Fortrea Holdings Inc.

Ladies and gentlemen, thank you for standing by. Welcome to Fortria's second quarter 2024 earnings conference call. At this time, all participants are in a listen-only mode. After the speaker's presentation, there will be a question and answer session. To ask a question during the session, you would need to press star 11 on your telephone. You would then hear an automated message advising your hand is raised. To withdraw your question, please press star 1-1 again. Please be advised that today's conference is being recorded. I would like now to turn the conference over to your speaker today, Hema Nguva, Head of Investor Relations and Corporate Development. Please go ahead.

Good morning, and thank you for joining Fortria's second quarter 2024 earnings conference call. I am Hema Nguva, Head of Investor Relations and Corporate Development at Fortria. On the call with me today are our CEO, Tom Pike, and CFO, Jill McConnell. The call is being webcasted, and the slides accompanying today's presentation have been posted to our investor relations page for TRIA.com. During this call, we'll make certain forward-looking statements within the meaning of private securities litigation reform act of 1995. These statements are subject to significant risks and uncertainties that could cause actual results to differ materially from our current expectations. We strongly encourage you to review the report we filed with the SEC regarding these risks and uncertainties. In particular, those that are described in the cautionary statement regarding forward-looking statements and risk factors in our press release and presentation that we posted on the website. Please note that any forward-looking statements represent our views as of today, August 12, 2024, and that we assume no obligation to update the forward-looking statements even if estimates change. During this call, we'll also be referring to certain non-GAAP financial measures. These non-GAAP measures are not superior to or replacement for the comparable GAAP measures, but we believe these measures help investors gain a more complete understanding of results. Reconciliation of such non-GAAP financial measures to the most directly comparable GAAP measures is available in the earnings press release and earnings call presentation slides provided in connection with today's call. With that, I'd like to turn it over to our CEO, Tom Pike. Tom?

Good morning, everyone. Welcome to the call. Let me start by saying that Portria had a solid quarter of execution and progress on our strategic objectives, despite some difficulty predicting when biotech opportunities would contract that impacted our book to bill. As you know, Portria is a pure play CRO that offers end-to-end solutions for clinical trials across phases one through four. We have a strong track record of delivering high-quality services to our customers, ranging from small biotech startups to large pharma companies. We believe we have a strong value proposition in the market as we combine 30 years of experience, deep scientific expertise, operational excellence, and innovative technology to deliver faster, better, more cost-effective outcomes for our customers. We also have a diversified and balanced portfolio of projects and a healthy mix of short- and long-term contracts. as well as broad exposure to different geographies and indications. In the second quarter, we saw some positive signs of improvements in our business. Let me share with you some of the highs and lows of the quarter, and then we'll talk in more detail about what we see for our second half bookings. First, the highlights. We signed several deals and partnerships with top 20 pharma customers, including one new full-service outsourcing partnership. The other deals are solid footholds into larger customers. Our pipeline of opportunities continues to improve in both value and mix, and our win rates are solid. More on that in a couple of minutes. We've exited about 60% of the TSA agreements with our former parent and are making good progress on the most difficult part, the transition of software, servers, and other technology. We delevered the balance sheet, and finally, We have a clear line of sight to improving our margins while delivering quality work and started planning for 2025. I will give you some detail on some of these highlights and Jill will fill in on others. Our new offerings and approaches to partnering with large pharma are gaining traction. This quarter we beat out four of the big six CROs to be selected as one of only two providers in an attractive full-service partnership with a larger pharmaceutical firm. The customer noted how Fortrea showed up differently to the opportunities than others under consideration. The increased bookings and revenue from this win should be felt in 2025. As I mentioned, we had some nice wins in a couple of other large pharma firms too. In one situation would be two larger incumbents take over an important clinical services opportunity and consolidate what was three vendors into one. We also got a nice win in foothold in a third even larger pharmaceutical firm. We've begun to see additional opportunities from these customers. Our clinical pharmacology business continues to be strong with attractive book-to-bills, customers, and indications. We're also seeing increasing momentum in transferring the impressive relationships we have in clinical pharmacology into Phase 1B and 2. We have a significant number of opportunities and have increased our win rate where decisions have been made. These relationships are based on the deep scientific knowledge we've brought to the table, working in some inspiring new modalities that include metabolic, neurodegenerative, immunology, and more. We had some good wins in biotech in areas such as oncology, ophthalmology, and dermatology. Recently, I met with the CEO of an ophthalmology biotech who has a great product, and they raved about our success to date with an important and challenging trial. In the second quarter, we also announced two offerings that reflect areas of strength for Fortrea. The first was our diversity and inclusion solution, which is designed to expand patient access to clinical trials and address the US FDA requirements to increase enrollment of underrepresented populations in clinical trials. The solution incorporates our consulting expertise, real-world evidence data, comprehensive planning, implementation, and measurement methodology. We've had a very nice response to this solution and have gained significant experience in this area, working on more than 40 diversity action plans in the past year. Greater productivity in clinical trials has become critical for the industry, and Fortria is centering itself on this value proposition. We are developing changes to roles, processes, partnerships, and technology. As part of this effort, another offering that we announced in the second quarter was the launch of their AI Innovation Studio, which will develop and deploy AI and ML technologies to drive productivity, quality, and enhance site and patient experiences, as well as safety and clinical research. Vortria's Innovation Studio is a fresh take on AI for CROs, very forward-looking and collaborative, yet still cost-effective. I'm looking forward to seeing what productivity ideas emerge from the studio in collaboration with our forward-leaning customers. We're hoping to share some of this with investors and analysts later this year. In another development, our therapeutic strategy leaders, who are some of our key medical doctors, now prepare strategies for increasing our impact and share in various therapeutic areas. They identified the movers and shakers, interesting mechanisms, as well as what we need to do and offerings we need to have to increase our share of the pie with biotechs and large pharma. Overall, we're strengthening our offerings and it's getting noticed. Fortrea was recognized in the second quarter for the first time as an independent company with CRO Leadership Awards sponsored by Clinical Leader in four categories, capabilities, expertise, quality, and reliability. These awards are based on an independent survey which compiled feedback that customers provide on CROs that they have worked with on a project during the past 16 months. Now, let me address the low light of the quarter that spills into some of our other results. Our book to bill for this quarter was just under one. Since we're a new public company, we'll try to give you more color on what happened. During Q2, we said to you, if we execute, we can meet our target of 1.2 book to bill. Let me explain why we thought that. Our pipeline at the beginning of Q2 was larger than any quarter since the beginning of 2022. In fact, it was 11% higher than the average of the three prior quarters, and our win rates have been solid. Overall, about half of our work is with biotechs. We're experienced at working with biotech companies and are optimistic about our capability to deliver attractive biotech solutions that fuel growth for Pretria. At the same time, contracting in this space can be uncertain, and we're finding it is harder to predict when the final contract will be executed. In the first half, our mix was slanted toward biotech. We're making changes to address the disappointing predictions and bookings these past two quarters. Unfortunately, two quarters of sub 1.2 bookings impacts our guidance and some other key targets. Now let me turn to our pipeline for the back half of the year. As I mentioned, our pipeline at the beginning of Q2 was 11% greater than our average of the prior three quarters. Q3 and Q4 of last year, we delivered that 1.2 book to bill or better. The pipeline at the beginning of this quarter, Q3, is even greater than it was in Q2. In fact, it's 7.5% greater than it was. It also has more large pharma, which is encouraging. We're seeing our large pharma partners coming through their internal processes with RFP flow returning. We also feel good about Q4. As we sit here today, the second half overall has more qualified opportunities than any upcoming two quarters since we've been public. The pipeline is very attractive. In addition, the new and refreshed partnerships should contribute more opportunities in 2025. Now let me hand over to Jill. She'll comment on the numbers in more detail and our transformation margin improvement programs. Then I'll wrap up with some comments about the remainder of the year in 2025.

