Good afternoon, and welcome to Agiliti's second quarter 2022 earnings conference call. Today's call is being recorded, and we have allocated one hour for prepared remarks and Q&A. At this time, I'd like to turn the conference over to Kate Kaiser, Senior Vice President of Corporate Communications and Investor Relations at Agiliti. Thank you. You may begin. Thank you, operator, and hello, everyone. Thank you for joining us on today's call as we provide an overview of Agiliti's results for the quarter ending June 30, 2022. Before we begin, I'll remind you that during today's call, we'll be making statements that are forward-looking and consequently are subject to risks and uncertainties. Certain factors may affect us in the future and could cause actual results to differ materially from those expressed in these forward-looking statements. Specific risk factors are detailed in our press release and our most recent SEC filing, which can be found in the Investors section of our corporate website at agilitihealth.com. During this call, we'll also be referring to certain measures that are not calculated and presented in accordance with generally accepted accounting principles. You can find a reconciliation of those measures to the most directly comparable GAAP measures and a description of why we use these measures in our press release. To download a copy of the presentation that we will use to facilitate today's discussion, please visit our website at agilitihealth.com, select the Investors section at the top of the screen, and then Events and Presentations. Finally, select the presentation titled Agiliti Q2 2022 Earnings Slides. With that, I'll turn the call over to our CEO, Tom Leonard. Thanks, Kate, and good afternoon. Thank you for taking time to join us as we review our results from the second quarter of 2022. Joining me today is our CFO, Jim Pekarek, and our President, Tom Boehning, who leads our commercial operations. While our overall financial outlook remains largely on track for the full year, in Q2, some aspects of our business performance differed from our expectations. Today, we'll provide color on the factors that impacted the quarter and share our perspective on the remainder of 2022. With half the year's work still ahead of us, we continue to expect our full year results to be within our original guidance range, but we now expect to finish at the low end of that range. As we review our results today, I want to emphasize the consistently strong underlying performance of our core business. Later on the call, Tom Boehning will provide an update on some of the factors driving our confidence in our financial outlook. Jim will provide additional detail on our Q2 results and share our high-level assumptions for the full year before we pause to take your questions. I'll start by discussing the two transient factors that were a drag on our performance in the quarter and that caused a variance from our expectations. First, you'll recall that Agiliti was previously awarded an extension of up to one year on our Health and Human Services government agreement for medical device stockpile management, or for simplicity, the HHS agreement. This extension re-scoped our work to reflect normalized post-COVID management of the medical device stockpile and consists of both a fixed fee and a time and materials-based fee structure. Our assumption accompanying our full year financial guidance was that revenue from the re-scoped HHS agreement would show a year-over-year decline of $40 million-$50 million, with the difference primarily reported within our onsite business. However, in Q2, the government unexpectedly paused the time and materials work that we perform at their direction. Consequently, we now expect the full year financial impact from the HHS agreements to be an incremental $10 million-$15 million reduction to revenue compared to last year. Jim will provide additional detail during his remarks. A final note related to the HHS agreements. The Department of Health and Human Services recently published a request for proposal for its new multi-year agreement for the management of the Federal Emergency Stockpile of Medical Equipment. On August fifth, Agiliti submitted its formal response, and we are awaiting next steps on what is expected to be a new five-year contract award. The second factor driving variance from our expectations comes from the rental portion of our business. We have previously described the net COVID impact of higher medical device utilization in 2021 as a $30 million-$40 million full year benefit to revenue. We further defined this tailwind as the excess of COVID-driven rental revenue in 2021 over the 2019 pre-COVID baseline utilization for our rental fleet. Starting in Q2 this year, rental device utilization appears to have re-baselined at a level below that 2019 pre-pandemic level, meaning utilization for these peak need devices, which primarily include infusion pumps, ventilators, and patient monitoring devices, and which represent a subset of our overall rental fleet, has recently