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Hologic, Inc. (HOLX)

Q3 2012 Earnings Call· Mon, Jul 30, 2012

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Transcript

Executives

Management

Deborah R. Gordon - Vice President of Investor Relations Robert A. Cascella - Chief Executive Officer, President and Director Glenn P. Muir - Chief Financial Officer, Executive Vice President of Finance & Administration and Director Peter K. Soltani - Senior Vice President and General Manager of Breast Health Line of Business

Analysts

Management

Isaac Ro - Goldman Sachs Group Inc., Research Division Tycho W. Peterson - JP Morgan Chase & Co, Research Division Vijay Kumar - ISI Group Inc., Research Division Brian Weinstein - William Blair & Company L.L.C., Research Division Amit Bhalla - Citigroup Inc, Research Division Richard Newitter - Leerink Swann LLC, Research Division Jayson T. Bedford - Raymond James & Associates, Inc., Research Division William R. Quirk - Piper Jaffray Companies, Research Division Anthony Petrone - Jefferies & Company, Inc., Research Division Lennox Ketner - BofA Merrill Lynch, Research Division Jeremy Feffer - Cantor Fitzgerald & Co., Research Division Jonathan P. Groberg - Macquarie Research

Operator

Operator

Good day, everyone, and welcome to the Hologic Inc. Third Quarter Fiscal 2012 Earnings Conference Call. My name is Kelsie, and I'm your operator for today's conference. In addition, today's conference is being recorded. [Operator Instructions] And now I would like to introduce Deborah Gordon, Vice President, Investor Relations, to begin the conference. Please go ahead, Ms. Gordon.

Deborah R. Gordon

Analyst

Thank you, Kelsie. Good afternoon, and thank you for joining us for Hologic's third quarter fiscal 2012 earnings call. The replay of this call will be archived on our website through Friday, August 17, and a copy of our press release discussing our third quarter results, as well as our fourth quarter and fiscal 2012 guidance, is available in the Overview section of the Investor Relations section of Hologic's website. Also in that section is a PowerPoint presentation related to the comments that will be made during today's opening remarks. Before we begin, I would like to inform you that certain statements made by Hologic during the course of this call may constitute forward-looking statements. These statements involve known and unknown risks and uncertainties that may cause the actual results to be materially different from any future results implied by such statements. Such factors include those referenced in our Safe Harbor statement, in our third quarter fiscal 2012 earnings release and in the company's filings with the SEC. Also during this call, we will be discussing certain financial measures not prepared in accordance with Generally Accepted Accounting Principles or GAAP. A reconciliation of these non-GAAP financial measures to the related GAAP financial measures can also be found in our third quarter earnings release, including the financial tables in the release. Please note, today's call will consist of 30 minutes of opening remarks from management, followed by a 30-minute question-and-answer session. We do need to limit each participant's question to just one, with one related follow-up as necessary. However, please feel free to go back into queue, and if time permits, we'll be more than happy to take your questions at that time. I would now like to turn the call over to Rob Cascella, President and Chief Executive Officer.

Robert A. Cascella

Analyst

Thanks, Deb. Good afternoon, and thank you for dialing in to our third quarter earnings call. Joining me on today's call are Glenn Muir, our Executive Vice President and CFO; Peter Soltani, our General Manager of Breast Health; and David Harding, General Manager of International Operations. Today, I'm going to summarize our third quarter performance, update you on the market adoption of our Dimensions 3D tomo system and provide a brief review on some of our other key businesses. Glen will then discuss the financial results in greater detail and provide color on our fourth quarter and fiscal 2012 guidance. We will then open up the call for 30 minutes of Q&A. Before I start on the quarter, I would like to provide a brief update on the status of the Gen-Probe acquisition. I want to remind everyone, we are not closed yet, so my comments will be limited to the events involving the transaction. The Gen-Probe shareholder vote will occur tomorrow, July 31, and closing of the transaction is expected on August 1. As we announced on July 11, Carl Hull, CEO of Gen-Probe, will remain with Hologic for a minimum of 15 months. He will serve as General Manager of the combined diagnostic franchise, which will include both the cytology and Molecular businesses. I'm also pleased to tell you that the majority of Gen-Probe key senior leadership are also being retained, as well as many other key employees throughout the organization. Although Glenn will report more thoroughly, I must comment we were thrilled with the success of our financing efforts and believe our effective borrowing rate on this transaction is an indication on the power of the combination of these 2 leading companies. With respect to the integration planning and implementation, I again couldn't be more pleased. It…