Thank you, Tom, and thank you to everyone for joining us today. Before we get into the details of the quarter, I want to acknowledge some of the work we have already done over the past year, exiting around 60% of our TSA services with our former parent, completing the divestiture of our non-core enabling services businesses, and materially improving our balance sheet. These are important building blocks for us to create long-term value for all our stakeholders. Upon the closing of the Enabling Services divestiture and executing on our receivable securitization facility in the quarter, we significantly reduced our balance sheet leverage by paying down around $500 million of SPIN-related debt. We have improved our capital structure and have ample headroom between our current ratios and our debt covenant. We have laid the right foundation for continued transformation. I will start with providing a detailed breakdown of the financial performance of our core business this quarter. Then I will walk you through the components that we are using to enhance profit margins in the adjusted EBITDA margin bridge we provided. I will share progress on our commercial transformation and expectations for the remainder of 2024, including the components that are driving improved adjusted EBITDA margins for the second quarter and that we believe will drive improved EBITDA margins for the second half of 2024. And finally, I will discuss our outlook for 2025. As a reminder, all of my remarks relate to continuing operations following the divestiture of our enabling services businesses, unless I note otherwise. Revenues of $662.4 million declined 8.6% year-on-year. This was driven by lower pass-through revenues compared to historical highs and lower service fee revenues. The pass-through decline is largely driven by lower pass-throughs on the biomarker studies we have previously called out, which are now normalizing given their stage in the project life cycle. Our second quarter service fee revenue continues to be impacted by a combination of factors, primarily lower new business awards in the pre-spin period, along with a mixed shift towards later stage and longer duration studies, particularly in oncology. Note that we did see mid-single-digit sequential growth in service fees, in line with our expectations. On a GAAP basis, direct costs in the quarter decreased 7.6% year-over-year, primarily due to lower pass-through costs. SG&A in the quarter was higher year-over-year by 59.7%, primarily due to incremental one-time costs incurred for exiting the TSA with our former parent. The company reclassified $33.1 million from direct costs to SG&A expenses in the prior year comparison period, primarily related to information technology costs and certain non-clinic facility charges. For the second quarter, you will see SG&A as a percent of revenue on a GAAP basis at 23.6%. However, it contains approximately $54 million of one-time costs related to the continued separation from our former parent. Excluding SPIN-related one-time costs in both quarters, underlying SG&A as a percent of revenue was relatively flat to the first quarter. We see significant potential to expand margins by reducing SG&A expense as a percentage of revenue over time once we fully exit the TSA services and can transition to lower-cost replacement infrastructure. Net interest expense for the quarter was $45.2 million. However, this is comprised of actual interest expense of approximately $33 million, and the remainder being the write-off of a portion of the debt issuance discount based on the debt prepayment in the quarter. As noted previously, we are targeting quarterly interest and related fees expense to decline substantially going forward due to the debt pay down. When looking at the annualized interest expense using debt outstanding, securitization usage, and rates in effect at the end of the second quarter 2024, estimated annual total cash interest and securitization costs are targeted to be approximately 18% lower compared to the annualized costs at the end of the first quarter 2024. Turning to our tax rate, the effective tax rate for continuing operations for the quarter was negative 12.1%, primarily due to the combined effect of a forecasted pre-tax loss in 2024, given our large one-time costs, a change in the valuation allowance, and earnings mix. During the second quarter, we recognized tax expense of $10.7 million in continuing operations, primarily due to a forecasted valuation allowance on our deferred tax asset, related to disallowed interest expense. We have plans that we expect could improve our overall tax position over time. Our book to bill for the trailing 12 months since the spin is 1.16 times, and for this quarter, it was 0.96 times. Our backlog at around $7.4 billion has grown 5.6% since the spin. As part of our work in the first quarter of this year to disentangle the enabling services businesses for reporting as discontinued operations, We became aware of historical misstatements of certain financial line items which we identified. The overall impact of these adjustments is not considered material to any given year. As previously discussed, we are continuing to bolster our financial control environment through personnel additions and process improvements. Continuing operations adjusted EBITDA for the quarter of $55.2 million decreased 23.2% year-over-year compared to adjusted EBITDA of $71.9 million in the prior year period. Note that adjusted EBITDA more than doubled compared to the first quarter of 2024, increasing by 103.7% on a sequential basis. Adjusted EBITDA margin for the second quarter was 8.3% compared to 9.9% in the prior year period. Adjusted EBITDA margin in the quarter was negatively impacted by lower service fee revenues from the lower awards during the pre-spin year the mix to longer duration studies, and higher SG&A costs post-spin to support operations as a public company. These were partially upset by the benefit from the restructuring program we initiated in the third quarter of 2023, which is continuing into 2024. In the second quarter of 2024, adjusted net loss of $2.3 million decreased 105% compared to adjusted net income of $46.1 million in the prior year period. Adjusted net loss for both basic and diluted share for the quarter was $0.03 compared to adjusted net income of $0.52 in the prior year period. Turning to customer concentration, in our continuing operations, our top 10 customers represented slightly more than half of our second quarter 2024 revenues. One customer accounted for 13.2% of revenues. As I comment on cash flows, note these relate to Fortria in total as we have not segregated cash flows from discontinued operations. For the first six months and to June 30, 2024, we reported $248.1 million in cash flow from operating activities compared to $148.1 million generated in the prior year. Cash flow benefited from the sale of receivables under the securitization facility and an increase in unearned revenue partially offset by the decrease in net income. Free cash flow was $227.6 million compared to $122.3 million in the first six months of 2023. Net accounts receivable and unbilled services for continuing operations were $637.9 million as of June 30, 2024, compared to $941 million as of March 31, 2024. Day sales outstanding from continuing operations was 54 days as of June 30, 2024, 43 days lower than March 31, 2024. The reduction versus the first quarter is primarily due to the sale of receivables through our securitization facility, lower average billings, and to a lesser extent, an increase in advances. We continue to make changes to our contracting and order-to-cash processes to enable further improvements to our DSO profile over time. During the quarter, we prepaid $275 million of term loans from the initial divestiture proceeds, with the majority, $211 million, used to prepay Term Loan B, which has a higher cost of debt. We also used $229 million of the proceeds from our securitization facility to further pay down Term Loan B and our revolver, and as a result, reduced total debt by $504 million from the end of the first quarter, ending the second quarter with $1.14 billion in gross debt. We have been, and for the foreseeable future we expect to be, fully compliant with the financial maintenance covenants of our credit agreement. We have considerable room under our covenant ratios due to the debt pay down, the exclusion of securitization usage from the calculations, and the benefit of the add-backs permitted under the credit agreement. We ended the quarter with more than half a billion dollars of liquidity. Our capital allocation priorities are unchanged, focusing in the near term on infrastructure investments for timely exit of the transition services agreement with our former parent, targeted investments to drive organic growth and improve productivity, and then debt repayment. Our target for net leverage ratio continues to be two and a half to three times over the medium term. Now I will provide an update on our transformation program. We continue to make progress on our journey towards improving financial results while we increase the longer-term health and performance of Fortria. We've now exited around 60% of our TSA services with our former parent, and we have robust plans in place to exit the majority of the remaining TSA services by year end, with a limited number being exited early in 2025 to ensure business continuity through year end. We are continuing with programs to reduce costs, including a restructuring program we introduced in the third quarter of 2023, which is continuing into 2024. The improvement in overall adjusted EBITDA this quarter is benefiting from these programs, as the service fee revenue growth we delivered dropped through strongly to the bottom line as we expected. On SG&A, while we have made initial progress in IT already, we are continuing to prepare for more efficient supporting organizations over time. In a few areas, we expect to begin to see benefits emerge towards the end of the year with other improvements planned for 2025 and beyond, as we fully exit the TSA and adopt these more efficient infrastructures. As you can see from our SG&A expense line item, this is critical for us to be competitive with our peers. On operational execution, we continue to enhance productivity by compressing our time to study startup and accelerating achievement of milestones through targeted investments and project management capabilities. We remain laser focused on building our backlog with the right mix and volume of new business awards. To that end, we are continuing to invest in resources and tools for our commercial organization and are ensuring senior leadership are intrinsically involved in the competitive selling process by leveraging their relationships and experiences. I will now cover our updated guidance for continuing operations. For full year 2024, we are lowering the midpoint of our revenues to $2.725 billion, with a range of $2.7 billion to $2.75 billion. The adjustment to revenue guidance largely reflects the lower recent pass-through trends we have been seeing, in particular due to the biomarker studies I mentioned earlier, and the impact to service-free revenues due to the lower than expected new business awards in the first half of the year. As a result of these headwinds, we now expect to have an overall revenue decline versus 2023 of around 4%, with the second half being improved versus the first half, but down slightly versus the prior year. Given that a portion of the revenue reduction is expected to be service fee revenues, we are reducing our adjusted EBITDA target to a range of $220 million to $240 million. In spite of the lower adjusted EBITDA range, we are targeting to show continued improvement sequentially through the remainder of the year, both in service fee revenue and in adjusted EBITDA. Let me bridge this improvement for you as seen on slide 9 of our investor presentation. you'll see that we delivered $82.3 million of adjusted EBITDA in the first half of the year. Using this as a run rate would give you a full year adjusted EBITDA of around $165 million. To get to our revised midpoint of $230 million, we are targeting service fee revenue growth to contribute $40 to $50 million, along with continued operational and SG&A optimization to contribute $15 to $25 million. The margin optimization is anticipated to be a combination of gross margin improvements given the restructuring programs we have implemented, improvements in facilities and other operating costs, and reductions in our IT spend. In achieving this, we would target to deliver an adjusted EBITDA margin in the 11% to 12% range for the fourth quarter of 2024. Now let me share some implications of our results and these guidance changes to our view of 2025 adjusted EBITDA based on our modeling. We are now targeting the adjusted EBITDA margin for 2025 to be more likely in the 11% to 12% range. While this is below the 13% we had been targeting previously, it would represent a roughly 300 basis points improvement at the midpoint versus 2024, and broadly a 30% to 40% increase in adjusted EBITDA dollars delivered. In addition, we are targeting a return to positive cash flow in 2025, given the expected reduction in spend related to the separation from our former parent. The challenges of the separation and the time it is taking to optimize our commercial approach and operational execution has led to a slower return to growth and margin expansion than we originally anticipated. But make no mistake, with a backlog of more than $7 billion, a global talented team of more than 16,000 clinical development professionals, and full independence to unlock future optimization insight, we remain a great partner for our growing customer base a rewarding place to work for our employees, and a long-term value creation opportunity for our investors. We are relentlessly focused on driving innovation and efficiency in clinical development, and we are gaining significant traction with customers, which is opening doors to new opportunities. As a pure play CRO, we are diligently executing our transformation strategy to drive substantial margin expansion and unlock significant value for our shareholders. Now I'll turn it back to Tom for the remainder of his remarks.

Thank you, Jill. In closing, let me provide some thoughts about the remainder of the year in 2025. Regarding the second half of 2024, as I mentioned, our pipeline of opportunities has grown and has more large pharma, which should be more predictable. In both the third and fourth quarter, we have attractive, qualified opportunities to close and contract. If we execute, we feel confident that across the two upcoming quarters, we can average a 1.2 book to bill. Q4 looks stronger than Q3. We will continue to do everything we can to meet a 1.2 book to bill or better in the third and fourth quarters. Now let me pick up on Jill's discussion of 2025. We have a programmatic approach to increase sales and improve operating margins while delivering for customers with quality. We now understand the investments required and are planning to make them. If we hit our target book to bills, as Jill said, we're modeling more than 30% improvement to adjust the EBITDA dollars next year. In 2025, we'll complete our exit from our former parent and end those heavy one-time costs. We also expect to turn cash flow positive in 2025. I acknowledge that this is a different financial trajectory than the one we had hoped. but it is still a very attractive increase in adjusted EBITDA in a short period of time. Let me step back and tell you why I'm so confident in Fortrea. Because I get to see the Fortrea team in action. Because I get direct customer feedback on our performance and how we show up from executives. We work hard here, we press our innovative offerings, and we seek to exceed our customers' expectations. When customers take the time to get to know us, they see us as innovative, agile, and they know the management team is accessible to them. Internally, I meet with teams working on exiting our former parent, divesting enabling services, and improving our delivery and margins. They also work hard, they resolve issues, and they meet deadlines. I meet with our AI and IT leaders regularly. We push for practical innovation while reducing overall IT costs. There's work to do, but this is the right team to do it. For instance, Jill and I meet weekly with teams driving our sales process. We review larger and more important deals. We press for critical thinking and what I call ferocious debates among friends to develop compelling solutions. We're getting better all the time. In my career, I've turned around businesses and I've grown businesses. Let me share this. Services firms, and CROs in particular, can be thought of like flywheels. If you know what a flywheel is, you know it takes effort and time to get it spinning. As Jim Collins has written, you put a great team in place, you confront the brutal facts, and then you create a culture of discipline around execution. We're doing that here at Portrea. Once the flywheel is spinning, momentum is a very powerful thing. We can go on a multi-year journey to create value. Other CROs have, and we will too. In summary, Fortria had a very solid quarter of execution and progress, and we're well positioned for growth and value creation in the future. We will get that flywheel going and build momentum. You think about it, we delevered. We doubled EBITDA from Q1 to Q2. we had some big relationship wins in large pharma. We have a record pipeline as a public company, and we're anticipating more than a 30% increase in adjusted EBITDA next year. In closing, I'd like to recognize the tremendous team of professionals we have working here at Fortrea. We've navigated our first year as an independent entity, and the team has remained focused and dedicated to our patient-inspired mission. I appreciate their commitment and their expertise when we deliver solutions that bring life-changing treatments to patients faster, creating value for all of our stakeholders. Operator, can you please open the line up for questions? Thank you.

Thank you. As a reminder, to ask a question, please press star 11 on your telephone and wait for your name to be announced. To withdraw your question, please press star 11 again. And the first question will come from Dave Windley with Jefferies. Your line is now open.

Hi, good morning. Thanks for taking my questions. You did hit the doubling of EBITDA on 2Q, which I thought was going to be the hardest hurdle for you to hit. I wanted to dig into some of the moving parts in the P&L on the first question. So you mentioned that service fee revenue was up mid single digits. which since total revenue is basically flat, means that pass-throughs were down by the same amount. Could you quantify that? And how much should we think about that being a factor that continues through the second half? Thanks.