stabilized at a level that would suggest $20 million-$30 million less revenue and corresponding margin in 2022 than implied by our initial guidance. I want to note that our rental re-baseline assumption is simply a conceptual jumping-off point for managing and growing the business from here. This assumption may prove conservative, and we may ultimately see some reversion towards historical utilization levels. Both COVID impacts and the HHS agreements have been the primary drivers of unexpected variability in our reported results, both favorable and unfavorable, during our first five reporting quarters as a public company. Throughout this same period, our base underlying business has continued to perform in line with our expectations and our financial guidance. While COVID and the government contracts have been topical issues in recent quarters, it is the strong and predictable performance of our base business that puts us in the position to largely overcome these short-term unanticipated headwinds and reaffirm our full year guidance range. Further, we're particularly excited about the results coming from our 2021 acquisitions of Sizewise and Northfield Medical. Both are performing well, and in some measures, performing well above our initial expectations. We're seeing strong momentum from the combination of these businesses into our solution offerings. As we lap the next few quarters, which still include both COVID and HHS contract impacted results, we expect to carry our organic growth momentum into 2023. Let me now turn the call to Tom Boehning to offer his perspective on the business in the quarter. Well, thanks, Tom, and hello, everyone. I'll build on Tom's opening remarks today with some context on evolving macro trends and a few brief updates on our commercial progress. First, as Tom mentioned, we are seeing strong new business momentum within our selling organization. There's been a clear shift in our customers' mind share from a focus on short-term COVID response to an increasing focus on longer-term strategic initiatives, emphasizing cost control and quality of patient outcomes. This shift has only accelerated with the economic challenges our customers face today, and Agiliti remains well-positioned to help. As a result, within Agiliti, we are seeing the expected return to balanced demand across our solution portfolio. This mix shift away from the COVID-driven reliance on our rental offering gives us confidence in the continued strength of our core business as we move forward. Importantly, we've also broadened our solution portfolio over the last few years, leveraging our strong balance sheet and our disciplined approach to M and A. The recent additions to our business are accelerating our success across the entirety of our solution portfolio. The addition of surgical equipment repair capabilities, for example, has elevated our customer call point and taken us more meaningfully into the procedural areas of the hospital. Our local market capabilities, combined with the market-leading bariatric patient beds, mobility equipment, and clinical services from our acquisition of Sizewise, are enabling us to compete for opportunities that neither company was doing separately just one year ago. Next, I'll briefly touch on the general subjects of labor availability, wage inflation, and supply chain risks and their impact on Agiliti. Much as we've shared the last several quarters, we have not seen any meaningful impact from these macro issues within our business, and they are not a material factor in our financial results. In prior calls, we've described how our unique operations infrastructure, local market scale, and our skilled labor stack provide us business levers which we have used to effectively manage through potential challenges to date. Our customers, however, are feeling the impact of these macro forces, and we remain well-positioned to continue helping the provider organizations navigate these challenges. We have long described Agiliti as a company on the right side of healthcare. In today's climate of capital and labor constraints, our ability to deliver meaningful cost, clinical, and operational efficiencies to our customers is driving our accelerating momentum. Reflecting on our acquisitions, we previously noted the completion of integration activities for our March 2021 acquisition of Northfield Medical. While a COVID-driven focus negatively impacted hospital procedure volumes and limited customers' focus in this area over much of the last two years, we are seeing new contract wins accelerating for our surgical equipment repair solutions. While we still have significant work ahead of us to complete the integration of Sizewise, our cost synergy achievement is already comfortably ahead of our expectations. More importantly, our early commercial success with this newly combined offering is another key factor giving us confidence in our financial outlook. Reflecting more broadly, Agiliti maintains an active pipeline of M and A opportunities and the financial flexibility to pursue