M&A Announcement

Oct 2, 2019

Good morning, and welcome to Lantheus Holdings and Progenics Conference Call regarding Lantheus' agreement to acquire Progenics. I'd like to remind everyone that a supplementary presentation will be used during today's call, which can be downloaded from a dedicated transaction website, www.lantheosprogenics. Transactionannouncement.com. Now, I'd like to turn the call over to Mark Kinarney, Director of Investor Relations at Lantheus. Good morning, everyone. I would like to welcome everyone to our joint Lantheus Holdings and Progenics conference call regarding Lantheus' agreement to acquire Progenics. Joining me on the call today are Mary Anne Haino, Lantheus Holdings' President and CEO Bob Marshall, Lantheus Holdings' CFO and Treasurer Mark Baker, CEO of Progenx and Pat Fabio, Executive Vice President and CFO of Progenics. This morning, we issued a press release announcing that Lantheus has entered an agreement to acquire Progenics in an all stock transaction. If you have not yet downloaded the press release, you can do so via Lantheus' website at www.lantheusprogenics. Transactionannouncement.com. Lantheus and Progenics plan to file with the Securities and Exchange Commission proxy statement will contain important information about Lantheus, Progenics, the transaction and related matters. Investors and security holders are urged to read the proxy statement carefully when it is available. Before I turn the call over to Mary Anne, I would like to remind everyone that today's call may include forward looking statements such as comments about our plans, expectations and projections. Actual results may differ materially from those indicated by forward looking statements due to a variety of risks and uncertainties. Please note that we assume no obligation to update forward looking statements, except as required by applicable law, even if actual results or future expectations change materially. Please refer to our SEC filings for a detailed discussion of these risks and uncertainties. For more information on risks associated with the proposed merger, please see today's press release. Now, I would like to turn the call over to Lantheus' President and CEO, Mary Anne Hana. Thank you, Mark, And thank you all for joining us on short notice to discuss today's announcement. Additionally, I am pleased to be joined by Mark Baker, Progenics' CEO, who will discuss some of the benefits of this transaction in a few moments. It's an exciting day for Lantheus and Progenics. Earlier today, we announced that Lantheus and Progenics have entered into an agreement under which Lantheus will acquire Progenics. I speak for the entire Landias Board and management team in saying we strongly believe in the strategic and financial merits of this transaction and in the value it will create for the stockholders of both companies. On today's call, we will address what this transaction creates from the perspective of the combined company, details about the transaction itself and how this combination unlocks the best of both businesses, creating long term value beyond what either company could achieve on its own. Following our prepared remarks, we will open up the call for questions. Turning to Slide 3, the combination of Lantheus and Progenics has a clear and compelling rationale. It brings together 2 highly complementary portfolios with shared cultures of developing innovative products to target diseases and improve treatments for patients around the world. Together, we will have a broad portfolio of precision diagnostic and therapeutic products, focused on driving strategic pipeline investments to capitalize on market opportunities and maximize returns. This transaction leverages our core capabilities, including proven commercial and operational expertise, while diversifying our revenue streams by broadening our presence in emerging uses of radioisotopes in precision diagnostics as well as the exciting field of radiopharmaceuticals in oncology treatment. With the focus on identifying operational efficiencies and capturing significant cost synergy opportunities and while leveraging Lantheus' commercial excellence with Progenics' promising pipeline, we believe the opportunity exists to create an attractive financial profile that will drive enhanced stockholder returns. Finally, we're committed to assembling a management team that has the right experience, skills and clinical expertise to unlock the full potential of our combined capabilities. The Board of Directors will remain committed to aligning corporate governance practices with stockholder interest as has been the demonstrated performance of Lantheus since our inception as a public company. If you now look at Slide 4, I will briefly review the details of the transaction. Bob Marshall will cover certain financial assumptions later in our presentation. Under the terms of this agreement, which has been approved unanimously by the boards of both companies, Landius Holdings will acquire 100% of Progenics' common shares in an all stock transaction that is intended to be tax free to Progenics stockholders for U. S. Federal income tax purposes. Progenics stockholders will receive 0.2502 Lantheus Holdings shares for each share of Progenics stock. This exchange ratio