Yeah, thank you for the question, Dave. We won't quantify, but I will say those biomarker studies in particular, it's really significant. What we saw at the end of, say, in this period, same quarter last year, We saw basically high single digits in pass-throughs from that study, and it kind of quadrupled over the last few quarters and then was back down more in line with what we saw in the same quarter last year. And so in particular, that one, we think most of the fluctuations of that one have now worked their way through, and we have been saying all along that the key to us being able to drive the improvements in adjusted EBITDA will come from service fee revenues growing And so we're pleased to see that. It was in line with what we expected for the quarter, and that's what we're projecting as we look over. As you can see, you saw the bridge that took you from Q1 to Q2 on our presentation, but obviously similar results we're expecting in terms of that magnitude for the remainder of the year.

Okay. Another way to come at this maybe is, again, revenue basically flat sequentially, operating costs down by about $28 million. What were the drivers of that? Um, did you had talked on the last quarter about expanding some of the cost takeout that, that, you know, the restructuring that you mentioned in the prepared remarks? Uh, I assume some of it was that. Did you get a full core impact of that and how much of that continues, uh, you know, kind of lapsed into the second half or into the third quarter specifically.

Yeah, we didn't get a full quarter of it because some of the additional pieces that we've been tacking onto that program really started in the second quarter, so that's some of the additional benefit that you'll see in Q3 and Q4. That program actually has continued through the third quarter, so you probably wouldn't see the full benefit of that until in the last quarter of the year, but that's part of the improvement. We also, I called out that there have been some improvements in our IT spend that we've seen as we've gone through the course of the year. Most of the SG&A improvements are very back-end heavy, But we are seeing some of those things help us as well. And it's been just really tight cost management. I'm still meeting every single week to review every single hire in the company, all the travel expense. So we've really just been trying to be very disciplined about costs in this period while revenues continue to be relatively suppressed.

Okay. Last one for me. In the bookings numbers, again, kind of wondering the composition of this. Was this just – lower new wins or given, you know, given some of the moving parts and changes in estimates, including your forward revenue estimate around pass-throughs, did you take like an outsized pass-through, you know, reset or, you know, effectively cancellation in the quarter that influenced the overall book to bill? Thanks. And that's all for me.

Hi, Dave. It's Tom. It was really just, normal bookings. There were no major cancellations and no unusual events in terms of those pass-throughs. I think the bottom line there is just that we are having some difficulty predicting exactly when biotechs are going to contract. And we're finding, with them being about 50% of our exposure from a revenue standpoint, And in this quarter, they were much higher exposure in terms of the opportunities. We have to do a better job of, of understanding exactly what the timelines are and then figuring out what we can, what we can do to influence those timelines. So as you heard, the pipeline is actually quite strong. I were where I would worry about this business is if the pipeline wasn't strong, but the pipeline is strong. Some important wins from large pharma that'll give us more of a floor. But unfortunately, in this quarter, we just didn't deliver in terms of these biotech opportunities to the level that I think we could have.

Got it. Thank you. Thank you, Dave.

And the next question comes from Patrick Donnelly with Citi. Your line is now open.

Hey, guys. Thank you for taking the questions. Tom, let me pick up on the way you finished there. I mean, it sounds like you guys are feeling pretty good about the pipeline, to your point. The pipeline looked pretty good at the start of 2Q. Obviously, the book-to-bill came in light. You know, you're talking about this building book-to-bill, certainly over 1Q and 4Q. Can you just talk about, I guess, the confidence level, the visibility you just gave in the last couple of quarters that come up light? In spite of that stronger pipeline, what gives you the confidence that that book-to-bill does, in fact, build off of this good pipeline here?

Yeah. Hi Patrick. I think the difference as we've looked at it in a lot of detail and you can imagine that we're all over this, uh, given what's going on is that we look at that composition in terms of large pharma opportunities, biotech opportunities. We also look at what's been awarded and, and needs to be contracted versus what's more speculative. And in these upcoming quarters, we have quite a number of midsize and larger opportunities from large pharma, and we do have a number of things that are awarded and need to be contracted, and that gives us more confidence in what we see. You know, again, to some degree, I hate to acknowledge this, but we're learning a little bit more about having this much biotech exposure, at least I am, and I think what we're doing is we're really revising our procedures there to try to really understand exactly what those dates are for contracting and then exactly what we can do about them because the ability to influence them is a key part of what we try to do as a sales team. But this upcoming two quarters with more large pharma exposure gives us some confidence because the large pharma firms have a tendency to be more consistent in their scheduling and more predictable. because of the amount of experience they have and how they've done their approval process. So that's what makes us feel good about the second half of the year. Certainly I'm disappointed in the Q2 number, but again, the pipeline looks strong and then the mix of opportunities and some of these larger farmer relationships give us some internal confidence that we're in a good position as we go forward. Thanks, Pat.

Maybe one for Gerald, just on the 2025 conversation there. I think that the margin may be more in that 11 to 12 range. But still, to your point, I think it's 30%, 40% dollar growth. Can you just talk about the levers to get there? I mean, how much of it is contingent on a certain level of top-line growth versus cost-outs? If you can talk gross margins, that's always helpful. But I just want to talk a little bit about the bridge to get to that new margin number. Thank you, guys.

Yeah, sure, Patrick. So it's really going to come from two things, right? In terms of the, if you use roughly 300, it'll be split about half and half based on what we see today, half coming from gross margin improvements, but more so from really driving productivity and improving our processes in the, you know, in the selling, sorry, in the project delivery space. And then the other half will come from SG&A improvements. We've been talking about the fact that we need to get really through those TSAs and be fully exited to start to see some of that value in the dollars coming out in SG&A. And so we're expecting it to be split between those two things.

Appreciate it.

And our next question comes from Luke Serget with Barclays. Your line is open.

Great. Thanks. I just wanted to follow up on Patty's question there from on the 25 number. So like if you, if you kind of just do the math there and back it out, so you have 35% midpoint growth in EBITDA and you have like 11 and a half percent operating margin, that implies roughly a revenue number around 2.7 billion, which is comes into the low end of your guide. So, you know, one is that is my math, um, correct there. And then two, is it like something to do with expected elevated pass through? kind of coming off, continuing to come off, as we saw in this quarter, and just any color there, what's actually going on between the dynamics.

Yeah, I think it is. You're right. It's really that mix as we continue to expect pass-throughs to moderate as we go through the course of the year, and then service-free revenues be picking up. We did have strong book-to-bills in the back half of last year, so we're starting to see some of that come through, but in terms of top-line numbers, it's being largely offset by what we're seeing in terms of lower pass-through trends.

Okay, great. And then I guess more high-level on the market demand side, we've seen some weakness here in drug discovery side, especially on the safety assessment. And you guys just talked about seeing good bookings in Clint Farms. So kind of where does that fit within the overall workflow? I know it's more late-phase focused, but... you know, study starts continue to be softer, just kind of where you start seeing the, uh, if there is going to be any pressure there on the, on the late stage pipeline.

Yeah. We're, what we see is pretty consistent with actually with what Dave Windley wrote in one of his recent notes. And that's that, uh, the early go out. Yeah. Yeah. What am I going to say? But it's true. Uh, but we, uh, But we see it pretty consistent. So in early, so in phase one, it is a little bit softer than man-in-bomb biotechs. But what we've done over the past year is continue to increase our exposure to some of the more attractive, larger players in pharma. And what we see is there is a group of pharmaceutical firms that are actually spending quite a bit more on R&D. And we're pretty well positioned with a number of those firms, plus picking up some new customers in the phase one spot that are out of, again, larger pharma. So I think for us, what's happening is we're just well viewed and well positioned, and that's giving us a bit of an advantage when we look at the clinical pharmacology. That being said, we also see the same thing that's generally being discussed in the industry, phase two and phase three is being prioritized. And so given that it's being prioritized, we're seeing, you know, for a company like ours, the exposure we have, we're seeing plenty of demand for phase two, phase three type studies. So I think I generally agree with that commentary that's out there about how the industry is going. But again, given that we're mostly exposed to phase two, three, and four, that is a benefit for us.

Yeah. Yeah, that's what I thought. All right, thanks.

And the next question comes from Elizabeth Anderson with Evercore. Your line is open.

Hey, thanks so much. Maybe just piggybacking off of what Luke was just asking, how have you found the pricing environment in the recent, you know, maybe in the pipeline and some of your recent wins, and if you could differentiate between biotech and pharma for that, that would be super helpful.

Yeah, thanks, Elizabeth. In terms of biotech pricing, I think it continues to be consistent with what it's been, and that's good market-based pricing. And we occasionally see somebody step in to buy something there in biotech, but for the most part, it's solid, disciplined pricing in that marketplace. And then in large pharma, similar to the commentary of some of our competitors in We generally are seeing full service outsourcing be a reasonable market-based pricing. You should know that Fortria tries to go for market-based pricing. And what I mean by that is there's probably some band of reasonable prices out there. And we try to be in that band where we maintain our margins, but we deliver a good value for the customer. We do see an FSP. some situations where a competitor is really lowering prices. Luckily, as we've discussed on prior calls, we're not as exposed to these really large volume FSP deals as some of our competitors are. Personally, I've been around this industry for a while. I don't think that's sustainable, but we are seeing FSP in the largest situations be very, very competitive. Does that help, Elizabeth?

Yeah, that's super great commentary. Thank you for that. Maybe just as a follow-up, the back half guide, I think, implies a backlog burn of about 9.4%-ish And I just, you know, obviously that's a little bit of an acceleration versus what we saw in the first half of the year, but down year on year. So how do we just think about that and sort of why is that kind of the right level? Are there sort of studies that are coming forward that you know that have started to burn already? Like if you could just give us any more color on why that's the right burn rate, that would be great. Thanks.

Sure, Elizabeth. Yeah, I think it's two things. One, as you say, I mentioned what we won in the second half of last year is starting to come into the pipeline, and we're being really focused on those new projects in particular and ensuring we execute them as rapidly as possible, getting sites initiated, getting to those patient enrollment milestones where we can start to also bill in addition to recognizing revenue. So those are important things. So you have the combination of that plus the work. Tom talked about us being on the sales call. We're also on weekly project review calls, and we're going through and looking at all large projects come forward every week, and we talk through and understand where they are and try to do what we can to get any barriers out of the way, whether it's resourcing or leadership engagement or working with customers in terms of trying to get decisions. Those two things are really allowing us to start to drive some momentum in how we're burning through our backlog. It's a little bit of an uptick. It's a constant battle that we're making to try to grow revenue, but against those two things, we're seeing some initial progress.

Got it. That's helpful. Thank you.

And the next question comes from Justin Bowers with DB. Your line is open.

Hi, good morning, everyone. Tom, can you talk a little bit how you're positioning Fortrea in biotech versus large pharma and maybe discuss some of the steps that you're taking in terms of the commercial transformation and how you're going to market?