them. We continue to evaluate targets where we believe Agiliti can be a better owner, meaning we seek opportunities where we can drive profitable volume through our at-scale nationwide infrastructure. Extend the value we provide for our customers and enhance our competitiveness. With that, let me turn things over to Jim to review the details of our financial performance. Thank you, Tom. I'll start with an overview of our Q2 financials and then offer some comments on our outlook for the year. For the second quarter, total company revenue totaled 274 million, representing a 9% increase over the prior year. Adjusted EBITDA totaled 70 million, a 10% decrease compared to Q2 last year. Adjusted EBITDA margins totaled 25% for Q2 of 2022. As Tom described, adjusted EBITDA margins versus the prior year were negatively impacted by the HHS agreement, as well as lower medical device rental utilization in the quarter. Our solid overall operating performance drove our net income of $5 million for the quarter. On a year-to-date basis, net income increased over $20 million compared to 2021. Adjusted earnings per share of 0.19 in the quarter compares to 0.23 in the year ago period, driven by both a slight decline in adjusted net income and an increase of 8 million fully diluted shares outstanding, primarily associated with the company's April 2021 IPO. Taking a closer look at the second quarter across each of our service lines. We delivered revenue growth across both Equipment Solutions and Clinical Engineering and an expected decline in Onsite Managed Services revenue. Equipment Solutions revenue totaled 107 million, up 48% year-over-year. Our October one acquisition of Sizewise contributed approximately 38 million in revenue in Q2. We neither expected nor saw any excess COVID-driven demand in Q2. However, as Tom described, customer utilization of our medical equipment fleet in the quarter was somewhat below pre-pandemic levels and below our expectations. A reminder that when comparing Q2 year-over-year, in the prior year period, we had estimated a favorable impact from COVID-driven device demand of approximately $3 million. Moving to Clinical Engineering, Q2 revenue was 104 million, representing year-over-year growth of 3% for the quarter. Revenue from our HHS agreement was lower year-over-year as we move from the active deployment and in-market support of the stockpile devices to the longer-term pricing levels associated with the ongoing maintenance of the stockpile. Further, and as described earlier, a pause of time and materials work resulted in lower than expected revenue under this contract in the quarter. Finally, our Onsite Managed Services revenue totaled 63 million, representing a year-over-year decline of 19% for the quarter. This is primarily driven by the renewal pricing and revised scope of our HHS agreement, as expected. Reflecting more broadly on our onsite services, for the past two years, customers were primarily focused on COVID response and related challenges. As we have reengaged with our customers on their longer-term, more strategic cost and quality initiatives, we continue to see new Onsite Managed Services opportunities successfully moving through our sales funnel. Continuing down the P&L. Gross margin for Q2 totaled 98 million, a decrease of 1 million year-over-year. Our gross margin rate was 36%, down 400 basis points from the prior year period. The decline in margin rate was volume-driven, primarily due to lower medical device placements and factors related to the HHS contract as described. SG&A costs for Q2 totaled 82 million, an increase of 1 million year-over-year. The increase was primarily due to SG&A costs from our 2021 acquisitions, net of achieved synergies. SG&A expenses as a percentage of revenue totaled 30%, which was an improvement of over 200 basis points versus the prior year. As we continue to integrate our recent acquisitions and organically grow our business, we expect to see further SG&A leverage over time. Moving to the balance sheet. We closed Q2 with net debt of 1.07 billion, which includes 1.09 billion in debt, less 17 million of cash on hand on our balance sheet. Our cash flow from operations through June 2022 was 101 million, driven by strong operating results and lower interest costs resulting from the pay down of our second lien debt facility as part of the IPO. In addition, our cash flow from operations, less cash flow from investing activities totaled over $60 million, which represents a conversion of 2.5 times our net income on a year-to-date basis. Strong cash flow generation and last twelve months Adjusted EBITDA growth resulted in a reported leverage ratio of 3.3 times in Q2. In the quarter, we utilized our cash on hand to pay down over $50 million in debt obligations. This principal reduction is expected to reduce our cash interest payments by roughly 3 million annually. Looking forward, we will remain diligent in determining the optimal uses of our strong cash flow generation. We continue to target leverage in the low- to mid-3x range as we expect to