Glenn P. Muir

Analyst

Thank you, Rob. Starting with some additional detail on our acquisition of Gen-Probe. On July 19, we announced the pricing of our private placement of high-yield notes, as well as expected pricing on our anticipated $2.8 billion of senior secured credit facilities. We are very pleased with the terms we were able to secure. The expected blended average interest rate of all the tranches of the debt financing is approximately 4.8%, slightly below the 5% estimate we shared with you when we announced the acquisition in April. The cash rate is actually 4.64%. And with the original issue discount included, the yield is the 4.8% rate we announced. The offering is expected to close concurrently with the completion of Hologic's acquisition of Gen-Probe. Our acquisition strategy changes following the Gen-Probe acquisition. Specifically, our capital allocation plans will focus squarely on the repayment of our debt obligations. We estimate our total debt to EBITDA ratio will start out over 5x upon the close of the acquisition. And we have a target of reducing this to 2.5x over the next 3 years or by the end of our fiscal year 2015. Given our cash flow generation abilities, coupled with Gen-Probe's, we remain confident this goal is achievable. As Rob mentioned, the integration plans are comprehensive and sound, and we expect to integrate Gen-Probe into Hologic smoothly. After undergoing a rigorous integration planning process over the last several months, we remain highly confident in the $40 million in year one cost synergies we guided to at the time of the acquisition and the $75 million in the first 3 years. We also remain confident that our projected revenue synergies are achievable and will help us to realize a return on invested capital of approximately 13%, well above our 8% weighted average cost of…

Robert A. Cascella

Analyst

Thanks, Glenn. So in closing, we are keenly focused on execution. Completing the Gen-Probe acquisition and moving forward with our near-term product rollout plans is paramount to our success. Continuing to drive forward with our other strategic initiatives will ensure our longer-term growth expectations. We look forward to reporting to you next quarter on the close of fiscal '12, and more importantly, a first look at the newly combined business for fiscal '13. We are confident we have one of the finest product portfolios in this company's history, particularly with the addition of our expanded diagnostic line. Although many external challenges remain, Hologic is well positioned for sustained growth over the next 5 years. Thank you for participating on the call. We're going to open it up for 30 minutes of Q&A at this point. Operator, please open up the call.

Operator

Operator

[Operator Instructions] We'll go first Isaac Ro with Goldman Sachs.

Isaac Ro - Goldman Sachs Group Inc., Research Division

Analyst

Just maybe first off, Rob, if you could comment by each of the business units -- on your thoughts regarding the pricing environment, not only for capital equipment, but as well as consumables. Then secondly, just want to clarify on the mechanics for the Gen-Probe numbers this quarter. When will we be getting a look at the second quarter numbers? It sounds like they might not come up until November, and I wanted to clear that up.

Glenn P. Muir

Analyst

Isaac, let me start with the Gen-Probe question. That is correct. We do not have June results available for us to disclose today, and those results will be disclosed as part of future SEC filings. And the first one, you're correct, it's the November timeframe in a footnote with our 10-K.

Robert A. Cascella

Analyst

As far as pricing, what we're seeing is just really the, I think, the results of a weakening economy in Europe that is certainly putting a lot of pressure on downward pricing, competition's pricing and so on and so forth. Not a total surprise. The persistence, as I've commented on my script, is one that I think we just have to accept as reality. I don't believe that we're seeing that same kind of downward pricing here in the states. Although it is -- really, the results are quite simply that the tomo product is so new in terms of adoption that there is not that same kind of pricing as a result of more mature technologies.

Isaac Ro - Goldman Sachs Group Inc., Research Division

Analyst

And elsewhere in the business, if you could maybe clarify what you saw in pricing regarding Surgical and Diagnostics, that would be great.