Yeah, thanks, Justin. In terms of biotech, you know, we have this strong medical expertise that we inherited from covance over time and some excellent physicians excellent strategists we were just on a call the other day where our lead strategist actually did her phd in this specific mechanism and indication of the project and had some really innovative ideas so when it when it comes to biotech what we're really trying to do is figure out how we can with quality shorten their timelines and really bring the medical scientific expertise how we can help them with the protocol development to make sure that we reduce protocol amendments and give them the site investigator relationships and access that it's hard to get as a small biotech with large pharma it's interesting they're as i alluded to in my comments they're very interested in productivity right now we're seeing some of the consultants to the industry really pushing productivity. It, it's a discussion topic, whether they're increasing their spending on R and D or not. And so what we're really doing is leaning into how does Fortria with being a relatively agile company, how do we help them be more productive? And so, as I said, in my remarks, we've decided this is something I've been passionate about for a long time. And so we've really decided to try to center ourselves. So not just, for instance, investing in AI generally, but how do we improve the productivity of some of the more expensive parts of the clinical trial, such as the interaction with CRAs around sites or reducing protocol amendments around, you know, that have secondary effect costs throughout the trial. So with big pharma, we're really trying to center ourselves in this productivity discussion. With biotech, it's more acceleration, scientific support, real-world evidence integration, you know, those types of things.

Does that help, Justin?

I know that's a little detailed for an earnings call, but maybe it gives you a sense.

Yep, appreciate it. And then just a follow-up for maybe you and Jill on the bookings. Were there any delays or push-outs from 2Q into the second half of the year? I mean, you talked about some awards that were not yet contracted, and then Should we just think of this as being, just given the size of the organization and where you are now, should we just think of the bookings as just being a little more law tool from quarter to quarter, but at the end of the year, you can maybe get back to the 1.2 on average? Is that where we are in the cycle right now over the next, call it four to six quarters?

Let me start on that. I do think that we are, to your last point there, we're trying to get to a point where we have a trailing 12 months of 1.2 so that we have that ongoing amount of bookings that really helps us grow. And so I do think, for better or worse, what you're seeing in fact is a little more volatility than we would like. But again, the key thing is that the pipeline is strong right now. I I don't know, Jill, if you'd comment more on that, but I think we should be able to, with the efforts we're doing at predictability and then the relationships we're developing, I think we're expecting to be able to get greater consistency here.

That's obviously the target. I think we called out the one in the first quarter because it happened so late and it was large and we had had confirmation from them that it was going to happen and then it didn't at the last minute. So I think I don't want to be talking about pushing from quarter to quarter. We're just targeting consistently, getting to that 1.2 over time. And with the pipeline that we see for the second half, we believe we've got the mechanism to do that.

Thank you. I'll jump back in queue. Thank you.

And the next question comes from Max Smock with William Blair. Your line is open.

Hi, good morning. Thanks for taking our questions. Wanted to just drill in a little bit more into your commentary around small biotech and decision-making process there. Can you give us a sense for just how those decision-making timelines have changed across this year? It seems like funding really trailed off in June and July. Just wondering if you've seen biotech become even more cost-conscious in the last couple months in particular? And what do you get to since these customers are waiting to see in order to feel more comfortable about moving these programs forward here in the near future? Thank you.

Yeah, I think cost consciousness wise, they've always been pretty cost conscious because they're on a budget. You know, maybe 2021, 22 is a little bit of an exception, but generally they've been pretty cost conscious. I do think we're seeing more involvement of different elements of the organization, whether it's the board, whether it's more interaction with the top executives in the company. that are causing the biotechs to just have an anticipated schedule and then, at least from what we're seeing, then have that anticipated schedule slip through these further discussions. As Jill said, you know, it's difficult. I don't think the fact that we now have a larger pipeline because of some of these slower processes doesn't make us want to promise you any more. But there's no question that the decision processes over the last, say, four to six quarters have gotten a little bit slower in biotech as they're just a little bit more careful with their budgets.

Understood. Thank you. And then maybe just a quick follow-up from me here on burn rate. Wondering if employee retention, if you can get some commentary around how that has tracked so far here in 2024. And what impact turnover has had on the lower than expected burn rate that we've seen over the last couple of quarters here? Thank you. Want to do that, Jill?

Yeah, sure. So I know we've been talking towards the end of last year and early this year that we were seeing attrition levels well below pre-COVID norms. They've maybe moved up just slightly, but they're really in line with the industry. Nothing significant there. We don't think that's a significant factor in terms of the burn rate. I mean, for us, it's really about continuing to focus on the productivity enhancements, greater execution around the delivery, and making sure that we unlock the barriers and, you know, for our teams to be able to deliver the projects as efficiently as possible. We're not seeing attrition be a big factor.

Okay, great. Thanks again for taking our questions. Thanks, Max.

And the next question comes from Charles Rye with TD Cohen. Your line is open.

Yeah, thanks for taking the question. I wanted to, Tom, maybe just go into a little bit more. You talked about sort of the cost, you know, just that biotech has always been sort of mindful of spending. And, you know, obviously some of your peers have also talked about some cautiousness. You know, how much do you think it's maybe on the macro environment that, you know, lack of sort of rate, you know, cuts that we haven't seen? Has that played a bigger part? You know, has that come up in discussions? And then secondly, maybe for Jill, if we think about the EBITDA margin guide implied for the 2025 revenue growth, how much of that is predicated on hitting the 1.2 book to bill in the back half a year? Maybe you can give us a sense on maybe some of the sensitivity. Can you still get there if you're a little bit short? Or is it that at least 1.2 is required? Thanks.

Thanks, Charles. I think I'd summarize the biotech market as being solid. So it is consistent with prior quarters, consistent with this year, that it is a solid environment. And then in terms of the larger pharma, we really do see three groups of them. We see those that are growing, those that are sort of slow growth or flattish, and then those that are flat to decline. And we actually see different behaviors in those different groups. And so we think about our targeting of them very differently. And so, again, biotech being more than 60% of the R&D market these days and being where a lot of the innovation is happening continues to be a big target, be solid and attractive for us at Fortrea, a big part of our history. But then we're being very careful because the large pharma market is really – pretty distinct in how it's reacting with some actually increasing full-service outsourcing, some pressing for savings and productivity, and then some actually restructuring simultaneously. So, Charles, does that help on the market overall in how we're thinking about it?

Yeah, it does. Jill, you talked about the margins. Just to follow up on that, Tom, because you mentioned earlier, right, in your prior comments, you had won a big pharma engagement, and you said that they had commented that Fortrera kind of presented differently. Maybe you can provide a little bit more details on how you presented differently. Like, what did they kind of call out?

Yeah, it's a number of factors. It's largely... alignment with their values of where they're going. So when you look at what we're trying to do for TRIA, this focus on productivity, this focus on how we can be more effective at supporting their need to accelerate drug development, we're getting very good feedback about that. And then the other, frankly, is that Our management, it's not just me and Jill, frankly. As you go down through levels of this organization, it's all quite aligned. They do like what we're doing in artificial intelligence. We have some concepts here that we'd like to show to you guys later in the year associated with how we think about technology, how we think about simplifying and making more efficient the CRA's job, how we're trying to use hubbing and centralization to lower the overall costs. And they're excited to collaborate with us over the coming few years in terms of how we can try to get greater productivity into clinical research.

Okay. And I'll pick up on your question. I mean, yes, we, you know, we are working very hard to deliver, you know, an average across that back half, that 1.2 times book to bill. That will be very important. We would have margin expansion You know, if we were able to be a little bit less than that, but I think to get to those levels, it's really important because, as you know, getting revenue through the funnel is very critical and being able to, you know, bring in those new projects where we can apply the new techniques and methodologies we're doing is really important. So we are very much working towards getting that 1.2 times to be able to get to the 2025 target. Great. Thank you.

And our next question comes from Matt Sykes with Goldman Sachs. Your line is open.

Good morning. This is Will Ortmeier on for Matt. Thank you for taking our questions. You touched on the cost savings a little bit on Dave's question, but just to dig a little deeper there, is there scope to continue to drive costs lower than you previously expected given the revenue and booking trends this year and maybe some overcapacity you've experienced? And I guess put differently, how are you thinking about balancing cutting costs and expanding margins while being ready to absorb greater demand when it comes through?

Yeah, you've hit the nail on the head on that last point there, right? We're trying to be very, very disciplined and think about how we balance improving the bottom line with making sure, you know, hearing the feedback from our customers and the things we need. We know when we show up, particularly at large farm opportunities, they expect you to have a global footprint and be able to produce, you know, work in any country that they are looking for support. So it is a balancing act. We know there's opportunity to take out further costs in SG&A. We're very focused on that. We've talked about that historically. You can see it in our SG&A. Even the underlying as a percent of revenue, we've talked about the fact that in IT in particular, we're working hard to bring down the cost. But we're trying to be really thoughtful. Think about things like Tom had mentioned with the AINML, how we can use that to also improve productivity. So it is a balancing act. But we're certainly being mindful of the cost as we go forward while we try to be prepared for what we hope will be significant growth in the future.

That's helpful. Thank you. And then one more quick one on our side. Given the dispersion between pharma and biotech in the discussions this quarter, longer term, how are you thinking about the customer mix split between biotech and pharma? Are you still aiming for that 50-50 split, or is your thought process evolving there? Thank you.

Yeah, thanks, Will. I think we would like to continue on with this mix. We like this mix because the large pharma gives you that consistency of opportunities. And clearly, as you can tell from this call, we want to consistently deliver for you and for our people and our customers. So you get that consistency with large pharma. And frankly, we also think that some of the things that we're doing around productivity benefit the biotechs as well. On the other hand, biotech market is rich, you know, it is growing, it is getting investment, and it is expected to continue to grow as a proportion of the overall R&D spend. I certainly, in my discussions with Big Pharma, you certainly continue to have a lot of interest in trying to look at the assets that are attractive and, you know, the large pharma is looking to biotech for a lot of its innovation. And so we think continuing to serve that market We have a history of it. You'll know that Covance had acquired Chiltern. Chiltern was very biotech, 100% biotech focused, really. And so we have a lot of good skills for biotechs, and we hope to keep that 50-50 mix going.

And our next question comes from Eric Coldwell with Bayard. Your line is open.

Thank you. Um, first I have, I think I have three questions. Um, what was the breakdown of the 54 million spend related costs here in the quarter? Why was that up over three X quarter over quarter and what is the expected level in three Q and four Q?

Yeah, sure. Eric, I'll take that one. Um, we, we were expecting it to increase. Um, we won't, we're not expecting to be at that level. quarterly for the remainder of the year, but we knew that it was going to ramp over the course of the year because of the fact that the heavy lift in terms of the, particularly the IT transitions that we were doing, those were where the majority of the costs were. So the vast majority of that, probably 80% of it is IT related type costs and the rest would be supporting the other groups. But I mean, it's all the things around, you know, transitioning servers. We've got about 30% of those transitions, the team's working hard and there are You know, more than 1,000 of those. It's the applications, the hundreds of applications that we're working on. You know, we've talked openly about the fact that we're replacing our ERP and HCM, so it's really all the cost to help support those coming across. So we're expecting still to have spend on it in Q3 and Q4, but not to the extent we would... At the moment, based on our projections, this would be the highest quarter, but there still will be spend on it in the third and fourth quarters.

When you say less, Jill, are you talking... I mean, is it $40 million, $20 million? What... Is there a zip code you could put us in for how to go into the next quarter, what to expect?

Yeah, I think it's probably still going to be – it's not going to be as low as it was in first quarter, but it won't be as high as it was in second quarter. You know, just to kind of – you know, I think if you think about the average of that, that's probably a fair approximation.