use our strong balance sheet and cash flow generation to fund future opportunistic M and A. Agiliti maintains a position of solid liquidity with 239 million available as of June 2022. This includes our revolving credit facility as well as cash on hand. Finally, a reminder in the terms of our debt, given the macro view on near-term interest rates. In total of our 1.07 billion in debt, we maintain an interest rate swap agreement on 500 million of our debt, which has swapped floating rate terms for fixed rate terms. This provides a partial hedge for any anticipated market rate increases over the next year. Turning now to our 2022 outlook. We are reaffirming our full year financial guidance and now expect to come in at the low end of the range for revenue, Adjusted EBITDA, and Adjusted Earnings Per Share. Additionally, we are reducing our CapEx investment forecast range in line with our current revenue outlook. I'd like to spend my last few minutes reviewing the key assumptions that inform our current outlook. As we have shared in our prior earnings calls, throughout much of 2022, our financial guidance assumed that our results would comp against the 30 million-40 million in high margin COVID-driven revenue tailwinds from 2021. While we saw some COVID-driven demand early in H1 of this year, our 2022 plan assumed a return to pre-COVID equipment utilization levels for the balance of the year. In Q2, we saw our equipment utilization levels drop below pre-COVID levels. Accordingly, with an assumption that our equipment placements have re-baselined at the current level, the negative impact on revenue and margin for the full year is expected to be in the range of $20 million-$30 million. Turning to the HHS agreement. We previously shared that our new HHS agreement had consolidated several prior agreements, and its narrowed scope reflects the ongoing management and maintenance of the device stockpile. While we are not permitted to disclose financial and operational details of our contract beyond what the government discloses directly, implicit in our prior guidance was the expectation that Agiliti would see a 40 million-50 million revenue reduction in 2022. As Tom shared in his opening remarks, in Q2, we learned that certain time and materials work would be deferred until a new HHS contract is awarded. We now expect the full year financial impact of the HHS agreement to be an incremental $10-$15 million reduction to revenue compared to last year, with that incremental reduction impacting our clinical engineering business and roughly split between Q2 and Q3 of this year. Next, consistent with the ordinary course of our business, we continue to sign and implement new contracts for our solutions as customers turn their attentions back to their long-term strategic and financial initiatives where our solutions play an important role. The impact of acquisitions. Our current guidance implies underlying organic revenue growth in the high single digit to low double-digit range. Our full year Adjusted EBITDA margins are expected to be in the range of 26%-27%. Finally, a reminder that our business historically experiences modest seasonality with the first and fourth quarters representing our strongest quarters based in part on the timing of the annual flu. The assumption that we will begin to recognize time and materials revenue under our HHS agreement starting in Q4 of this year. Any new T&M revenue would be in addition to the normal effect of seasonality on our financials. As I conclude, I want to echo Tom's opening comments by noting that we remain confident in our outlook on the year and expected to see continued momentum as we turn the corner to 2023. I'll now turn the call over to our operator to provide instructions for our Q&A. Thank you very much. At this time, we will be conducting a question and answer session. If you would like to ask a question, please press star one on your telephone keypad. A confirmation tone will indicate your line is in the question queue. You may press star two if you would like to remove your question from the queue. For participants using speaker equipment, it may be necessary to pick up your handset before pressing the star keys. We request all participants to limit their questions to one question and one follow-up. One moment please while we poll for questions. Our first question comes from the line of Kevin Fischbeck with Bank of America. Please go ahead. Great. Thanks. I want to dig in a little bit to your commentary about kind of the rebasing of the core volumes to below 2019. It seems a little bit like you guys are thinking about this as kind of a temporary dynamic. Clearly, this is a dynamic a lot of providers saw during Q2. Would love to hear, you know, how you're thinking about getting back to that 2019 baseline. Are you seeing anything in the July or August placements that point to that happening sooner rather than later? Or is this going to be a longer term kind of normalization? Kevin, this is Tom. Thanks for the question. This is the way I'd have you think about this