represents approximately a 35% aggregate ownership in the combined company and implies a premium of 21.5 percent to Progenics 30 day volume weighted average closing stock price for the period ended October 1, 2019. Following close of the transaction, Lantheus stockholders will own approximately 65% of the combined company and Progenics stockholders will own approximately 35%. I will lead the company as CEO and President, supported by Bob Marshall as Chief Financial Officer and John Bola as Chief Operations Officer with our headquarters in North Billerica, Massachusetts. Bradley Campbell, currently a member of Progenics' Board of Directors will be added as a member of the Lantheus' Board of Directors upon close of the transaction. We believe diversifying revenue streams with additional marketed products will bolster cash flow generation and position the combined company for sustainable long term growth. The integration of the 2 companies is expected to generate approximately $15,000,000 to $20,000,000 in run rate cost savings by 2022. Importantly, we are actively putting in place a dedicated integration team to drive execution and accountability for achieving the strategic and financial benefits inherent to this combination. The transaction is estimated to drive accretion in a reasonable timeframe, and we believe it will be accretive to adjusted and reported EPS in 20222023, respectively. Finally, this transaction is subject customary regulatory and stockholder approvals with an expected close in the Q1 of 2020. Now I would like to call your attention to Slide 5 to briefly illustrate how this transaction fits into our strategic growth pillars. We are proud of the position Lantheus has established as a worldwide leader in ultrasound contrast agents and a recognized innovator in the field of radiopharmaceutical diagnostics. We continue to enhance the value of our core microbubble franchise. We have built an IP portfolio around our DEFINITY franchise and we are continuing to add assets and indications for uses of microbubbles. Our partnership with Ceridass for the use of the DEFINITY bubbles in combination with their technology to treat retinal vein occlusion is just one exciting example of the many applications of microbubbles outside of the traditional contrast imaging that we are pursuing. We also continue to invest in emerging technologies within our pipeline. Lantheus was an original innovator of nuclear imaging with first planar and then spec imaging products. We are continuing that innovation with our investment in tech technology, including FlupiroDAS F18 and LMI 1195, our neuronal imaging agent that was granted an orphan drug designation by the FDA in August of this year for the management of neuroendocrine tumors in pediatric patients. This brings us to our 3rd growth pillar and today's announcement. This transaction fits squarely into our stated goal of growth through targeted transactions. Our combination with Progenics broadens our diagnostic portfolio and with Progenics pipeline focus on prostate specific membrane antigen or PSMA expands us into new but complementary adjacencies. Importantly, it also adds innovative oncology therapeutics. With this broad portfolio of radiopharmaceutical products and the deep expertise Lantheus holds in manufacturing, supply chain and commercial excellence, we believe we'll be able to drive opportunities neither company could achieve on its own. I will speak now to Slide 6 and the leadership position Lantheus holds in the United States radiopharmaceutical industry. Lantheus is a long time innovator into the U. S. Nuclear diagnostic market. Over its 60 year history, Lantheus has successfully innovated or commercialized 14 diagnostic products in the U. S, including CardioLite, which is still recognized as the most widely used radiopharmaceutical product launched in the United States. Another reason we believe this is the right acquisition for Lantheus is that it expands our presence and expertise in radiopharmaceuticals, an industry Lantheus is well recognized in worldwide. This is a highly regulated business with a complicated supply chain that requires logistical expertise and supply relationships specific to nuclear products that we already have in place. In addition, due to the highly regulated nature of this industry, the customer supply channel is limited to a small number of specialized providers. These providers called radio pharmacies are grouped into 5 major chains in the United States. We have been successfully managing partnerships with these chains for over 40 years. This is a supply channel for AZEDRA as well as for Progenics pipeline products. In short, with the expertise we have developed and our strong relationships, Lantheus is uniquely positioned to integrate Progenics into our platform and enhance our combined company's long term opportunities. With that, I'm pleased to turn the call over to Mark to introduce Progenics for those of you who may not already be familiar with the company and its history. Mark? Thanks, Mary Anne. I'm pleased to be here today to discuss this exciting combination with the Lantheus team. Progenics and Lantheus have long considered the strategic value that would be unlocked for stake holders and stockholders by bringing