Okay. And then was there a bonus reversal benefit to 2Q and – is there an accrual reduction impact that you would call out that's incremental driving the second half?

There was a very small amount that we unwound in Q2, but that wasn't the biggest driver of the improvement from an adjusted EBITDA perspective. It was really small. I mean, obviously, yes, we have publicly said that we are reducing our future accruals because of the fact that we are below where we were expecting to be for the year. So that is a little bit of a benefit in the second half, but it wasn't the big driver of the 2Q performance from an adjusted EBITDA perspective.

I'm just trying to get a sense on the comp as you go into 2025, and if you were to move back to normal accruals in 2025, obviously from a lower level than was previously expected, but what kind of a year-over-year headwind might that be? And is that factored into the 11% to 12% EBITDA guidance?

It is factored into that. It will be a headwind that we'll have to work to overcome, and that's part of the work that we're doing across the teams. And, you know, we did talk a little bit about that, the benefits of that restructuring program, you know, because we're continuing to work through that through this quarter, not really seeing full benefits of that towards the end of this year. That will help offset some of that as we go into next year. But that is also a headwind that we're working towards with the efficiency and productivity programs that we have in place. We know it's important to be able to get back to that.

Yeah, the main thing is it's planned in.

Yes, it is part of it.

Yeah.

Okay. And I know I said I had three questions. I guess there's probably a few more subparts to these. But on the last one, you've said you were making changes to get the bookings going. You've talked a bit around that. But are there any specific details you could give us about Changes in the terms you're offering, changes in pricing, changes in Salesforce focus, leadership. You know, is there some kind of more specific detail you could give us, anecdotal commentary that we could track besides, you know, more of what I would say was a higher level discussion so far? At least it felt like that to me.

Yeah, Eric, appreciate that. I'm glad you asked, too, because we are not making price concessions anymore. to increase sales. We're not doing anything out of market associated with extending terms or anything like that. So we are really trying to stay in market and have the value proposition of working with us, as I was alluding to in the earlier discussions, with our strategies, with our medical expertise, with the investigator relationships that we have, with the technologies like the ADVARA VIVA relationship that's pretty unique that we have. We're really trying to press into selling with that, not by making price concessions. So I'm glad you asked about that. With respect to specifics, yeah, I think there are a couple of things. First, we are improving the discipline of our weekly and monthly meetings associated with sales and the predictability. We're going to make a couple of changes to how we predict the second half of the quarter and look at probabilities a little bit differently than we have been. We had gone into a certain methodology and now we're going to use a couple of different methodologies to try to predict. But the key is, you know, what you don't want to do is you don't want to predict you're going to be at 0.96. What you want to do is figure out the way to get at 1.2. So the key is really working with the teams to really try to understand the decision processes and then how we can influence them and make them work. And the other thing that we're looking at in all candor for next year, and it's incorporated in the numbers that Joe was describing, is actually potential of increasing our resources associated with going after biotech in particular and do we inherit a sales force of a certain size? And so we're thinking, should we go ahead and have more resources exposed to biotech in certain geographies? So we're looking at that right now. So we've got a number of things. I guess the last thing I'd say is we are looking at the use of AI in both targeting and RFP development. There are some tools out there that you may be aware of that that incorporates some elements. So we're looking at what those tools can do, but then also looking at, you know, how can we enhance it with some of the skills that we have in-house.

So does that help, Eric? Yeah, thank you. That's helpful. I appreciate it.

And the next question comes from Michael Riskin with Bank of America Securities. Your line is open.

Great. Thanks for squeezing me in. I'll just limit it to one, given the time. I want to go back to this comment on pipeline converting to orders, both in 2Q and later in the year, talking about the swing between pharma and biotech. So just, I mean, it sounds like there is, you talked about predicting, difficulty predicting when biotechs convert, but it doesn't sound like those were canceled outright or sort of fell through. So just to confirm, all that biotech that was in the pipeline that didn't convert in 2Q, is it still in the pipeline? Is it still sort of part of your second half outlook? Because you talked about heavy biotech lean in 2Q, but more pharma lean entering 3Q. So I'm just wondering if the biotech didn't convert and it's still there, is that part of the equation for the second half? And then just how much does that really swing quarter to quarter in terms of the pipeline, the composition of it? Because that's something that's been really volatile. So just sort of what are the factors driving that? Thanks. Yeah.

I mean, our reality is that a lot of it is delayed decision-making. So it is, in fact, in the third and fourth quarters. So that's one of the things that makes our pipeline look great. But what is, you know, the addition to that is that we have some things that we knew were going to be late in the year award and contract with large pharma, and those are coming into effect. site now too for Q3 and Q4. So that's what makes us feel good about the second half of the year. You know, in terms of the volatility, I think we are finding there's a little seasonality. This seems to be, you know, perhaps it's introduced by the reprioritization and some of the internal processes taking place in large pharma that are causing more second half awards and first half awards, at least in the companies that we're working with. But you saw this last year. You see it this year. I'm not sure I really want to call it a trend yet, though. It may be more just a temporal thing that's happened in 2024 than it is a long-term trend because historically, pharma firms are pretty balanced through the year. Large pharma is pretty balanced through the year with the potential of a little increase in Q4 as they're trying to finish up their budgets. So I don't want to call it a long-term trend yet, but it certainly happens to be something that we saw in 2024.

I show no further questions at the queue at this time. I would now like to turn the call back over to Tom for closing remarks.

Thank you very much. We appreciate your interest in us and support. You know, again, it's been a good quarter for things like delivering, doubling EBITDA, some of these big relationship wins, and we have a strong pipeline. So we appreciate your interest and support and look forward to talking to you next quarter. Thank you.

This concludes today's conference call. Thank you for participating.

You may now disconnect. you Thank you. Thank you.

Thank you. Bye.

Ladies and gentlemen, thank you for standing by. Welcome to Fortria's second quarter 2024 earnings conference call. At this time, all participants are in a listen-only mode. After the speaker's presentation, there will be a question and answer session. To ask a question during the session, you will need to press star 11 on your telephone. You will then hear an automated message advising your hand is raised. To withdraw your question, please press star 11 again. Please be advised that today's conference is being recorded. I would like now to turn the conference over to your speaker today, Hema Nguva, Head of Investor Relations and Corporate Development. Please go ahead.

Good morning, and thank you for joining Fortria's second quarter 2024 earnings conference call. I am Hema Nguva, Head of Investor Relations and Corporate Development at Fortria. On the call with me today are our CEO, Tom Pike, and CFO, Jill McConnell. The call is being webcasted, and the slides accompanying today's presentation have been posted to our investor relations page for TRIA.com. During this call, we'll make certain forward-looking statements within the meaning of Private Securities Litigation Reform Act of 1995. These statements are subject to significant risks and uncertainties that could cause actual results to differ materially from our current expectations. We strongly encourage you to review the report we filed with the SEC regarding these risks and uncertainties. In particular, those that are described in the cautionary statement regarding forward-looking statements and risk factors in our press release and presentation that we posted on the website. Please note that any forward-looking statements represent our views as of today, August 12, 2024, and that we assume no obligation to update the forward-looking statements even if estimates change. During this call, we'll also be referring to certain non-GAAP financial measures. These non-GAAP measures are not superior to or replacement for the comparable GAAP measures, but we believe these measures help investors gain a more complete understanding of results. Reconciliation of such non-GAAP financial measures to the most directly comparable GAAP measures is available in the earnings press release and earnings call presentation slides provided in connection with today's call. With that, I'd like to turn it over to our CEO, Tom Pike. Tom?

Good morning, everyone. Welcome to the call. Let me start by saying that Portria had a solid quarter of execution and progress on our strategic objectives, despite some difficulty predicting when biotech opportunities would contract that impacted our book to bill. As you know, Portria is a pure play CRO that offers end-to-end solutions for clinical trials across phases one through four. We have a strong track record of delivering high-quality services to our customers, ranging from small biotech startups to large pharma companies. We believe we have a strong value proposition in the market as we combine 30 years of experience, deep scientific expertise, operational excellence, and innovative technology to deliver faster, better, more cost-effective outcomes for our customers. We also have a diversified and balanced portfolio of projects and a healthy mix of short- and long-term contracts. as well as broad exposure to different geographies and indications. In the second quarter, we saw some positive signs of improvements in our business. Let me share with you some of the highs and lows of the quarter, and then we'll talk in more detail about what we see for our second half bookings. First, the highlights. We signed several deals and partnerships with top 20 pharma customers, including one new full-service outsourcing partnership. The other deals are solid footholds into larger customers. Our pipeline of opportunities continues to improve in both value and mix, and our win rates are solid. More on that in a couple of minutes. We've exited about 60% of the TSA agreements with our former parent and are making good progress on the most difficult part, the transition of software, servers, and other technology. We delevered the balance sheet, and finally, We have a clear line of sight to improving our margins while delivering quality work and started planning for 2025. I will give you some detail on some of these highlights and Jill will fill in on others. Our new offerings and approaches to partnering with large pharma are gaining traction. This quarter we beat out four of the big six CROs to be selected as one of only two providers in an attractive full-service partnership with a larger pharmaceutical firm. The customer noted how Fortrea showed up differently to the opportunities than others under consideration. The increased bookings and revenue from this win should be felt in 2025. As I mentioned, we had some nice wins in a couple of other large pharma firms too. In one situation would be two larger incumbents take over an important clinical services opportunity and consolidate what was three vendors into one. We also got a nice win in foothold in a third even larger pharmaceutical firm. We've begun to see additional opportunities from these customers. Our clinical pharmacology business continues to be strong with attractive book to bills, customers, and indications. We're also seeing increasing momentum in transferring the impressive relationships we have in clinical pharmacology into Phase 1B and 2. We have a significant number of opportunities and have increased our win rate where decisions have been made. These relationships are based on the deep scientific knowledge we've brought to the table, working in some inspiring new modalities that include metabolic, neurodegenerative, immunology, and more. We had some good wins in biotech in areas such as oncology, ophthalmology, and dermatology. Recently, I met with the CEO of an ophthalmology biotech who has a great product, and they raved about our success to date with an important and challenging trial. In the second quarter, we also announced two offerings that reflect areas of strength for Fortrea. The first was our diversity and inclusion solution, which is designed to expand patient access to clinical trials and address the US FDA requirements to increase enrollment of underrepresented populations in clinical trials. The solution incorporates our consulting expertise, real-world evidence data, comprehensive planning, implementation, and measurement methodology. We've had a very nice response to this solution and have gained significant experience in this area, working on more than 40 diversity action plans in the past year. Greater productivity in clinical trials has become critical for the industry, and Fortria is centering itself on this value proposition. We are developing changes to roles, processes, partnerships, and technology. As part of this effort, another offering that we announced in the second quarter was the launch of our AI Innovation Studio, which will develop and deploy AI and ML technologies to drive productivity, quality, and enhance site and patient experiences, as well as safety and clinical research. Vortria's Innovation Studio is a fresh take on AI for CROs, very forward-looking and collaborative, yet still cost-effective. I'm looking forward to seeing what productivity ideas emerge from the studio in collaboration with our forward-leaning customers. We're hoping to share some of this with investors and analysts later this year. In another development, our therapeutic strategy leaders, who are some of our key medical doctors, now prepare strategies for increasing our impact and share in various therapeutic areas. They identify the movers and shakers, interesting mechanisms, as well as what we need to do and offerings we need to have to increase our share of the pie with biotechs and large pharma. Overall, we're strengthening our offerings and it's getting noticed. Fortrea was recognized in the second quarter for the first time as an independent company with CRO Leadership Awards sponsored by Clinical Leader in four categories, capabilities, expertise, quality, and reliability. These awards are based on an independent survey which compiled feedback that customers provide on CROs that they have worked with on a project during the past 16 months. Now, let me address the low light of the quarter that spills into some of our other results. Our book to bill for this quarter was just under one. Since we're a new public company, we'll try to give you more color on what happened. During Q2, we said to you, if we execute, we can meet our target of 1.2 book to bill. Let me explain why we thought that. Our pipeline at the beginning of Q2 was larger than any quarter since the beginning of 2022. In fact, it was 11% higher than the average of the three prior quarters, and our win rates have been solid. Overall, about half of our work is with biotechs. We're experienced at working with biotech companies and are optimistic about our capability to deliver attractive biotech solutions that fuel growth for Pretria. At the same time, contracting in this space can be uncertain, and we're finding it is harder to predict when the final contract will be executed. In the first half, our mix was slanted toward biotech. We're making changes to address the disappointing predictions and bookings these past two quarters. Unfortunately, two quarters of sub 1.2 bookings impacts our guidance and some other key targets. Now let me turn to our pipeline for the back half of the year. As I mentioned, our pipeline at the beginning of Q2 was 11% greater than our average of the prior three quarters. In Q Q3 and Q4 of last year, we delivered that 1.2 book to bill or better. The pipeline at the beginning of this quarter, Q3, is even greater than it was in Q2. In fact, it's 7.5% greater than it was. It also has more large pharma, which is encouraging. We're seeing our large pharma partners coming through their internal processes with RFP flow returning. We also feel good about Q4. As we sit here today, the second half overall has more qualified opportunities than any upcoming two quarters since we've been public. The pipeline is very attractive. In addition, the new and refreshed partnerships should contribute more opportunities in 2025. Now let me hand over to Jill. She'll comment on the numbers in more detail and our transformation margin improvement programs. Then I'll wrap up with some comments about the remainder of the year in 2025.