Robert A. Cascella

Analyst

Sure. On Diagnostics, the International business, it's doing quite well. And we're -- although we're certainly being aggressive on some competitive takeaways for both Cervista and in the case of ThinPrep, these are typically in countries that either we have had little penetration or in fact no volume. So it may be at a lower AUP than what some of our historic pricing might be, but it is business that otherwise we have not had. Domestically, or -- with Surgical, which is primarily the market that we focus on, there is some price erosion as we went back after market share. And just to put it in perspective, we are talking about something much less than 5%, but we are buying per share at a very, very aggressive rate in order to grow that business.

Operator

Operator

Moving on to Tycho Peterson with JPMorgan. Tycho W. Peterson - JP Morgan Chase & Co, Research Division: And maybe just to follow up on that last question on pricing. As you go to negotiate HPV contracts, are you able to talk at all about pricing for the Gen-Probe products yet, or do you have to wait until the deal closes?

Robert A. Cascella

Analyst

We have certainly not talked about the Gen-Probe products at all. That wouldn't happen, Tycho, until we were closed with the transaction. Tycho W. Peterson - JP Morgan Chase & Co, Research Division: And then to clarify your comments on pricing in Europe, does that creep over to tomo as well? I mean if Siemens' gotten more aggressive on pricing. They have been for a while I guess but...

Robert A. Cascella

Analyst

Yes, we're -- and I think that's a correct statement. Siemens has been heavily discounting their tomo unit. I think what we're seeing is a lot of the earlier sites have now bought tomo, so we're into sites that are on the edge of whether they want to invest in it. And consequently, they are negotiating much more aggressively as a result of that. So clearly, it is impacting tomo, but because the European market is representing a much smaller percentage of total tomo sales, it is having a lesser impact on the business. Tycho W. Peterson - JP Morgan Chase & Co, Research Division: And then you had a sequential increase in NovaSure. Can you talk about your thought on that product line? You’ve backed off the DTC, right? So can you talk a little bit about what's driving that?

Robert A. Cascella

Analyst

Yes, I think it's a couple of things. I mean we shifted the focus of DTC to really follow-up on those women that had responded to our awareness campaign. So it's really conversions that we're focusing on, been having a very routine exchanges with women that we're asking for additional information. The other element that has created a positive movement in the product line is simply the comment that I made earlier. We had 30 incremental people that were brought on at the beginning of the year. Those people are now fully trained. They're not being burdened by all of the confusion over the discontinuance of Adiana. And as a result of that, we're seeing a bit of an uptake in terms of market share gains in the States. Tycho W. Peterson - JP Morgan Chase & Co, Research Division: Last one and I'll hop back in the queue. Can you talk about the sustainability of growth for the service business for Breast Health? Is that really a function of rolling out tomo, there's more service upfront, or can you just talk about the dynamics there?

Robert A. Cascella

Analyst

Realistically, the service business will continue to grow until there is an influx in where tomo units really take off. Because as we've talked about in the past, as we sell more tomo units and trade out Selenias, the tomo unit is under warranty, and the Selenia would have been under a service contract. So there will be a gap in service revenue, when there is a much sharper uptake in the number of tomo units that are being sold. But the good news would be is that we're replacing a $40,000 or $50,000 service contract with the sale of a $400,000 tomo unit. Following that 1-year warranty, we went back to a service contract revenue as well.

Operator

Operator

Moving on to Ross Muken with ISI.

Vijay Kumar - ISI Group Inc., Research Division

Analyst

Vijay in for Ross. So I wanted to dig in a little bit on the 3D tomo update. Just looking back to when you launched 2D, could you compare and contrast sort of how was the 3D update progressing when you compare it with the 2D launch? And you also mentioned the clinical trial data by the CRN [ph] and reimbursement rates next year. How are those factors going to impact adoption?

Robert A. Cascella

Analyst

Sure. I'll give you a couple of data points on the difference, and I think it will be compelling for you. So in 2003, we introduced Selenia, and globally, we sold 57 units. And it's a product that had reimbursement, and there was an established market for it. Today, we are talking about, in the first 18 months of selling tomo here in the states, that we're targeting a number that's going to be 350 or 360 units based on the statistics that we gave out earlier. So the adoption and uptake of a relatively new technology without reimbursement, we think, is very compelling. The clinical trials, as I said in my opening comments, we think will be a further validation of the technology. Meaning that these are prospective high-volume studies with, we think, very compelling results relative to improvements in both sensitivity and specificity. So we think they will help tremendously. And we, obviously, are anxious to get those in a published state, so that the world can see the results.