together our 2 companies. At Progenics, we've made tremendous progress advancing our pipeline and successfully commercializing several products. And I believe now is the right time to combine with a global leader in our industry to further advance our commercialized products and to reach more patients around the world. We will benefit from Lantheus' commercial supply chain and manufacturing expertise as we move into our next phase of growth of the business and believe we will unlock additional value for our stakeholders as we leverage Lantheus' enhanced resources and R and D capabilities and complementary portfolio of products. Having spent time with Mary Anne and her team during the many months of this process, I'm more confident than ever that Lantheus is the ideal partner to grow Progenics' business. This combination is a win win for both of our companies. I'd like to focus for a moment on Progenics and how this transaction leverages Lantheus' proven commercial and operational expertise across Progenics' innovative radiopharmaceutical assets. Progenics has established a leadership position in oncology, where we focus on the development of targeted medicines and therapeutic agents to find, fight and follow cancer. We recently launched AZEDRA in the U. S, which is the first and only FDA approved product used to treat adult and pediatric patients 12 years and older for the ultra orphan indication of iobenguin scan positive unresectable, locally advanced or metastatic pheochromocytoma or paraganglioma, which we refer to as pheo and para, who require systemic and a cancer therapy. We believe AZEDRA offers a significant benefit to patients with these diseases. Lantheus shares our confidence in AZEDRA and we believe that we will benefit from Lantheus' long standing expertise and complex manufacturing, supply chain and commercial excellence to further advance AZEDRA's launch and deliver substantial revenue growth. We also see additional opportunities with life cycle management to evaluate AZEDRA in patients with other neuroendocrine tumors. Our other 2 FDA products, RELSTOR Oral and Subcutaneous, candidates we have as well as a number of promising therapeutic product candidates. Our lead candidate PyL is an F18 diagnostic imaging agent that enables visualization of both bone and soft tissue metastases to determine the presence or absence of locally advanced, recurrent and or metastatic prostate cancer, PyL and our PSMA artificial intelligence imaging analysis technology are part of our thoughtfully developed integrated platform of offerings that address PSMA. Throughout our history, Progenics has been committed to developing products focused on cancer that help guide physicians and benefit patients. We're excited to advance the progress we've made as we enter the next chapter of our journey and reach new levels of growth with Lantheus. Now I'll turn the call back to Mary Anne to walk through additional details regarding our combination. Thanks, Mark. If you look at the middle of the slide, you can see the value created by the compelling strategic fit our 2 companies have in and Progenics' expertise in radiopharmaceuticals that find, fight and follow cancer, we diversify our company's offerings across oncology, cardiology, neurology and pulmonology. It also broadens our portfolio of precision diagnostics as well as therapeutics targeting specific diseases. We will leverage our experience in designing and managing clinical trials, while prioritizing Progenics' late stage product pipeline. Our combined expertise in isotopes will enable the company to leverage its in house development capabilities in licensing and manufacturing to continue building interventional and therapeutic applications, increasing the efficiency of our combined operations across a broader portfolio of market offerings. In addition, we believe that we can establish the company as the partner of choice for the emerging use of isotopes as biomarkers for innovative immuno oncology therapies, which we see as a highly promising opportunity. We are confident that as a combined company, we will be optimally positioned for long term sustainable revenue growth, margin expansion and free cash flow acceleration. The next slide illustrates the combined commercial portfolio. Here we can see that the combined portfolio is well balanced across precision diagnostic and oncology related products. Starting on the left hand side, I will touch on DEFINITY, which is our leading product and the worldwide leading product in the ultrasound contrast market. We continue to invest in our microbubble franchise, which DEFINITY is the cornerstone of, and I will speak more to that on a slide showing the pipeline. Within our current radiopharmaceutical portfolio, Lantheus offers 8 different commercial products, including 7 diagnostic products and one therapeutic product covering cardiology, pulmonology, neurology and oncology. Lantheus diagnostic products are used daily and are an essential tool in nuclear medicine, aiding in the diagnosis and determination of patient management decisions. These products are released from our manufacturing facility in Billerica, Massachusetts daily and delivered with specialized logistics directly to our radiopharmacy customers who then