Thank you, Tom, and thank you to everyone for joining us today. Before we get into the details of the quarter, I want to acknowledge some of the work we have already done over the past year, exiting around 60% of our TSA services with our former parent, completing the divestiture of our non-core enabling services businesses, and materially improving our balance sheet. These are important building blocks for us to create long-term value for all our stakeholders. Upon the closing of the enabling services divestiture and executing on our receivable securitization facility in the quarter, we significantly reduced our balance sheet leverage by paying down around $500 million of SPIN-related debt. We have improved our capital structure and have ample headroom between our current ratios and our debt covenants. We have laid the right foundation for continued transformation. I will start with providing a detailed breakdown of the financial performance of our core business this quarter. Then I will walk you through the components that we are using to enhance profit margins in the adjusted EBITDA margin bridge we provided. I will share progress on our commercial transformation and expectations for the remainder of 2024, including the components that are driving improved adjusted EBITDA margins for the second quarter and that we believe will drive improved EBITDA margins for the second half of 2024. And finally, I will discuss our outlook for 2025. As a reminder, all of my remarks relate to continuing operations following the divestiture of our enabling services businesses, unless I note otherwise. Revenues of $662.4 million declined 8.6% year-on-year. This was driven by lower pass-through revenues compared to historical highs and lower service fee revenues. The pass-through decline is largely driven by lower pass-throughs on the biomarker studies we have previously called out, which are now normalizing given their stage in the project life cycle. Our second quarter service-free revenue continues to be impacted by a combination of factors, primarily lower new business awards in the pre-spin period, along with a mixed shift towards later stage and longer duration studies, particularly in oncology. Note that we did see mid-single-digit sequential growth in service fees, in line with our expectations. On a gap basis, direct costs in the quarter decreased 7.6% year-over-year, primarily due to lower pass-through costs. SG&A in the quarter was higher year-over-year by 59.7%, primarily due to incremental one-time costs incurred for exiting the TSA with our former parent. The company reclassified $33.1 million from direct costs to SG&A expenses in the prior year comparison period, primarily related to information technology costs and certain non-clinic facility charges. For the second quarter, you will see SG&A as a percent of revenue on a GAAP basis at 23.6%. However, it contains approximately $54 million of one-time costs related to the continued separation from our former parent. Excluding SPIN-related one-time costs in both quarters, underlying SG&A as a percent of revenue was relatively flat to the first quarter. We see significant potential to expand margins by reducing SG&A expense as a percentage of revenue over time once we fully exit the TSA services and can transition to lower-cost replacement infrastructure. Net interest expense for the quarter was $45.2 million. However, this is comprised of actual interest expense of approximately $33 million, and the remainder being the write-off of a portion of the debt issuance discount based on the debt prepayment in the quarter. As noted previously, we are targeting quarterly interest and related fees expense to decline substantially going forward due to the debt pay down. When looking at the annualized interest expense using debt outstanding, securitization usage, and rates in effect at the end of the second quarter 2024, estimated annual total cash interest and securitization costs are targeted to be approximately 18% lower compared to the annualized costs at the end of the first quarter 2024. Turning to our tax rate, the effective tax rate for continuing operations for the quarter was negative 12.1%, primarily due to the combined effect of a forecasted pre-tax loss in 2024, given our large one-time costs, a change in the valuation allowance, and earnings mix. During the second quarter, we recognized tax expense of $10.7 million in continuing operations, primarily due to a forecasted valuation allowance on our deferred tax asset, related to disallowed interest expense. We have plans that we expect could improve our overall tax position over time. Our book to bill for the trailing 12 months since the spin is 1.16 times, and for this quarter, it was 0.96 times. Our backlog at around $7.4 billion has grown 5.6% since the spin. As part of our work in the first quarter of this year to disentangle the enabling services businesses for reporting as discontinued operations, We became aware of historical misstatements of certain financial line items which we identified. The overall impact of these adjustments is not considered material to any given year. As previously discussed, we are continuing to bolster our financial control environment through personnel additions and process improvements. Continuing operations adjusted EBITDA for the quarter of $55.2 million decreased 23.2% year-over-year compared to adjusted EBITDA of $71.9 million in the prior year period. Note that adjusted EBITDA more than doubled compared to the first quarter of 2024, increasing by 103.7% on a sequential basis. Adjusted EBITDA margin for the second quarter was 8.3% compared to 9.9% in the prior year period. Adjusted EBITDA margin in the quarter was negatively impacted by lower service fee revenues from the lower awards during the pre-spin year the mix to longer duration studies, and higher SG&A costs post-spin to support operations as a public company. These were partially upset by the benefit from the restructuring program we initiated in the third quarter of 2023, which is continuing into 2024. In the second quarter of 2024, adjusted net loss of $2.3 million decreased 105% compared to adjusted net income of $46.1 million in the prior year period. Adjusted net loss for both basic and diluted share for the quarter was $0.03 compared to adjusted net income of $0.52 in the prior year period. Turning to customer concentration, in our continuing operations, our top 10 customers represented slightly more than half of our second quarter 2024 revenues. One customer accounted for 13.2% of revenues. As I comment on cash flows, note these relate to Fortria in total as we have not segregated cash flows from discontinued operations. For the first six months and to June 30th, 2024, we reported $248.1 million in cash flow from operating activities compared to $148.1 million generated in the prior year. Cash flow benefited from the sale of receivables under the securitization facility and an increase in unearned revenue partially offset by the decrease in net income. Free cash flow was $227.6 million compared to $122.3 million in the first six months of 2023. Net accounts receivable and unbilled services for continuing operations were $637.9 million as of June 30, 2024, compared to $941 million as of March 31, 2024. Day sales outstanding from continuing operations was 54 days as of June 30, 2024, 43 days lower than March 31, 2024. The reduction versus the first quarter is primarily due to the sale of receivables through our securitization facility, lower average billings, and to a lesser extent, an increase in advances. We continue to make changes to our contracting and order-to-cash processes to enable further improvements to our DSO profile over time. During the quarter, we prepaid $275 million of term loans from the initial divestiture proceeds, with the majority, $211 million, used to prepay Term Loan B, which has a higher cost of debt. We also used $229 million of the proceeds from our securitization facility to further pay down Term Loan B and our revolver, and as a result, reduced total debt by $504 million from the end of the first quarter ending the second quarter with $1.14 billion in gross debt. We have been, and for the foreseeable future we expect to be, fully compliant with the financial maintenance covenants of our credit agreement. We have considerable room under our covenant ratios due to the debt pay down, the exclusion of securitization usage from the calculations, and the benefit of the add-backs permitted under the credit agreement. We ended the quarter with more than half a billion dollars of liquidity. Our capital allocation priorities are unchanged, focusing in the near term on infrastructure investments for timely exit of the transition services agreement with our former parent, targeted investments to drive organic growth and improve productivity, and then debt repayment. Our target for net leverage ratio continues to be two and a half to three times over the medium term. Now I will provide an update on our transformation program. We continue to make progress on our journey towards improving financial results while we increase the longer-term health and performance of Fortria. We've now exited around 60% of our TSA services with our former parent, and we have robust plans in place to exit the majority of the remaining TSA services by year end, with a limited number being exited early in 2025 to ensure business continuity through year end. We are continuing with programs to reduce costs, including a restructuring program we introduced in the third quarter of 2023, which is continuing into 2024. The improvement in overall adjusted EBITDA this quarter is benefiting from these programs, as the service-free revenue growth we delivered dropped through strongly to the bottom line as we expected. On SG&A, while we have made initial progress in IT already, we are continuing to prepare for more efficient supporting organizations over time. In a few areas, we expect to begin to see benefits emerge towards the end of the year with other improvements planned for 2025 and beyond, as we fully exit the TSA and adopt these more efficient infrastructures. As you can see from our SG&A expense line item, this is critical for us to be competitive with our peers. On operational execution, we continue to enhance productivity by compressing our time to study startups and accelerating achievement of milestones through targeted investments and project management capabilities. We remain laser focused on building our backlog with the right mix and volume of new business awards. To that end, we are continuing to invest in resources and tools for our commercial organization and are ensuring senior leadership are intrinsically involved in the competitive selling process by leveraging their relationships and experiences. I will now cover our updated guidance for continuing operations. For full year 2024, we are lowering the midpoint of our revenues to $2.725 billion, with a range of $2.7 billion to $2.75 billion. The adjustment to revenue guidance largely reflects the lower recent pass-through trends we have been seeing, in particular due to the biomarker studies I mentioned earlier, and the impact to service-free revenues due to the lower than expected new business awards in the first half of the year. As a result of these headwinds, we now expect to have an overall revenue decline versus 2023 of around 4%, with the second half being improved versus the first half, but down slightly versus the prior year. Given that a portion of the revenue reduction is expected to be service fee revenues, we are reducing our adjusted EBITDA target to a range of $220 million to $240 million. In spite of the lower adjusted EBITDA range, we are targeting to show continued improvement sequentially through the remainder of the year, both in service fee revenue and in adjusted EBITDA. Let me bridge this improvement for you as seen on slide 9 of our investor presentation. you'll see that we delivered $82.3 million of adjusted EBITDA in the first half of the year. Using this as a run rate would give you a full year adjusted EBITDA of around $165 million. To get to our revised midpoint of $230 million, we are targeting service fee revenue growth to contribute $40 to $50 million, along with continued operational and SG&A optimization to contribute $15 to $25 million. The margin optimization is anticipated to be a combination of gross margin improvements given the restructuring programs we have implemented, improvements in facilities and other operating costs, and reductions in our IT spend. In achieving this, we would target to deliver an adjusted EBITDA margin in the 11% to 12% range for the fourth quarter of 2024. Now let me share some implications of our results and these guidance changes to our view of 2025 adjusted EBITDA based on our modeling. We are now targeting the adjusted EBITDA margin for 2025 to be more likely in the 11% to 12% range. While this is below the 13% we had been targeting previously, it would represent a roughly 300 basis points improvement at the midpoint versus 2024, and broadly a 30% to 40% increase in adjusted EBITDA dollars delivered. In addition, we are targeting a return to positive cash flow in 2025, given the expected reduction in spend related to the separation from our former parent. The challenges of the separation and the time it is taking to optimize our commercial approach and operational execution has led to a slower return to growth and margin expansion than we originally anticipated. But make no mistake, with a backlog of more than $7 billion, a global talented team of more than 16,000 clinical development professionals, and full independence to unlock future optimization insight, we remain a great partner for our growing customer base a rewarding place to work for our employees, and a long-term value creation opportunity for our investors. We are relentlessly focused on driving innovation and efficiency in clinical development, and we are gaining significant traction with customers, which is opening doors to new opportunities. As a pure play CRO, we are diligently executing our transformation strategy to drive substantial margin expansion and unlock significant value for our shareholders. Now I'll turn it back to Tom for the remainder of his remarks.