rebaseline assumption. I think of it as really a starting point for utilization for us now on the overall medical device fleet and becoming our, let's just say, our jumping-off point for managing the business going forward from here. In that regard, this assumption of a rebaseline may likely prove to be a conservative assumption. As you know, providers were canceling and had lower procedure volumes over the course of the last quarter. That impacts some of the utilization. We've also seen providers somewhat concerned about their financial outlook when they do that. CFOs tends to look to tamp down expenses wherever they can. One of the areas that they'll typically push is around things like rental medical devices in their facilities. It's easier to do that certainly in the summer months that tend to be slower. While our assumption is one of effectively a rebaselining, it is likely going to reverse in some form back to the mean. What gives me some confidence in that is as we look back over the last two years, we have generally grown the number of rental contracts that we enjoy as a company over the last two years. What we have seen it do is roughly offset what has been the impact of additional medical device purchases that customers made during COVID. This is logic that has held true during each COVID wave. When the initial wave came and went, when Delta came and went, when Omicron came and went, in each case, utilization subsequently resets to right about where it was in 2019. It came as a surprise to us that it went below that. There are potentially more factors that are driving that. We're simply calling it a rebaseline for now just to use it as a, hopefully a conservative start point for how we grow the business from here. Okay. That makes sense. I guess agree then. Thinking about it that way, the new baseline is it feels conservative. A lot of other companies are not assuming that. I guess if we thought about that, excuse me, upside potential. Is there a reason to think that it might not come back? You know, I guess some of the companies have talked about the shift to outpatient, as a theme that may be accelerated during COVID, and in particular seemed to be pronounced in Q2. I guess, how does that shift impact your business? Is that something that might hold back that, or cause the rebaselining to be actually the right way to think about it longer term? For planning purposes, we're assuming it's factual, it's real, it persists. Again, it may be a conservative assumption, but that's what we've built into our update to our financial guidance for the balance of the year. If that turns out to be an overly conservative assumption, I would say that there'd be bias to the upside. Is the shift to outpatient a drag to your business or? We serve more than 9,000 customers, far more than just hospitals. Our primary customers, as we've shared before, tend to be both hospitals and health systems, including the non-acute care facilities that they own. What that means is we tend to be really everywhere there is medical device intensity. It doesn't matter to us if a procedure is performed at a hospital or if a procedure is performed at a surgical center, we are very likely there. The shifts to outpatients is something we follow as our customers follow it, and has no impact on our results. Great. Thank you. Thank you. Our next question comes from Matthew Mishan with KeyBanc. Please go ahead. Good afternoon, thank you for taking the questions. Just the first one on on-site managed services. You know, now that we've rebased a full quarter of the ventilator contract, and it seems like the time and materials is more in Clinical Engineering than on-site managed services. Is this the right baseline to begin from, you know, to look at that segment going forward? Should we be thinking about that now sequentially growing as you win new contracts? Yep. Great question, Matt. You're thinking about it spot on. It's exactly the right way to think about it. Okay. Then on Sizewise, that seems to be coming in above our expectations and maybe bucking the trend on, you know, equipment utilization at the hospital. You know, how is that acquisition being received by your customers? Just as a follow-up to that, you've had that for about a year now. Any thoughts on or updates on self-manufacturing? In terms of customer acceptance, I think it's clear from the results, the combination of the capabilities we picked up when we acquired Sizewise, as we integrated them with both the capabilities that we had, plus our local market logistics and service infrastructure, have been very powerful for us. The business continues to perform very well for us. We're you know now nine months into our ownership, thrilled with the transaction, thrilled with the teams that have come over, and expect this to continue to be a meaningful driver in our results going forward. It's one of the factors that helps us overcome those transient headwinds that we've described and give us confidence in our full year guidance range. In terms of the role of self-manufacture