prepare the unique doses that are tailored for each patient's imaging study. Moving across the slide, with the combination of Progenics, we are adding 3 commercialized therapeutic agents. AZEDRA, as Mark noted, is an ultra orphan radiotherapeutic designed to treat cancer. And RELISTOR, which includes oral and subcutaneous formulations and is indicated for the treatment of opioid induced constipation, is licensed to Bausch Health. AZEDRA shares many of the same customer channel features I just described for the Lanveus radiopharmaceutical portfolio. AZEDRA is also shipped using specialized logistics to radio pharmacies who then also uniquely prepare each AZEDRA patient dose and deliver that dose to a hospital where the patient typically receives treatment in the nuclear medicine department. In fact, all of the centers of excellence that are projected as treatment centers for AZEDRA are current Lantheus customers. On the next slide, I want to speak in a little more detail regarding some of the near term value drivers of this combination. As Mark noted earlier, AZEDRA is the first and only product indicated for adult and pediatric patients 12 years and older with pheo and para who pheo and para who require systemic anticancer therapy and we believe offers a significant benefit to patients with these diseases. Our goal is twofold: to advocate for patients with Vio and para by increasing awareness of treatment options to all stakeholders in the patient's journey and to support the centers of excellence that are dedicated to treating these rare diseases. This is the important work started by Progenics, and I am confident the added capabilities of Lantheus in commercial excellence and complex channel management can add value to this critical work. PyL also represents a near term opportunity for additional value and has the potential to be a meaningful advancement for the prostate oncology market. As Mark mentioned, CYL is a fluorinated PSMA targeted PET imaging agent that enables visualization of both bone and soft tissue metastases to determine the presence or absence of locally advanced recurrent and or metastatic prostate cancer. PyL is highly specific to prostate cancer cells and not confounded by degenerative or inflammatory conditions. On the right, you can see an image from 1 of the PyL studies that illustrates the impressive clarity and detail of a PyL image. Studies have demonstrated that PyL provided early detection of disease, including in men with very low PSA levels. Overall, PyL has the potential to be an important tool in the management of patients with biochemically recurrent prostate cancer. We are confident that with Lantheus' long track record of successfully developing and commercializing new products, we will be able to maximize the value of these 2 promising assets. These are just two examples of the company's near term revenue drivers. Turning to Slide 10. As you can see, as a result of this acquisition, Lantheus will have an expanded and more diverse pipeline of developmental candidates with many in late stages of development. Our microbubble franchise with DEFINITY at its cornerstone has 2 active programs, LVEF and DEFINITY RT, both with expected commercialization in late 2020 to early 2021. Together, these opportunities provide expanded market opportunity to continue DEFINITY's strong contribution to top line revenue and margin. In addition, our expertise in microbubbles and the leading physician DEFINITY holds worldwide makes Lantheus the natural partner for companies such as Cerevast, who have clinical programs under development for complex products or technologies, which include a microbubble. We look forward to adding additional microbubble partnerships to our pipeline. Additionally, our recently announced partnership with NanoMab leverages our capabilities within the radiopharmaceutical marketplace to provide research tools to support R and D activities in immuno oncology. The primary agent in this partnership, NM01, images the expression of PD L1. PD L1 is a therapeutic target of the immunotherapy class checkpoint inhibitors, one of the fastest growing therapeutic classes in oncology today. LMI-eleven ninety five has a similar mechanism of action to AZEDRA and that both have binding properties to similar neuroendocrine tumor types, although LMI-eleven ninety five will be used as a diagnostic agent. This year, LMI-eleven ninety five was granted orphan drug designation for the management of neuroblastomas in pediatric patients. Another pipeline candidate is flupiridase F18, a pet based cardiology myocardial perfusion imaging agent partnered with GE Healthcare that is currently enrolling in its 2nd Phase 3 study. Progenics PSMA pipeline platform includes the radiopharmaceutical diagnostic products, PyL 1404 as well as the therapeutics 1095 and PSMA TTC. PSMA TTC is partnered with Bayer and 1404 is partnered with Curium in the EU. I spoke to PyL earlier and the potential that product may offer to physicians in the management of prostate cancer patients. 1095 and PSN8 TTC are therapeutics addressing the same patient, the prostate cancer patient. 