Thank you, Jill. In closing, let me provide some thoughts about the remainder of the year in 2025. Regarding the second half of 2024, as I mentioned, our pipeline of opportunities has grown and has more large pharma, which should be more predictable. In both the third and fourth quarter, we have attractive, qualified opportunities to close and contract. If we execute, we feel confident that across the two upcoming quarters, we can average a 1.2 book to bill. Q4 looks stronger than Q3. We will continue to do everything we can to meet a 1.2 book to bill or better in the third and fourth quarters. Now let me pick up on Jill's discussion of 2025. We have a programmatic approach to increase sales and improve operating margins while delivering for customers with quality. We now understand the investments required and are planning to make them. If we hit our target book to bills, as Jill said, we're modeling more than 30% improvement to adjusted EBITDA dollars next year. In 2025, we'll complete our exit from our former parent and end those heavy one-time costs. We also expect to turn cash flow positive in 2025. I acknowledge that this is a different financial trajectory than the one we had hoped. but it is still a very attractive increase in adjusted EBITDA in a short period of time. Let me step back and tell you why I'm so confident in Fortrea. Because I get to see the Fortrea team in action. Because I get direct customer feedback on our performance and how we show up from executives. We work hard here, we press our innovative offerings, and we seek to exceed our customers' expectations. When customers take the time to get to know us, they see us as innovative, agile, and they know the management team is accessible to them. Internally, I meet with teams working on exiting our former parent, divesting enabling services, and improving our delivery and margins. They also work hard, they resolve issues, and they meet deadlines. I meet with our AI and IT leaders regularly. We push for practical innovation while reducing overall IT costs. There's work to do, but this is the right team to do it. For instance, Jill and I meet weekly with teams driving our sales process. We review larger and more important deals. We press for critical thinking and what I call ferocious debates among friends to develop compelling solutions. We're getting better all the time. In my career, I've turned around businesses and I've grown businesses. Let me share this. Services firms, and CROs in particular, can be thought of like flywheels. If you know what a flywheel is, you know it takes effort and time to get it spinning. As Jim Collins has written, you put a great team in place, you confront the brutal facts, and then you create a culture of discipline around execution. We're doing that here at Portrea. Once the flywheel is spinning, momentum is a very powerful thing. We can go on a multi-year journey to create value. Other CROs have, and we will too. In summary, Fortria had a very solid quarter of execution progress, and we're well positioned for growth and value creation in the future. We will get that flywheel going and build momentum. You think about it, we delevered. We doubled EBITDA from Q1 to Q2. We had some big relationship wins in large pharma. We have a record pipeline as a public company, and we're anticipating more than a 30% increase in adjusted EBITDA next year. In closing, I'd like to recognize the tremendous team of professionals we have working here at Fortrea. We've navigated our first year as an independent entity, and the team has remained focused and dedicated to our patient-inspired mission. I appreciate their commitment and their expertise when we deliver solutions that bring life-changing treatments to patients faster, creating value for all of our stakeholders. Operator, can you please open the lineup for questions? Thank you.

Thank you. As a reminder, to ask a question, please press star 11 on your telephone and wait for your name to be announced. To withdraw your question, please press star 11 again. And the first question will come from Dave Windley with Jefferies. Your line is now open.

Hi, good morning. Thanks for taking my questions. You did hit the doubling of EBITDA on 2Q, which I thought was going to be the hardest hurdle for you to hit. I wanted to dig into some of the moving parts in the P&L on the first question. So you mentioned that service fee revenue was up mid-single digits. which since total revenue is basically flat, means that pass-throughs were down by the same amount. Could you quantify that? And how much should we think about that being a factor that continues through the second half? Thanks.

Yeah, thanks for the question, Dave. We won't quantify, but I will say those biomarker studies in particular, it's really significant. What we saw at the end of, say, in this period, same quarter last year, We saw basically high single digits in pass-throughs from that study, and it kind of quadrupled over the last few quarters and then was back down more in line with what we saw in the same quarter last year. And so, in particular, that one, we think most of the fluctuations of that one have now worked their way through, and we have been saying all along that the key to us being able to drive the improvements in adjusted EBITDA will come from service fee revenues growing And so we're pleased to see that. It was in line with what we expected for the quarter, and that's what we're projecting as we look over. As you can see, you saw the bridge that took you from Q1 to Q2 on our presentation, but obviously similar results we're expecting in terms of that magnitude for the remainder of the year.

Okay. Another way to come at this maybe is, again, revenue basically flat sequentially, operating costs down by about $28 million. What were the drivers of that? Um, did you, uh, you had talked on the last quarter about expanding some of the cost takeout that, that, you know, the restructuring that you mentioned in the prepared remarks, uh, I assume some of it was that. Did you get a full core impact of that and how much of that continues, uh, you know, kind of lapsed into the second half or into the third quarter specifically.

Yeah, we didn't get a full quarter of it because some of the additional pieces that we've been tacking onto that program really started in the second quarter, so that's some of the additional benefit that you'll see in Q3 and Q4. That program actually has continued through the third quarter, so you probably wouldn't see the full benefit of that until in the last quarter of the year, but that's part of the improvement. I called out that there have been some improvements in our IT spend that we've seen as we've gone through the course of the year. Most of the SG&A improvements are very back-end heavy, But we are seeing some of those things help us as well. And it's been just really tight cost management. I'm still meeting every single week to review every single hire in the company, all the travel expense. So we've really just been trying to be very disciplined about costs in this period while revenues continue to be relatively suppressed.

Okay. Last one for me. In the bookings numbers, again, kind of wondering the composition of this. Was this just... lower new wins or given, you know, given some of the moving parts and changes in estimates, including your forward revenue estimate around pass-throughs, did you take like an outsized pass-through, you know, reset or, you know, effectively cancellation in the quarter that influenced the overall book to bill? Thanks. And that's all for me.

Hi, Dave. It's Tom. It was really just, normal bookings. There were no major cancellations and no unusual events in terms of those pass-throughs. I think the bottom line there is just that we are having some difficulty predicting exactly when biotechs are going to contract. And we're finding, you know, with them being about 50% of our exposure from a revenue standpoint, And in this quarter, they were much higher exposure in terms of the opportunities. We have to do a better job of, of understanding exactly what the timelines are and then figuring out what we can, what we can do to influence those timelines. So as you heard, the pipeline is actually quite strong. I were where I would worry about this business is if the pipeline wasn't strong, but the pipeline is strong. Some important wins from large pharma that'll give us more of a floor. But unfortunately, in this quarter, we just didn't deliver in terms of these biotech opportunities to the level that I think we could have.

Got it. Thank you. Thank you, Dave.

And the next question comes from Patrick Donnelly with Citi. Your line is now open.

Hey, guys. Thank you for taking the questions. Tom, let me pick up on the way you finished there. I mean, it sounds like you guys are feeling pretty good about the pipeline, to your point. The pipeline looked pretty good at the start of 2Q. Obviously, the book-to-bill came in light. You know, you're talking about this building book-to-bill, certainly over 1Q and 4Q. Can you just talk about, I guess, the confidence level, the visibility you just gave in the last couple of quarters that come up light, in spite of that stronger pipeline? What gives you the confidence that that book-to-bill does, in fact, build off of this pipeline?

Yeah, hi Patrick. I think the difference, as we've looked at it in a lot of detail, and you can imagine that we're all over this, given what's going on, is that we look at that composition in terms of large pharma opportunities, biotech opportunities. We also look at what's been awarded and needs to be contracted versus what's more speculative. And in these upcoming quarters, we have quite a number of midsize and larger opportunities from large pharma. And we do have a number of things that are awarded and need to be contracted. And that gives us more confidence in what we see. You know, again, to some degree, I hate to acknowledge this, but we're learning a little bit more about having this much biotech exposure, at least I am. And I think what we're doing is we're really revising our procedures there to try to really understand exactly what those dates are for contracting and then exactly what we can do about them because the ability to influence them as a key part of what we try to do as a sales team. But this upcoming two quarters with more large pharma exposure gives us some confidence because the large pharma firms have a tendency to be more consistent in their scheduling and more predictable. because of the amount of experience they have and how they've done their approval process. So that's what makes us feel good about the second half of the year. Certainly I'm disappointed in the Q2 number, but again, the pipeline looks strong, and then the mix of opportunities and some of these larger farmer relationships give us some internal confidence that we're in a good position as we go forward.

Thanks, Patrick. Yeah, maybe one for Gerald. Just on the 2025 conversation there, I think that the margin may be more in that 11 to 12 range. But still, to your point, I think it's 30%, 40% dollar growth. Can you just talk about the levers to get there? I mean, how much of it is contingent on a certain level of top-line growth versus cost-outs? If you can talk gross margins SG&A, that's always helpful. But I just want to talk a little bit about the bridge to get to that new margin number. Thank you, guys.

Yeah, sure, Patrick. So it's really going to come from two things, right? In terms of the, if you use roughly 300, it'll be split about half and half based on what we see today, half coming from gross margin improvements, but more so from really driving productivity and improving our processes in the, you know, in the selling, sorry, in the project delivery space. And then the other half will come from SG&A improvements. We've been talking about the fact that we need to get really through those TSAs and be fully exited to start to see some of that value and the dollars coming out in SG&A. And so we're expecting it to be split between those two things.

