Holders (as defined below) of the Notes (including, without limitation, the Initial Purchasers), as follows:
AMENDMENT NO. 1 TO CREDIT AGREEMENTCredit Agreement • March 21st, 2011 • Lantheus Medical Imaging, Inc. • Pharmaceutical preparations • New York
AMENDMENT NO. 1, dated as of March 21, 2011 (this “Amendment”), to the Credit Agreement dated as of May 10, 2010 (as the same may be further amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”) by and among LANTHEUS MEDICAL IMAGING, INC., a Delaware corporation (“Borrower”), LANTHEUS MI INTERMEDIATE, INC. (“Lantheus MI”) and LANTHEUS MI REAL ESTATE, LLC (“Lantheus Real Estate” and together with Lantheus MI, the “Guarantors”), Bank of Montreal, as administrative agent (in such capacity, the “Administrative Agent”), Harris N.A., as collateral agent (in such capacity, the “Collateral Agent”), the Lenders from time to time party thereto and the other parties thereto.
SECOND SUPPLEMENTAL INDENTURESecond Supplemental Indenture • March 21st, 2011 • Lantheus Medical Imaging, Inc. • Pharmaceutical preparations • New York
SECOND SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of March 21, 2011, among Lantheus Medical Imaging, Inc., a Delaware corporation (or its permitted successor) (the “Issuer”), Lantheus MI Intermediate, Inc. and Lantheus MI Real Estate, LLC (together, the “Guarantors”) and Wilmington Trust FSB, as trustee under the Indenture referred to below (the “Trustee”).