1095 enrolled the 1st patient in a Phase II trial in the Q2 of 2019, and we are committed to ensuring that these and the other pipeline assets see on this slide are carefully attended to during the integration process to ensure their clinical programs best optimize advancements to commercialization. Finally, the Progenics portfolio brings with it 2 artificial intelligence products, both of which have the potential to aid clinicians and treating physicians in making better patient management decisions. Progenics received 510 clearance from the FDA to market its first product, the cloud based version of its automated bone scan index or ABSI product in the U. S. In August, and we're excited with the long term prospects of this technology. The second AI product will be a PSMA artificial intelligence technology and is in late stage development. Turning to the next slide, I'll now ask Bob to discuss the financial outlook with respect to this transaction. Bob? Thank you, Mary Anne. Now turning to Slide 11. As you can see, we expect that the combined company will have a strong financial outlook. Together with Progenics' complementary portfolio of commercialized and pipeline assets, Lantus will further diversify its revenue streams as well as have the opportunity to drive process and expense efficiencies across the new organizations to deliver accretion by year 3. Expanding gross margins will be a key driver of value creation in the new company. Favorable product contribution benefits associated with further diversified revenue streams should provide the combined company with the opportunity to expand Lantheus' legacy gross margin profile each year for the foreseeable future as products gain successful commercial traction. Further, the transaction is estimated to achieve approximately $15,000,000 to $20,000,000 in run rate cost savings by 2022 relating mainly to public company costs, G and A expenses and capitalizing on process and scale efficiencies. While this target is based on our early assessment of the transaction, our teams in concert with the dedicated integration project management office will continue to assess ways in which to execute on these synergy targets and identify others in an efficient manner. Near term dilution is being primarily driven by the investments in combined entities pipeline assets, bolstering commercial execution to drive AZEDRA's performance as well as manufacturing and supply chain infrastructure to support these acquired assets. Each initiative is critical to delivering diversified and sustainable revenue growth with increasingly accretive earnings growth over the longer term. Taken together with the aforementioned revenue, gross margin and synergy opportunities, the deal is expected to be accretive in 20222023 on an adjusted and reported earnings per share basis, respectively. Further, I expect the company to enhance free cash flow generation, while we continue to invest in prioritized pipeline programs. 1 of Landis' stated criteria for benchmarking prospective business development opportunities is an attractive return on invested capital metric or ROIC. This transaction with Progenics along with being a highly strategic fit, returns strong and increasingly attractive ROIC metrics. It is expected to deliver double digit returns by year 2 and achieve 20 plus percent returns in year 3 and thereafter. Deal structure was also an important consideration in this transaction. By structuring this transaction as an all stock deal, we are delivering a diversified and sustainable revenue model for our existing stockholders, while providing the existing Progenics stockholders with a premium and the ability to participate on the future growth of the combined company. As such, Lantheus will continue to have a strong balance sheet. We have consistently worked to maintain a modest leverage profile so as to provide the company with access to capital and preserve financial flexibility in evaluating disciplined strategies to both create and return value to stockholders. We are committed to returning to a pro form a leverage ratio of 2.5x to 1.5x within the next 18 months. This will be accomplished through the expansion of adjusted EBITDA along with structurally mandated repayments on our Term Loan A. With that, I'll turn the call back to Mary Anne. Mary Anne? Thanks, Bob. Let's turn to Slide 12. In summary, we believe this transaction benefits Lantheus and Progenics stockholders as well as all the stakeholders we serve. The combined company will have a diverse portfolio of products, spanning both diagnostics and therapeutics that strongly match our corporate capabilities and management expertise, supporting revenue growth. More importantly, the expanded pipeline fuels continued innovation into the same core markets, rewarding synergies and continued investment with patient and medical stakeholders for whom answers to complex medical questions are needed. The mission of Find, Fight and Follow, 1st adopted by Progenics, rings true for Lantheus and I am proud to adopt it moving forward as the call to action for our commitment to physicians and patients. I want to take a moment to thank the employees of both companies. This transaction would not be possible without their hard work and dedication, and we look forward to bringing our 2 teams and shared cultures together. With that, we will now open the call up for questions. Thank you. And