Hello, and thank you for standing by. My name is John, I will be your conference operator today. At this time, I would like to welcome everyone to the Clarivate Life Sciences & Healthcare divestiture call. All lines have been placed in mute to prevent any background noise. After the speakers' remarks, there will be a question- and- answer session. If you would like to ask a question during this time, simply press star, followed by the number one on your telephone keypad. To withdraw your question, simply press star one again. I would now like to turn the conference over to Mark Donohue. Please go ahead. Hello, everyone. Thank you for joining us for the announcement about the sale of the Life Sciences & Healthcare segment. As a reminder, this conference call is being recorded and webcast and is copyrighted property of Clarivate. Any rebroadcast of this information in whole or in part without prior written consent of Clarivate is prohibited, and an accompanying presentation is available in the investor relations section of the company's website. During our call, we may make certain forward-looking statements within the meaning of the applicable securities laws. Such forward-looking statements involve known and unknown risks, uncertainties, and other factors, and may cause the actual results, performance, or achievements of the business or developments in Clarivate's industry to differ materially from the anticipated results, performance, achievements, or developments expressed or implied by such forward-looking statements. Information about the factors that cause actual results to differ materially from anticipated results or performance can be found in Clarivate's filings with the SEC and on the company's website. Our discussion will include non-GAAP measures or adjusted numbers. Clarivate believes non-GAAP results are useful in order to enhance understanding of our ongoing operating performance, but they are a supplement to and should not be considered in isolation from or as a substitute for GAAP financial measures. Reconciliations of these measures to GAAP measures are available in the press release and supplemental presentation on our website. With me today are Matti Shem Tov, Chief Executive Officer, and Jonathan Collins, Chief Financial Officer. After our prepared remarks, we will open up the call to your questions. With that, it is a pleasure to turn the call over to Matti. Good morning, everyone, and thank you for joining us. Earlier this year, we announced that we concluded the strategic review and decided to pursue the sales of our Life Sciences & Healthcare business. Today, I am pleased to share we have reached an agreement to sell the entire segment to Altaris, an investment firm specializing in the healthcare industry. We expect the transaction to close by year-end, subject to customary regulatory approvals and closing conditions. Jonathan will walk you through the transaction detail and the financial impact in just a few moments. First, I want to take a step back and explain why this is an important moment for Clarivate. This is a major strategic step forward. We will sharpen our focus, improve the quality of the business, and position Clarivate for stronger long-term value creation. About 18 months ago, I laid out our value creation plan around four key strategic pillars. Since then, we made solid progress. We have improved the quality of our revenue mix by increasing our focus on recurring revenue, which is driving 900 basis point improvement in organic recurring revenue mix to 89%. We have enhanced sales execution with organic ACV growth improving 160 basis points. We have moved quickly on innovation, especially with generative and agentic AI. We have released 16 major products and AI-powered capabilities, with thousands of customers using these AI capabilities on a daily basis. Today's announcement marks an improvement step on the fourth strategic pillar of the VCP, portfolio rationalization. Combined with our improving operating results over the last five quarters, this is a clear demonstration of delivering on our commitments. We see four major strategic benefits to this divestiture. First, most importantly, this makes Clarivate more focused. It allows us to concentrate fully on the two segments where we are a leading global player. Academia & Government and Intellectual Property generate the vast majority of our profit and free cash flow. I believe we will reach our organic growth potential in both businesses more quickly when all our attention and resources are directed towards them. Second, it gives us a simpler operating model with better alignment across the company. Third, it improves our financial profile in several ways. Recurring revenue mix goes up, profit margin expands, and capital intensity subsides. In total, this will improve the predictability of our business and sustain free cash flow after the transaction closes. Finally, the cash proceeds from the sale will give us another way to reduce debt and lower leverage over time. Overall, this transaction give us more focus, clarity, and financial flexibility as we move forward. What excite me most about this transaction is the future. We will be more focused with a stronger position to deliver AI-powered solutions that drive the knowledge and the innovation economy. Our proprietary solution in intelligence, workflow, and services are deeply embedded in the innovation life cycle. With this sharper portfolio, we will be even better positioned to serve the universities, research institution, corporation, law firms, and patent offices that rely on us every day. I'm more confident than ever in our ability to drive performance and create long-term shareholder value. With that, let me turn it over to Jonathan to walk through the specifics of the transaction and the financial implications for our company. Thank you, Matti, good morning, everyone. Slide 11 provides an overview of the key terms of the transaction. The definitive agreement we reached with Altaris is to sell substantially all of the LS&H segment for a total consideration of $600 million, comprised of $525 million of cash and a $75 million seller note. From an enterprise valuation perspective, this represents just over 10x the segment-adjusted EBITDA, less capital spending, which is an approximate three turn or more than 40% premium over the same metric for Clarivate as a whole. We intend to use the net cash proceeds to retire a combination of our 2028 and 2029 notes, we expect the transaction