within our portfolio, we've traditionally sourced from others. The opportunity to self-manufacture was an important aspect of the Sizewise transaction. We continue to manage through that integration, really without issue. We're excited about the capabilities that we have, and we wouldn't hesitate for the right opportunity to expand what we're doing in terms of self-manufacture of products in our portfolio. Excellent. Thank you very much. Thank you. Our next question comes from the line of Zack Weiner with Jefferies. Please go ahead. Hey, thanks for taking the question. Just want to touch on procedure volumes and any potential backlog. Through COVID, obviously, we've seen procedure volumes been delayed, you know, and some folks are talking about backlog. Should that impact utilization going forward, and how should we think about that? When we think about where procedure volumes would impact us in the P&L, let me start there. The two places, one would be within Equipment Solutions, so within rental. You know, that's one of the factors in lower than expected rental in the quarter is procedure volumes were off from our expectations. As those come back, we would expect to see that benefit within Equipment Solutions. The other place that it impacts us is surgical equipment repair as part of our clinical engineering business. One of the drivers in higher repair volumes is more surgical cases, so that should be a small or slight tailwind for us as cases come back as well within Clinical Engineering. Got it. Thank you. Thank you. Our next question comes from the line of Amit Hazan with Goldman Sachs. Please go ahead. Hey, thanks. Good afternoon. I think I want to come back to the Equipment Solutions commentary and just try to understand your own visibility into what's going on with your customers. You know, as I think about volumes for hospitals in the U.S., you know, they really have never come back to 2019 levels, I mean, throughout the pandemic. Being below 2019 levels is not really a surprise to me. I'm just wondering if this is a relative thing for you that, you know, you had expected some percent of normal that, you know, has not been achieved or, you know give us a sense of what I'm really curious about here is, like, the precision with which you guys can actually be able to model the forward here, you know, based on what you see. Was this a relative thing, where you were expecting some kind of a return to a percent of normal that didn't happen? Because in absolute terms, I'm guessing it probably didn't surprise you that much. I'm just trying to figure out what's new and incremental here for you. That's a really good set of questions, and let me kind of unpack it, and feel free to, you know, push me in either direction as we go through this. What we know over the last two years is that customers made more purchases of medical devices, more than they would normally have access to devices. We knew that would be an impact on rental demands broadly. As you said, we still have not seen admissions census return to pre-COVID levels. That remains, for planning assumptions, a headwind as well. Offsetting that for us has been the increase in new contracts that we've won over the last two years. The going-in assumption on the year was that these two things would roughly offset, that the increase in our contract positions would roughly offset, where we would be from customers making additional purchases and the, you know, the current census environment. We felt that was a solid assumption to make because through each wave of COVID, the subsequent reset brought us back to that same place, right around that 2019 baseline. Again, with new contracts generally offsetting headwinds of census and headwinds from customer excess purchases of devices. When in early Q2, utilization started to go below that for the first time, that was new to us. What we do is we started then with simply a rebaseline assumption. Let's just assume that where we are today is the new normal, and that would tie to the 20 million-30 million top-line, bottom-line impact that we described, and it's implied then by our revised guidance for the full year. It may again be the case that that's too conservative of an assumption. Why? Well, because each and every wave, we tended to end up back near that 2019 baseline over the last two years. This is the first time that did not happen. There are reasons with the summer, with case volumes being off and others that are excess drivers. Remember, what CFOs want to do is push costs out of the system when they see uncertainty. One of the short-term costs that they often try to push is rental devices. Easier to do in periods of low utilization like this summer, which tend to be, you know, lower throughout the year for census. Ultimately, you know, care has to be delivered. If they don't manage their devices efficiently, they will end up renting more and that creeps back in. There are a couple of things that I think represents tailwinds for us on that overall conservative assumption. For planning