Vijay Kumar - ISI Group Inc., Research Division

Analyst

Yes. And then on Gen-Probe, I know that you guys probably aren't going to comment. But one point that you mentioned in your prepared remarks was -- caught my attention. The Revenue synergy is looking even more attractive than originally expected. So I just -- what led you to make that comment? Sort of where's the delta -- incremental delta coming from?

Robert A. Cascella

Analyst

We are just seeing more opportunities for we to have very complementary selling activities. I think there's a lot of effort over the last couple of months that have gone in to product rationalization, product rollout strategies here in the states and abroad. And we're, quite frankly, we're just very, very encouraged by that. And that was the basis of that comment.

Operator

Operator

Our next question will come from Brian Weinstein with William Blair. Brian Weinstein - William Blair & Company L.L.C., Research Division: I'm curious about the overall sales cycle in the U.S. for Dimensions and for tomo. Are you saying that the cycle from the time you first initiate with a potential user is narrowing, staying the same, getting wider? And what are the macro trends that -- are there broader macro trends that are influencing that?

Robert A. Cascella

Analyst

Yes. I'll make a comment and Peter Soltani can add to that as well. I think in general, the sales cycles are [indiscernible]. People are obviously much more physically oriented around a tough economic condition. And as a result of that, we're seeing people really wanting to make certain that they obviously have units that are going to be installed, and they're going to generate revenue right away, that there is some near-term reality to reimbursement and so on and so forth. So it would be difficult for us say that even tomo wouldn't be impacted by that. We're just seeing a lot more resilience in that product than not. And, Peter, you may want to add.

Peter K. Soltani

Analyst

Yes. I mean, the only thing that I would add is those customers who may have budgeted [indiscernible] to get a 2D unit are hearing about the positive clinical outcomes and are rethinking the investment in what would essentially be an obsolete product. So that is also adding to a bit of the delay that they may put off purchasing a 2D unit until they can budget to get a 3D unit at some point later in the year or next year. Brian Weinstein - William Blair & Company L.L.C., Research Division: And then as you think about what your customers are telling you as far as the volumes that they're seeing, what kind of an average increase are they seeing in total volumes once they bring out a tomo unit at this point? Do you have any information on that?

Robert A. Cascella

Analyst

It's going to be different for the different types of sites that are buying it, right? If it is excited [ph] as in the business of breast imaging, for-profit mammography, if you will, then they're spending more advertising dollars and their out garnering market share in their local communities. To what extent that occurs, I couldn't really respond. I think other sites are buying it as we had stated earlier. Those early adopters, because of the strength of the technology and they're not as interested in marketing the differentiation of this product versus a 2D system. So it really is all over the map. And a lot of it has to do with the profile on the customers that we're selling to.

Operator

Operator

We'll go ahead and move on to Amit Bhalla with Citi.

Amit Bhalla - Citigroup Inc, Research Division

Analyst

So on Breast Health and Dimensions, specifically, can you talk a little bit about what the actual install times are right now and where you think they can go? And just secondly, what's the underlying cancellation rate for Dimensions systems? Obviously, you're not seeing -- it doesn't sound like you're seeing an increase in cancellations, but there is always an underlying cancellation rate. What is that for this type of product?

Peter K. Soltani

Analyst

Well, I'll say the cancellation rate -- I'm not sure that we have any cancellations, or maybe I don't understand the question, but people that commit to purchasing unit are actually quite anxious to get the unit in. With respect to the installation cycle time, from an installation standpoint, from our perspective, from the things that we have to do, it's a comparatively fast process. So we can get things turned around, depending on the location, geographic location, within a couple of weeks, frankly. The delay really comes in with the site itself and their own internal logistics of getting a multitude of radiologists trained. So they typically don't want to have just a couple of radiologists trained. A site that may have 10, 15, 18 radiologists that would be a mix of full-time mammographers, as well as some part-time mammography readers. They'll tend to want to get everybody trained before they have to get it installed at their location. And that's sort of the variable that we've been dealing with.