our first question comes from Larry Biegelsen with Wells Fargo. Your line is open. Good morning. Thanks for Congratulations, Mary Anne and Bob. Can you hear me okay? Yes. Thanks, Larry. Good morning, Larry. Good morning. Mary Anne, look, I'm going to just ask 2 upfront and I'll get back in the queue. So first, Mary Anne, does this deal signal in any way concern about the exclusivity of DEFINITY first? And then second on AZEDRA, we understand that there have been manufacturing issues and the commercial ramp has been relatively slow. So I know you talked about this in your prepared remarks, but maybe you can provide a little more color on what gives you the confidence that Lantheus can address these issues? Thanks for taking the questions. You're welcome and good morning, Larry. So I'll address them as 2 separate questions because indeed they are. First, this deal signals nothing about DEFINITY except continued confidence, which I think is what you hear from me routinely on the calls. We are coming from a position of strength and investment and we feel this is the perfect balance to the confidence that we have in our microbubble franchise and that this investment rounds out our other business unit and has it then balanced and as strong with a pipeline as we have in the pipeline and investment strategy we have for our microbubble franchise. So this is not meant to signal at all any sense of weakness that we see for DEFINITY. I'll speak now to AZEDRA and that is how you pronounce that product's name. I won't comment on launch to date for AZEDRA because that is not relevant. This transaction is all about growth and investment in what we see as a very strong pipeline of radiopharmaceuticals that is a perfect match to our capability set, AZEDRA being one of them. You heard in my remarks the complementary match just between AZEDRA and 1195. These are areas that are shared expertise between the company, not only in neuroendocrine space and the complementary fit there AZEDRA and 1195, but the whole match of radiopharmaceuticals and where those products are moving to in the healthcare continuum, we think the PSMA platform that the Progenics has built and the pipeline they've built around it is very exciting and we're thrilled about being able to bring it into the marketplace. We also do think though there is an opportunity to expand on the AZEDRA launch and take it from the point where it is to a much fuller place in the marketplace and we're excited about being part of taking that forward. Thank you. And our next question comes from Tim Chiang with BTIG. Your line is open. Hi, thanks. Mary Anne, this deal seems to be complementary to your business. But I also wanted to ask you, is there any potential overlap you see between the two companies? Would there be any sort of product divestitures that you could think of that might have to happen here with this deal? So I will start and then I'll ask Mark to weigh in as well. Through our diligence, we did not identify any product overlap that we were tagged or flagged as being necessary for divestiture. So, on First Plus, my answer to that question is no. In fact, as you offered in your introduction, we see great complementary fit between the product portfolios. And then we think that leads to a very strong synergy going forward as we bring these products through commercialization. As I showed you on the pipeline slide, we see a very rich late developmental stage set of candidates, and we are intent on investing to ensure that we optimize that path commercialization for those assets. And I'll ask Mark to weigh in as well. Yes. Tim, we don't see issues there. So I think it's a real complementary fit. I said I think it's a win win for the 2 companies because the 2 portfolios mesh together beautifully really. Thank you. And our next question comes from Larry Solow with CJS Securities. Your line is open. Good morning and thank you. Just a couple of questions. First on the targeted return on investment, probably ROIC. Sort of I think you mentioned 10% by year 2 and greater than 20% by year 3 on a go forward basis. Can you maybe just help us what is that going to be driven more by the AZEDRA? Or is it more focused on the pipeline of products coming out over the next few years, including the PSMA diagnostics? So, hey, Larry, this is Bob. So ROIC, it's a strong double digit growth. And so as you know, it's driven by notepad or net operating profit after tax. And what it is driven by obviously is, 1, expanding EBITDA from the perspective of great gross margin contribution coming from accelerating revenue across the entirety of the portfolio. I mean, as what we said is that the deal does create sustainable longer term growth that will be driven by the existing Lantheus portfolio as well as the introductions that we would anticipate from an LVEF perspective, but also as EDRA takes traction, you also then drive some of the near term pipeline assets within this time horizon that I described. As I mentioned in my scripted remarks, the gross margin contribution that we would expect to see coming from that kind of portfolio of revenues with margins that are sort of, let's call it, accretive to the Lantheus legacy number and expanding, that drives the bottom line and that is what drives