purposes, we just assume this is the new baseline. It's 20 million-30 million top and bottom line impact for the balance of the year. That's our new start point. In terms of our ability to model it going forward, I'll say COVID's really been the only driver in this business. This is a business we've been in for more than 80 years. There's a lot of data in this business, not just in aggregate, but really by product line, like ventilator, but even by specific manufacturers. We have an extraordinary amount of data. This is a business that we have historically been able to model within very high level of precision, and that's our goal with the rebaseline. This position, assume this is the new start point and then begin to think about it in the ways that we always have and, again, hope that that assumption proves to be conservative. Yeah, that's great. That's really thorough. Just as a quick follow-up to that, I'm curious if you're able to comment on July and early August, but the true kind of second question is actually on On-site Managed Services. You know, if we kind of take the government piece out of it, and I think back to pre-IPO and the IPO and subsequent, you know, this is one division that feels like it's not coming through as we had expected prior to the IPO and around the IPO. I'm curious if that's the case for you. I know we heard, you know, we heard you guys, you said it before, COVID has definitely caused your customers to focus elsewhere. I get that. We also expected some improvement by this point as these customers come out of COVID. Maybe that's our fault for being a little bit too aggressive on that. Just help us out here on why we should continue to be confident that the kind of non-government OMSS should grow high single digits, low doubles, if that's the case. Yes. Start with the first part of your question around, did we see anything different in July or August to date? I would say nothing meaningful, but wouldn't expect to either. Summer, again, tends to be the low months. August is typically the lowest month for utilization of the fleet. So we weren't expecting and have not seen any change in utilization of the medical device fleet. In terms of on-site managed, you know, we described the impact year-over-year of the federal government contracts and, you know, what we have to overcome to show growth in that just from a comp perspective. We continue to sign new business. These tend to be larger deals. Larger deals tend to have longer implementations and to ramp on the revenue and ramp into the margin on those. Taking longer certainly than, you know, clinical engineering, which tends to be a lot faster, and obviously, rental is instantaneous when we drop the equipment off. We continue to be very comfortable with the progression of that business. While we haven't provided guidance beyond this year, what we have historically done is pointed folks to 2015 to 2019 and the historical organic performance of that business as a good starting point for modeling that business. As we get through this transition out of the COVID and into planning this business with our customers now that they're turning their attention there and implementing it, I think you'll see it comes along much as we've described. Thank you very much. Thank you. Our next question comes from the line of Matthew Borsch with BMO Capital Markets. Please go ahead. Yes. If I could just continuing on the utilization environment topic. What are you hearing from all of your clients? I'm sure it's not the same thing, but generally is explaining the lower volumes if there's any. You know, I guess what I'm interested in is, are they pointing to constraints on their availability of caregiver labor as a key factor or more just a lower level of demand organic utilization coming through the system? Uh, so there's been- Matthew, go ahead, Tom. No, please. We're seeing customers impacted by availability of labor. We're seeing higher cancellations, including due to supply chain inability to get what, you know, what they need to support the procedures. We are seeing also concern and uncertainty about their financial performance, including driven by the higher costs of labor, especially temp labor like nursing staffing companies that they have to turn to when they have labor shortages. The macro drivers plus some cost of labor challenges with things like having to access nurses through nurse staffing companies have created some uncertainty, and they are seeing some level of cancellations, and overall not the same demand that certainly they were expecting and that we were expecting of them in this past quarter. Tom, I don't know if you have anything else you wanted to add as color to that? No, I think you said it well, Tom. Great. To the extent you can comment on the HHS contract extension, I'm not looking for the financial terms per se, but just understanding. It's not clear to me what happened with the deferral of time and materials labor. Is that I mean, how did that come through? Was it, like, just a government decision that you were not