Amit Bhalla - Citigroup Inc, Research Division

Analyst

And what is that roughly? Are you talking like 2 or 3 weeks? Are you talking 1 month or 2 months?

Peter K. Soltani

Analyst

Yes, that could be a couple -- it could be up to a quarter, depending on, again, what the dynamics are around the site itself. So I would say 2 or 3 months maybe a bit of an extreme, but it can be a significant amount of time. And then there is an expense for this site as well. And in some cases, we can do WebEx training. In other cases, the site may elect to send in physicians to an offsite and do that. [ph]

Amit Bhalla - Citigroup Inc, Research Division

Analyst

And then, Rob, my follow up on reimbursement. I think you've said in the past 65% to 75% of sites are getting reimbursement on the first try. How has that changed over the last quarter?

Robert A. Cascella

Analyst

Sure. We're seeing a fair amount of consistency relative to the success of sites that are submitting, as well as in the amount, which we believe we're still averaging, somewhere around $50. So that's been a very consistent process.

Operator

Operator

We'll now hear from Rich Newitter with Leerink Swann.

Richard Newitter - Leerink Swann LLC, Research Division

Analyst

I just want to start off with the GYN Surgical segment. It looks like MyoSure had a very nice uptick. And I think you said it was over $10 million this quarter. Can you just give us a sense of -- is this what a run rate -- are we approaching a run rate for this product? How should we think about modeling this seemingly successful product launch?

Robert A. Cascella

Analyst

It's very successful. And I would say that from a market potential, we think this is a $200 million to $300 million product line. Relative to its trajectory, it's a lot like the NovaSure launch in the early days relative to the success in the market and the growth parameters around that. So without giving you a specific number, I would certainly say that it is -- we are expecting double-digit growth from this product line for at least the foreseeable future, '13 and beyond.

Richard Newitter - Leerink Swann LLC, Research Division

Analyst

And then maybe just a follow-up one on the tomo side of the business. Can you help us just with the timeline of the data publications that are going to be coming likely in the second half? Can you help rank which might be the most impactful? Are all of these going to be more or less viewed together once a decision has been formulated in the first half of calendar '13 for reimbursement? Or is it really the Oslo study is the big one and then the rest are going to just be there to support that?

Peter K. Soltani

Analyst

Yes, I can take that one. I think the studies should get published before the end of the calendar year. The way that I would look at them is that they're all going to sort of reinforce each other. So regardless of which one perhaps gets published first, they're all very compelling. Of course, in the case of Oslo, the key point is really the sensitivity. Whereas with some of the U.S. reading studies, we'll get a good view of both sensitivity and specificity in a typical screening practice. So they're really going to reinforce each other is my view, our view.

Richard Newitter - Leerink Swann LLC, Research Division

Analyst

And you don't think region will dictate what's more important? Is it the U.S. studies might carry a little more weight or does it not matter, it’s just the pure outcomes?

Peter K. Soltani

Analyst

Yes, so the one observation that was offered you with respect to the Oslo study is that it does have participation with folks from UPMC. So there is at least some American involvement, and it will be published in a U.S. peer review journal.

Operator

Operator

Your next question will come from Jayson Bedford with Raymond James. Jayson T. Bedford - Raymond James & Associates, Inc., Research Division: In Digital Mammography, can you just break out the growth in the U.S. versus OUS?

Robert A. Cascella

Analyst

For tomo or for Digital Mammography? Jayson T. Bedford - Raymond James & Associates, Inc., Research Division: Digital Mammography.

Robert A. Cascella

Analyst

Well, I think 2D digital, I don't think we're seeing growth in 2D digital at this point. I think we're seeing a switch between lower-end legacy Selenia products and now higher-end 2D Dimensions products. But that overall business is simply a replacement business at this point, except for some markets outside the United States. So the growth in that business is coming from the adoption of 3D mammography. Jayson T. Bedford - Raymond James & Associates, Inc., Research Division: Okay, so pardon me. Just maybe mammography, U.S. versus OUS growth?