to close by the end of this year, subject to customary regulatory approvals and closing conditions. Please turn with me now to page 12 for a view of the financial implications of the transaction. We are confident that the transaction will improve our key financial metrics, and importantly, will have a negligible impact on our free cash flow run rate moving forward. The chart on the page highlights what we would expect our results would be for this year without the LS&H segment. The first column represents the midpoints of our 2026 full year guidance ranges, which we are affirming today, except for free cash flow, which now reflects the additional transaction cost we expect to incur to get from signing to closing. The right column estimates this year's projected results, excluding the LS&H segment for the entire year, and highlights the impact. While we expect revenues and adjusted EBITDA would be lower by approximately $370 million and $120 million respectively, we expect to maintain free cash flow as the entire adjusted EBITDA decline would be offset by lower capital spending, one-time cost, interest, and taxes. The LS&H segment has the highest transactional revenue, the lowest profit margin, and the highest capital spending intensity in our portfolio. As a result, we expect our recurring organic revenue mix to improve by 300 basis points, our profit margin to improve by 200 basis points, our capital spending to decrease by $60 million, and our free cash flow margin to expand by more than 300 basis points. In addition to the capital spending reduction, the midpoint of this year's free cash flow guidance contemplated $15 million of one-time cost related to the transaction to get to a signing. We are now estimating an additional $20 million to get to closing, for a total of $35 million related to the LS&H business that will not recur. We also expect to use the cash proceeds to repay debt, which will result in about $25 million of interest savings. There are also about $5 million of cash taxes associated with this segment. All told, we would expect free cash flow would be slightly higher this year, excluding the LS&H business, demonstrating our ability to maintain our strong free cash flow generation after the transaction is complete. Please turn with me now to page 13, where we illustrate the impact of utilizing the cash proceeds for debt reduction. As we highlighted on our first quarter earnings call, we expect to generate at least $400 million of free cash flow per year on average over the next few years, as we have the last few years. We do not expect this to change after the LS&H divestiture. We plan to use our free cash flow and the net cash proceeds from this deal to repurchase or retire the 2028 and 2029 notes in their entirety by their respective maturities. This disciplined capital allocation should result in lowering our net leverage by about 1.5x over the next few years. In summary, this transaction represents continued progress executing on all four pillars of our value creation plan. As Matti outlined at the onset of the call, we've improved the predictability of our business by increasing our recurring revenue mix, we've accelerated our organic growth, we've delivered significant innovation in our products through the adoption of AI, and we've now rationalized our portfolio through the strategic sale of the LS&H segment. The transaction will further improve our recurring revenue mix, expand our profit margins, lower our capital intensity, and will maintain our free cash flow generation while allowing us to reduce our debt, leading to an enhanced financial profile for the new Clarivate moving forward. I want to thank all of you for listening in this morning. I'm now going to turn the call back over to John to take your questions. Thank you. Ladies and gentlemen, at this time, we will now begin the question- and- answer session. As a reminder, in order to ask a question, please press star followed by the number one on your telephone keypad. If you would like to withdraw your question, press star one again. We will pause for a moment as we assemble the question and answer roster. Thank you. Our first question comes from the line of Manav Patnaik with Barclays. Please go ahead. Thank you. Good morning. Congrats on the deal. I guess I had a question on the process and maybe some color on how many interested parties, et c, there were to get to this decision. Jon, if I could just squeeze in from a modeling perspective, will you start reporting this as discontinued operations? In the next quarter, how should we be changing our model? Just curious on that. Yeah, thank you for the questions, Manav. On your first point as it relates to the process, we ran a very robust process. We had a number of combination of both strategic and sponsors that expressed interest in the business. We ran a competitive process and ultimately believe we delivered the best deal for shareholders as a result of that process. On your modeling question, you're absolutely right. Starting in the second half of the year, starting in Q3, between that point and whenever the transaction closes, the life sciences segment will be reported as discontinued operations. For the same period, starting in the second half of the year, we will exclude it from our organic measures, whether that's organic growth or organic recurring revenue mix, those types of items. We've reflected what we believe that'll look like on the appendix slide that we included in the materials. Thanks for the questions, Manav. Our next question comes from the line of Scott Wurtzel with Wolfe Research. Please go ahead. Hey, guys. Good morning, and thanks for taking my questions. Just on the pro forma recurring revenue mix, is this low 90s%, is that a good way to think about just the mix of the business as we think about the medium term here? Then just as a quick follow-up, I would assume probably pretty minimal, but any potential like dis-synergies to consider associated with the sale? Thanks. Thank you for the question, Scott. To your first point, that's absolutely right. When we pull out the life sciences business and we look at the A&G and the IP businesses as the organic components of the business, we will now be over 90%, or about 92% specifically, of recurring organic revenue mix. While we think there is still some opportunity to modestly improve that, this puts us in the ZIP code that Matti has indicated before would be our target. We want to be an over 90% recurring organic revenue