necessarily expecting communicated to you? I mean, is there a why or, you know, how do you know that it's going to pick up in the fourth quarter with the continued deferral through the third quarter, if I'm understanding that right? Yeah, great question. So through the better part of the first quarter, we were still under an extension to the original agreement. We shared, near the end of the first quarter, we received the up to one-year extension, what we're calling the current HHS agreement. That contained provisions, as we've described, both for the fixed cost portion, which is to manage the stockpile, and then the time and materials portion, which is to do, you know, such other duties as the government may direct us to do from time to time. Shortly after that award, because we only do that work, that time and materials work at the government's direction, they informed us that that work that we would normally do under that time and materials part of the contract would be deferred until such time as there is a new five-year contract award, which as we've described, the RFP has been put on the street. We provided our response. We hope to see something, you know, shortly in terms of a decision on an award. It is our current understanding that post that award, the normal work that needs to be completed, that's done on a time and materials basis would restart. Implicit in our guidance is that restarts in Q4 of this year. Okay. Great. That's very helpful. Maybe one last question, if I could. I know you talked before, and maybe you touched on this. I apologize if I missed it. Are you still seeing the sort of high single-digit% growth, excluding HHS in your Onsite Managed Services segment? I know that's what you had talked about last quarter. I'm curious if that's still the case, or has that been influenced somewhat by the lower than expected level of utilization? Unfortunately, at least on my phone, Jim's microphone seemed to drop out in the middle of his remarks. What he had shared is, when you take out the transient COVID and HHS impacts, which we've described and quantified for you, and then of course you adjust for the annualized impact of acquisitions, what our current guidance continues to imply is underlying organic revenue growth in the high single digit to low double digit range. Okay. Right. It's specific to On-Site Managed Services. Oh, I'm sorry. This is for the business overall. Okay. Got it. Okay. Well, no, that's very helpful. I appreciate. I did actually catch that. Jim was coming in and out, but I guess I got that one part. I was more sort of a question within that, a granular question that I understood that. Correct me if I'm wrong, I thought that last quarter you had said that if you strip out HHS, that the organic growth, specifically in Onsite Managed Services, was chugging along in a high single digit range. I just wondered if that had changed at all as a result of perhaps, you know, utilization, even though I know that's mostly an Equipment Solutions factor, or it hasn't changed. Jim, can you comment on that? Yeah. It hasn't changed from Q1 to Q2 in terms of the prior guidance that we had shared, Matthew. Okay. Okay, great. I'm good. Thank you. I apologize if my line went in and out. I did not realize that, Theo. It always works during the- I think we got most of the important stuff. All right. We'll get the rest of it later, Matthew. Thank you. A reminder to all participants, if you would like to ask a question, then please press star and one on your telephone keypad. Ladies and gentlemen, we have reached the end of the question and answer session, and I would like to turn the call back to Tom Leonard for closing remarks. Thank you, operator. So as we conclude our prepared remarks today, I do want to reiterate the key messages that we hope you heard during our call today. First, COVID and our HHS agreement have been the primary drivers of variance, both favorable and unfavorable, in our financial results since our IPO. We do currently expect to lap the periods impacted by these transient factors over the next few quarters. Second, our unique operations infrastructure has allowed us to continue to absorb macroeconomic headwinds, including labor availability, inflation, and supply chain impacts, without material impact to our performance. Third, that Agiliti remains a company on the right side of healthcare. We're well-positioned to help our customers address these very same economic headwinds. As a result, the underlying base business of Agiliti remains strong. Fourth, we've been successful at identifying and integrating acquisitions that enhance our overall value to our customers and that are now meaningfully contributing to our performance. Finally, that as we lap the transient headwinds impacting our reported results, we expect to bring demonstrable organic growth momentum into 2023. With that, I want to thank you for your interest in Agiliti, and this will conclude today's call. Thank you. Ladies and gentlemen, thank you for your time, and thank you for your participation.