Glenn P. Muir

Analyst

Yes. Year-over-year, our mammography growth was down a little bit. This was a soft quarter year-over-year. And Europe for us is fairly steady and -- as was the U.S. I mean what we're doing is we're entering a period prior to the launch of the 3D. So I think, Jayson, it was just down a little bit year-over-year in both. I wouldn't say it's U.S. or outside the U.S. Jayson T. Bedford - Raymond James & Associates, Inc., Research Division: Okay, that's fair. And then just lastly for me, have you made any infrastructure changes to your business in anticipation of the Gen-Probe deal, whether it be sales force cuts, shutting some R&D programs, et cetera?

Robert A. Cascella

Analyst

Sure. All of those things are part of the integration process. So there's been a fairly detailed effort around product rationalizations, product roadmaps, obviously, the sales force rationalization in terms of the right numbers and a focus in specialties. So we're clearly right in the midst of that and ready to implement upon closing.

Operator

Operator

And our next question will come from Bill Quirk with Piper Jaffray.

William R. Quirk - Piper Jaffray Companies, Research Division

Analyst

Rob or Glenn, you’d mentioned earlier in the call that your sales reps aren't yet talking about Gen-Probe's products and, obviously, that makes sense because we're still a couple of days from closing the deal. But from a logistics standpoint, can you just walk us through what we should be thinking about in terms of the selling team? Have they already been cross-trained? And are we going to go through that here over the next couple of weeks? And then do you get concerned at all that as the team gets all the new Gen-Probe products to sell that they'd take their eye off the core Hologic portfolio?

Robert A. Cascella

Analyst

Yes, those are really good questions. The training really commences with -- following closing, and there are a series of programs that will be offered, that are pursuant to some of the sales meetings that are taking place and so on and so forth. The team will be -- obviously, there's a combined laboratory sales team and also complemented by our physician team. So we have great presentation here in the states. That was the same kind of resource rationalization in Europe and so on and so forth. So I think we have a little bit of training to get under our belt right after the acquisition, but we feel very positive about these teams staying very focused. Your comment about do they lose focus on some of the legacy Hologic products? Obviously, we have business managers that are focused specifically on that to ensure that, that doesn't happen. We also have created a comp structure, which doesn't allow that to happen because there are -- obviously, in order to get rewarded at their highest level, they need to have the right kind of product mix that they're selling as well. So we think we're addressing it with management and our comp structure.

William R. Quirk - Piper Jaffray Companies, Research Division

Analyst

Okay, got it. And then just I guess as a follow-up. Just thinking a little bit about the leadership structure within Diagnostics. You mentioned you're moving both cytology as well as the Third Wave molecular products to -- under Carl's guidance. Can you talk just a little bit, Rob, about how much, I guess, independence is the Diagnostic team and division going to have? How do we think about -- I mean I assume obviously Carl will be reporting directly to you. But if you can just talk to that?

Robert A. Cascella

Analyst

But Carl is going to be a General Manager of one of our franchises, our business units, just like David Harding and Peter Soltani that are here in this room with us today. So we certainly want there to be a fair amount of autonomy, but they are going to be measured by a series of objectives that will be set mutually established at the beginning of the year with targets across product lines, profitability and talent management, and so on and so forth. So I would expect to remain as involved in that business as I do with the other businesses in Hologic. But clearly, the general managers that are running each of these has that strategic responsibility, the day-to-day operating responsibilities and so on and so forth. So we feel like we have the right kind of team in place, and we also have some very strong Hologic people that will be assuming roles within that combined franchise as well. So we think we have the right kind of balance between legacy Hologic products, as well as the newer Gen-Probe products.

Operator

Operator

And our next question will come from Anthony Petrone with Jefferies. Anthony Petrone - Jefferies & Company, Inc., Research Division: One on the revenue synergies, Rob, that you had mentioned. I'm wondering if that represents upside to the initial points and target that you put out around the close of the deal or if there are other offsets there? And then just a clarification on tomo. All the sites that you've seen currently, are those single unit purchases or do you have sites actually purchasing multiple units? And one, if I could sneak in, for a guidance. I know you haven't said anything for fiscal '13, but, Glenn, can you provide any outlook how you're thinking about the med tech tax for next year?