mix business. That's the highlight on that. To your second point on dis-synergies, we are very comfortable that we will deliver the cost reductions associated with the transaction that are reflected on page 12. We do believe the adjusted EBITDA impact and the adjusted EBITDA impact less CapEx will be about $120 million and $60 million respectively on a go-forward basis. Thanks for the question, Scott. Our next question comes from the line of Ashish Sabadra with RBC Capital Markets. Please go ahead. Ashish Sabadra, your line is now open. Sorry. Thanks for taking my question. Just wanted to follow up on any potential for continued cross-selling opportunities, even post the divestiture. That'll be one. Just a follow-up on the focus on AI. We've seen companies' token costs increase significantly. I was just wondering your ability to continue to drive margin expansion and lower capital intensity for the rest of the business, even with AI investments. Any color on that front? Thanks. I'll take the question, Jonathan, with for AI, right? We are intensifying our use of AI investment both internally and externally. Externally, as I mentioned over the call, we have introduced quite a number of new AI products, over 16 or 18 products into the three different segments. Internally, we do have the notion of implementing AI across the company in different ways. We are making our GTM more efficient, the go-to-market more efficient. There are some opportunities on the tech development going to the market with products faster, some further automation of corporate. The margin expansion opportunity is there for further AI automation internally as well. Jonathan, anything to add here? Yeah, thanks, Matti. Just on your cross-sell point, Ashish, I think it's a fair point that we do have shared customers between all three of our segments. We're committed to separating these businesses in such a way that prioritizes continued great customer service for all of those customers. I think on a go-forward basis, the emphasis on shared customers and opportunities there will be between the A&G and the IP segments. Thanks for the question, Ashish. Just to add, Ashish, that we're running three different segments for over, I guess, the last three years. Each one of the segment has its own sales organization, we will continue to cooperate between A&G and IP. Obviously, we will also continue to cooperate with Altaris as well as we go forward- As a reminder- [inaudible] ...if you would like to ask a question, please press star followed by the number one on your telephone keypad. Our next question comes from the line of Shlomo Rosenbaum with Stifel. Please go ahead. Hi, thank you very much for taking my questions. I want to focus on two things. One is the higher level, and the other one is just kind of mechanical. The first one, I just want to understand very much how you're reducing the debt load and you're getting ahead of the issue with these bonds being due. In terms of accelerating the organic revenue growth, which is really the key value driver, I think, for the stock, how do you see this really playing out and how is this going to really change how the company operates or how the management operates or how you're going to get that up? Then on the second part of it is I'm trying to understand how divesting this business improves your free cash flow. If you take $120 million of EBITDA, you subtract $60 million for CapEx, another $30 million for taxes and interest expense, you still have $30 million of free cash flow, yet you're showing that the cash flow goes up without this business and I'm trying to reconcile those numbers. Thank you. Yeah, Shlomo, maybe I'll take that second one and then Matti can comment on the higher level. It's just a function of the fact that this year's free cash flow will include about $35 million of transaction costs. You're absolutely right, the contribution pre-transaction cost will be $30 million. Our indication of $380 million for this year's free cash flow includes $35 million of transaction costs that will not recur and as a result, without this business, we would be just slightly higher. With that, Matti, maybe I'll let you take the point on organic growth. Definitely it's the matter of focus, and more focus. Just remind ourselves A&G and IP are clear market leader. They are at scale. We have very strong deep customer relationship. We have strong content and technology platform diverting attention to two segments, further focusing on those two are advantages of the two segments will allow us to do a better job in introducing new product, the Go-To-Market and other element of the business. Let's just remind ourselves that there is some benefit of having both IP and A&G together benefiting from technology platform, some commercial channels, scale, and efficiency of customer reach. Yeah, we believe that our targets to improve and to grow the business will be better served once we have two segments rather than two leading segments rather than the three segments. Thank you. Moving to our last question for the day, we have Andrew Nicholas with William Blair. Please go ahead. Hi. Thank you. Appreciate you taking my question. I wanted to just follow up on the last couple on the connectivity between A&G and the IP segments. Understand that with just the two now under the umbrella, you can commit a little bit more focus to them individually, but can you speak to what the connectivity between those two segments looks like today and maybe what the roadmap is for enhanced collaboration in the new model, if any? Thank you. Maybe I'll take this one and talk a little bit about this. Let's look back 20 months ago. We started the value creation plan, putting our plan together. We did exactly what we said we're going to do. We put the main theme would be improving the revenue mix, improve sales execution, improve sales and improve AI innovation. That's exactly what we've done. Now with this Life Sciences divestiture, we are completing the strategic review. We do see the benefit of having the two segments in place. As I mentioned, technology knowhow, AI capabilities. We do share some commercial channels, and we are bigger together and better together. Still, we can operate those two segments independently and the main thing remain creating shareholder value. Jonathan, anything to add? No, that was great. Thank you and I think that represents our last question. Thank you everyone for listening in this morning. With that concludes our call. Thank you.