the return on invested capital metric. Thank you. Our next question comes from Raj Denhoy with Jefferies. Your line is open. Hi, thank you and good morning. I wonder if I can maybe just ask a bit about kind of the strategic rationale here, particularly on the Progenics side, right, because you were early in the launch of your lead products. I'm curious what you've outlined a little bit in terms of the manufacturing capacity and capability at Lantheus. But as you think about the commercialization of that product, what does tying up with Lantheus now give you that you didn't have before in a sense? What's the benefit to Progenics in this tie up is really the question? Raj, it's Mark. When Mary Anne said that among the centers of excellence that we're targeting for AZEDRA, each one of them is a current commercial customer of Lantheus. I think that really captured the synergy here. And as a company on a long path, we've reached the point where we really want that strong commercial expertise. And having this great portfolio of existing Lantheus products together with AZEDRA and with our pipeline, I think is a dramatic offering for patients in hospitals. So that's what's driving the strategic side of it, Raj. Raj, I'll just add to that because Mark and I have been talking for, it's fair to say years. We've been following Progenics for years because we've been so interested in what they were working on and how attractive it was. And I think there is a great fit here. And my pitch to Mark has continually been, your developmental capabilities are awesome and the assets that you're working with are so attractive, but our talents are just as attractive. And from a manufacturing perspective and from a commercial execution perspective, those are the talents that are really needed to best take advantage of the pipeline you have. And I think as Mark alluded to in his comments, that is the stage that Progenics has reached where if you look at the stage of many of their assets, they are late stage. And at this point where really the need for execution, not only along manufacturing in the critical stages between kind of late clinical right up to commercial scale up and then commercial execution are going to be acquired across many of the assets in the pipeline. And that's what we're so excited about coming together to execute on. The scale of the combined company is really extraordinary, and it's in this very important space of radiopharmaceuticals and imaging. And so that's a big driver for us as well. Thank you. And we have a follow-up from Larry Solow with CJS Securities. Your line is open. Great, thanks. Just on the Progenics side, and sort of tying that in with your target of being accretive by 2022. Operating losses, it looks like there were about 12 months somewhere in the $65,000,000 $70,000,000 number. And I realize a lot of that is investing in the new product launches. Excluding Lantheus, was Progenics itself expected to sort of begin to improve that operating performance over the next couple of years, and operating losses being slowing down and eventually turning profitable or can you just speak to the significant operating loss over the last couple of years? Sure. This is Pat. Thanks for the question. Yes, certainly, we're a business that has top line revenues that are growing. So that's what AZEDRA as it ramps and the RELISTOR royalties. We, as you see, continue to make the all of our commercial costs for AZEDRA are already in there. So as we grow AZEDRA, those increasing revenues will come to the bottom and be accretive. The pipeline has matured and we continue to make investments there. So our R and bottom line come down as we see top line revenue growth. Larry, this is Bob. If I could just tack on to that as well. As Pat is indicating, obviously, there's this continued interest in making sure that we're investing and bringing that pipeline to its potential. And then keeping in mind that AZEDRA is early in its revenue stage. You do have a RELISTOR royalty that it's a very steady stream. But you got to know too that as we get in the early section of the deals together, we'll be gaining after those synergy opportunities over these next 2 years. We're going to put a lot of focus from a discipline and accountability perspective in terms of capturing those things. So as you think about modeling, keep in mind, I know that that's really kind of what you're driving at and I think that you have a basis there. But at the end of the day, what the deal then provide and drive forward is a sustainable top line growth with increasing profitability and enhanced cash flows. Thank you. There are no further questions at this time. I will now turn the call back over to Mary Anne Hino for closing comments. I want to thank everyone for joining us today. As we stated earlier, Lanthe has plans to file with the Securities and Exchange Commission and mail to its stockholders a proxy statement in connection with this transaction. This proxy statement will contain additional information about Lantheus Progenics, the transaction and other matters related to the future. We look forward to maintaining an ongoing dialogue about this exciting transaction. And again, I want to thank everyone for today for joining us on the call and goodbye.