Robert A. Cascella

Analyst

Sure, on the revenue synergies, I don't think we're in a position to talk about whether or not it will increase our numbers for '13. I think we're in the process of pulling all of that together as a combined business, and we'll talk about it after Q4 when we give guidance for '13. As far as tomo, Peter, you'll have a good sense of that in terms of multi-unit versus single-unit customers.

Peter K. Soltani

Analyst

Well, there is going to be one challenge that we're going to face in the sense that unlike the conversion from film to digital, which was sort of the equivalent standard of care, tomo presents an improvement over standard of care. The sites will typically want to budget enough to make a wholesale migration, especially if they have multi -- many units within their system. So it's just something that we'll have to see how it develops over the course of the year.

Robert A. Cascella

Analyst

And I think the point behind that is quite simply that sites that have 5, 6, 10, 15 units want to convert entirely to tomo. They don't want to face a product limit [ph] like they did with 2D. So there's a great revenue upside to it, but there's also a logistics issue that's associated with it. And we're seeing sites convert with multi-units and we're seeing obviously a lot of sites that are single unit sites also converting. So it is a mixed bag.

Operator

Operator

We'll now hear from Lennox Ketner with the Bank of America.

Lennox Ketner - BofA Merrill Lynch, Research Division

Analyst

I guess one -- just quick one for Glenn. Just in terms of your guidance for 2012. I know you're reiterating the $1.9 billion that you gave on July 11. That was obviously a little bit lower, kind of, at the low end of your initial range. And I'm just wondering if you could just frame for us what's driving that lowered guidance given that you're still expecting to hit your tomo targets for the year? Is the right way to think about it just that, that's due to the pressure you're seeing in Europe? Or how should we think about what's driving that?

Glenn P. Muir

Analyst

Well, I think a little of that goes back to the initial guidance from a year ago is $1.9 billion to $1.925 billion for the year. But we do have to appreciate that this quarter, this June quarter, we were a bit softer than we expected though, Lennox. I mean we're off by a good $10 million, so I think we have to understand that as part of the total. We don't make that all up in Q4, although we have a pretty significant increase in Q4 as tomo really takes off as we begin to reflect some of that. In addition to that, we do have some FX that hit the revenue line, which was a bit more than $10 million for the fiscal year. We didn't really talk about it, but I would throw that in there. And then I think when we gave that original guidance of range, we did have Adiana in for the year. And as you know, we discontinued that in April. So we lost another good $10 million there as well. So I think the $1.9 billion is very realistic based upon where we'll be on Q4 and the uptake that we're seeing in Breast Health. And then maybe I could just answer Anthony's question on the med device tax, because it does come up from time to time. And we have not put out any kind of guidance for FY '13. But the way to think about it is we will be paying our fair share, our 2.3%. If we look at our fiscal 2012, really as proxy maybe, and think about the $1.9 billion, the way I would think about it is 73% of our revenues are U.S.-based. That's what would be covered under the tax. We get to take off service. That would come out of the equation. In addition to that, it's not the revenue price we sell at, but a manufacturing selling price. So in essence, I think it comes down to 60% to 65% of our total revenue, $1.9 billion we would apply 2.3% against. So if it was FY '12 we were talking about, it'd be the low $25 million for the med device tax. That's the way you would calculate it. For our fiscal of 2013, it does only affect 3 quarters because our fiscal year starts October 1 and the tax starts on January 1. So we're going to be in there for 3 quarters of a year.

Lennox Ketner - BofA Merrill Lynch, Research Division

Analyst

And then just one follow up, if I could, is on the ThinPrep business. I believe you said it was down around 3% in the U.S., which is consistent with what you’ve talked about in the past in terms of the long-term outlook. How should people be thinking about that going forward at the end of our longer-term model? Do you still feel like down low-single digits? Is it the right way to think about the U.S. ThinPrep business from a longer-term perspective?

Robert A. Cascella

Analyst

Yes, we've commented before that we thought there was going to be a fairly consistent 2% to 3% erosion on a year-over-year basis for, at a minimum, the next 3 years, maybe slightly beyond. But we do think that at some point, and where that is, is obviously a guess that we struggle with as well, that as there's increased adoption to new guidelines does that accelerates that erosion, we just think that there's a lot of inertia behind the path. And as a result of that, we're focused on that 2% to 3%. But we do think at some point, and let's call it 4 or 5 years out, that there is an accelerated erosion that is the result of guideline achievements [ph] .

Operator

Operator

Moving on to Jeremy Feffer with Cantor Fitzgerald. Jeremy Feffer - Cantor Fitzgerald & Co., Research Division: Most have been answered. Just going to follow-up with one. Any early word from insurance companies on adopting the women's preventative health services mandate in the ACA?

Robert A. Cascella

Analyst

No. We would only hope in many respects, but we were certainly hearing a lot of talk about it, but there's also a lot of confusion about what it exactly means and what actually does survive. So yes, we believe that many of our products are well positioned because of being prevention, wellness and so on and so forth. But that is not anything that, from a private pay perspective, we're seeing traction on. Jeremy Feffer - Cantor Fitzgerald & Co., Research Division: And just to be clear, would -- mammography would be covered under that, correct?

Robert A. Cascella

Analyst

Yes.

Operator

Operator

Your next question will come from Jon Groberg with Macquarie Capital.

Jonathan P. Groberg - Macquarie Research

Analyst

Just 2 for me. One is a clarification. I think at the end of your fiscal second quarter, you also had really good order growth you were talking about with tomo. Now you have enough orders. Can you maybe, in the hundreds that you talked about, can you maybe just talk about from the time that someone places an order to when it gets booked, just the average that it is today, how that changed from maybe a quarter ago and what you expect that to be over the next few quarters?

Peter K. Soltani

Analyst

Sure. I mean it's hard to put a number on it because it varies. I mean there's sites that will have -- I mean, for example, the site may be getting an additional -- their second or third tomosynthesis unit, in which case they don't have any barriers relative to training, or in which case things can proceed fairly quickly. Other sites that are really just getting going that might have a larger number of folks to train will clearly take longer. So it is really a range, I would say, sort of the extremist maybe an entire quarter's worth. But there isn't a good average number that I can really give you that would make sense.

Jonathan P. Groberg - Macquarie Research

Analyst

Okay, I was looking for an average. I recognize there was a range over all the instruments, so I was just curious if that was something that's kind of -- if you expected that to continue to elongate given what you're seeing or if that -- if kind of where we're at now, you could get to more of a steady state?

Peter K. Soltani

Analyst

Yes. A great way to look at this, I think, is that this is the rollout of a new capital equipment cycle. And generally what all of us that sell capital equipment want is a bigger backlog, so we have better visibility and can manage things like installations more effectively. It's just early on in the introduction of those products, so we're all operating here at Hologic with a fairly thin backlog relative to what a quarter's requirements are. And consequently, we are a bit more susceptible to a customer delay, which could range to give you the range that you had asked for. We could ship a tomo unit tomorrow if a customer ordered it today or that customer may say I want to have all my rads [ph] trained, so why don't you ship it in 2 months when I get everybody pulled together. So unfortunately, there is a very broad range, and our answer is let's accumulate as much backlog as we can, so we get better visibility on the quarter, and we have much better planning capabilities as a result of same.

Jonathan P. Groberg - Macquarie Research

Analyst

Okay. And then, Glenn, on the -- I think you actually gave your target on the RIC for Gen-Probe at 13%, if I heard correctly. Can you maybe just talk about the timing of hitting that number? And also if that assumes just kind of the disclosed cost synergies that you've disclosed so far, or if you're assuming more kind of being maybe a bit more aggressive on the cost synergy side?

Glenn P. Muir

Analyst

No, it would include a bit more, including some revenue synergies. So what we've talked about in the past is if we only include the cost synergies that we gave guidance to, the $40 million in the first year and the $75 million by year 3, we felt over the 10-year planning period, which we used to calculate our return on a discounted cash flow basis, we'd be at 9%. But once we factored in some of the revenue synergies that we haven't disclosed that we are now looking at in some of the models that we've created, we feel we can get up to that 13%. So it is over that extended planning horizon.

Operator

Operator

We thank you, ladies and gentlemen. That is all the time we have for questions today. This does conclude Hologic's Third Quarter and Fiscal 2012 Earnings Conference Call. Have a good evening, everyone.

Robert A. Cascella

Analyst

Thank you.