Appreciate it.

And our next question comes from Luke Serget with Barclays. Your line is open.

Great. Thanks. I just wanted to follow up on Patty's question there from on the 25 number. So like if you, if you kind of just do the math there and back it out, so you have 35% midpoint growth in EBITDA and you have like 11 and a half percent operating margin that implies roughly a revenue number around 2.7 billion, which is comes into the low end of your guide. So, you know, one is that, is my math, um, correct there. And then two, is it like something to do with expected elevated pass through? kind of, you know, coming off, continuing to come off as, as we saw in this quarter and, and, you know, just any, any color there, what's actually going on between the dynamics.

Yeah, I think it's, it is, you're right. It's, it's really that mix as we continue to expect pass-throughs to moderate as we go through the course of the year. And then, you know, service fee revenues be picking up. We did have strong book to bills in the back half of last year. So we're starting to see some of that come through, but in terms of top line numbers, it's being largely offset by what we're seeing in terms of lower pass-through trends.

Okay, great. And then I guess more, you know, high level in market demand side, you know, we've seen like some weakness here in drug discovery side, especially on the safety assessment. And you guys just talked about seeing good bookings in Clint Farms. So kind of where does that fit within the overall workflow? I know it's more late phase focused, but. you know, study starts continue to be softer, just kind of where you start seeing the, uh, if there is going to be any pressure there on the, on the late stage pipeline.

Yeah. We're, what we see is pretty consistent with actually with what Dave Windley wrote in one of his recent notes. And that's that, uh, the early go. Yeah. Yeah. What am I going to say? But it's true. Uh, but we, uh, But we see it pretty consistent. So in early, so in phase one, it is a little bit softer than man-in-bomb biotechs. But what we've done over the past year is continue to increase our exposure to some of the more attractive, larger players in pharma. And what we see is there is a group of pharmaceutical firms that are actually spending quite a bit more on R&D. And we're pretty well positioned with a number of those firms plus picking up some new customers in the phase one spot that are out of, again, larger pharma. So, so I think for us, what's happening is we're just well viewed and well positioned, and that's giving us a bit of an advantage when it looks at, when we look at the clinical pharmacology. That being said, we also see the same thing that's generally being discussed in the industry that, um, phase two and phase three is being prioritized. And so given that it's being prioritized, we're seeing, you know, for a company like ours, the exposure we have, we're seeing plenty of demand for phase two, phase three type studies. So I think I generally agree with that commentary that's out there about how the industry is going. But again, given that we're mostly exposed to phase two, three, and four, that is a benefit for us.

Yeah. Yeah, that's what I thought. All right, thanks.

And the next question comes from Elizabeth Anderson with Evercore. Your line is open.

Hey, thanks so much. Maybe just piggybacking off of what Luke was just asking, how have you found the pricing environment in the recent, you know, maybe in the pipeline and some of your recent wins, and if you could differentiate between biotech and pharma for that, that would be super helpful.

Yeah, thanks, Elizabeth. In terms of biotech pricing, I think it continues to be consistent with what it's been, and that's good market-based pricing. And we occasionally see somebody step in to buy something there in biotech, but for the most part, it's solid, disciplined pricing in that marketplace. And then in large pharma, similar to the commentary of some of our competitors, we We generally are seeing full service outsourcing be reasonable market-based pricings. You should know that Fortria tries to go for market-based pricing. And what I mean by that is there's probably some band of reasonable prices out there. And we try to be in that band where we maintain our margins, but we deliver a good value for the customer. We do see an FSP increase. some situations where a competitor is really lowering prices. Luckily, as we've discussed on prior calls, we're not as exposed to these really large volume FSP deals as some of our competitors are. Personally, I've been around this industry for a while. I don't think that's sustainable, but we are seeing FSP in the largest situations be very, very competitive. Does that help, Elizabeth?

Yeah, that's super great commentary. Thank you for that. Maybe just as a follow-up, the back half guide, I think, implies a backlog burn of about 9.4%-ish And I just, you know, obviously that's a little bit of an acceleration versus what we saw in the first half of the year, but down year on year still. So how do we just think about that and sort of why is that kind of the right level? Are there sort of studies that are coming forward that you know that have started to burn already? Like if you could just give us any more color on why that's the right burn rate, that would be great. Thanks.

Sure, Elizabeth. Yeah, I think it's two things. One, as you say, I mentioned what we won in the second half of last year is starting to come into the pipeline, and we're being really focused on those new projects in particular and ensuring we execute them as rapidly as possible, getting sites initiated, getting to those patient enrollment milestones where we can start to also bill in addition to recognizing revenue. So those are important things. So you have the combination of that plus the work. Tom talked about us being on the sales call. We're also on weekly project review calls, and we're going through and looking at all large projects come forward every week, and we talk through and understand where they are and try to do what we can to get any barriers out of the way, whether it's resourcing or leadership engagement or working with customers in terms of trying to get decisions. So Those two things are really allowing us to start to drive some momentum in how we're burning through our backlog. It's a little bit of an uptick. It's a constant battle that we're making to try to grow revenue, but against those two things, we're seeing some initial progress.

Got it. That's helpful. Thank you.

And the next question comes from Justin Bowers with DB. Your line is open.

Hi, good morning, everyone. Tom, can you talk a little bit how you're positioning Fortrea in biotech versus large pharma and maybe discuss some of the steps that you're taking in terms of the commercial transformation and how you're going to market?

Yeah, thanks, Justin. In terms of biotech, we have this strong medical expertise that we inherited from covance over time and some excellent physicians excellent strategists we were just on a call the other day where our lead strategist actually did her phd in this specific mechanism and indication of the project and had some really innovative ideas so when it when it comes to biotech what we're really trying to do is figure out how we can with quality shorten their timelines and really bring the medical scientific expertise, how we can help them with the protocol development to make sure that we reduce protocol amendments and give them the site investigator relationships and access that it's hard to get as a small biotech. With large pharma, it's interesting. As I alluded to in my comments, they're very interested in productivity right now. We're seeing some of the consultants for the industry really pushing productivity. It it's a discussion topic, whether they're increasing their spending on R and D or not. And so what we're really doing is leaning into how does Fortria with being a relatively agile company, how do we help them be more productive? And so, as I said, in my remarks, we've decided this is something I've been passionate about for a long time. And so we've really decided to try to center ourselves. So not just, for instance, investing in AI generally, but how do we improve the productivity of some of the more expensive parts of the clinical trial, such as the interaction with CRAs around sites or reducing protocol amendments around, you know, that have secondary effect costs throughout the trial. So with big pharma, we're really trying to center ourselves in this productivity discussion. With biotech, it's more acceleration, scientific support, real-world evidence integration, you know, those types of things.

Does that help, Justin?

I know that's a little detailed for an earnings call, but maybe it gives you a sense.

Yep, appreciate it. And then just a follow-up for maybe you and Jill on the bookings. Were there any delays or push-outs from 2Q into the second half of the year? I mean, you talked about some awards that were not yet contracted, and then Should we just think of this as being, just given the size of the organization and where you are now, should we just think of the bookings as just being a little more wall tool from quarter to quarter, but at the end of the year, you can maybe get back to the 1.2 on average? Is that sort of like where we are in the cycle right now over the next, call it like four to six quarters?

Let me start on that. I do think that we are, to your last point there, we're trying to get to a point where we have a trailing 12 months of 1.2 so that we have that ongoing amount of bookings that really helps us grow. And so I do think, for better or worse, what you're seeing in fact is a little more volatility than we would like. But again, the key thing is that the pipeline is strong right now. I I don't know, Jill, if you'd comment more on that, but I think we should be able to, with the efforts we're doing at predictability and then the relationships we're developing, I think we're expecting to be able to get greater consistency here.

That's obviously the target. I think we called out the one in the first quarter because it happened so late and it was large and we had had confirmation from them that it was going to happen and then it didn't at the last minute. So I think I don't want to be talking about pushing from quarter to quarter. We're just targeting consistently, getting to that 1.2 over time. And with the pipeline that we see for the second half, we believe we've got the mechanism to do that.

Thank you. I'll jump back in queue. Thank you.

And the next question comes from Max Smock with William Blair. Your line is open.

Hi, good morning. Thanks for taking our questions. Wanted to just drill in a little bit more into your commentary around small biotech and decision-making process there. Can you give us a sense for just how those decision-making timelines have changed across this year? It seems like funding really trailed off in June and July. Just wondering if you've seen biotech become even more cost-conscious in the last couple months in particular? And what do you get to since these customers are waiting to see in order to feel more comfortable about moving these programs forward here in the near future? Thank you.

Yeah, I think cost consciousness wise, they've always been pretty cost conscious because they're on a budget. You know, maybe 2021, 22 is a little bit of an exception, but generally they've been pretty cost conscious. I do think we're seeing more involvement of different elements of the organization, whether it's the board, whether it's more interaction with the top executives in the company. that are causing the biotechs to just have an anticipated schedule and then, at least from what we're seeing, then have that anticipated schedule slip through these further discussions. As Jill said, you know, it's difficult. I don't think the fact that we now have a larger pipeline because of some of these slower processes doesn't make us want to promise you any more. But there's no question that the decision processes over the last, say, four to six quarters have gotten a little bit slower in biotech as they're just a little bit more careful with their budgets.

Understood. Thank you. And then maybe just a quick follow-up from me here on burn rate. Wondering if employee retention, if you can get some commentary around how that has tracked so far here in 2024. And what impact turnover has had on the lower than expected burn rate that we've seen over the last couple of quarters here? Thank you. Want to do that, Jill?

Yeah, sure. So I know we've been talking towards the end of last year and early this year that we were seeing attrition levels well below pre-COVID norms. They've maybe moved up just slightly, but they're really in line with the industry. Nothing significant there. We don't think that's a significant factor in terms of the burn rate. I mean, for us, it's really about continuing to focus on the productivity enhancements, greater execution around the delivery, and making sure that we unlock the barriers and, you know, for our teams to be able to deliver the projects as efficiently as possible. We're not seeing attrition be a big factor.

Okay, great. Thanks again for taking our questions. Thanks, Max.

And the next question comes from Charles Rye with TD Cohen. Your line is open.

Yeah, thanks for taking the question. I wanted to, Tom, maybe just go into a little bit more. You talked about sort of the cost, you know, just that biotech has always been sort of mindful of spending. And, you know, obviously some of your peers have also talked about some cautiousness. You know, how much do you think it's maybe on the macro environment that, you know, lack of sort of rate, you know, cuts that we haven't seen? Has that played a bigger part? You know, has that come up in discussions? And then secondly, maybe for Jill, if we think about the EBITDA margin guide implied for the 2025 revenue growth, how much of that is predicated on hitting the 1.2 book to bill in the back half a year? Maybe you can give us a sense on maybe some of the sensitivity. Can you still get there if you're a little bit short? Or is it that at least 1.2 is required? Thanks.

Thanks, Charles. I think I'd summarize the biotech market as being solid. So it is consistent with prior quarters, consistent with this year, that it is a solid environment. And then in terms of the larger pharma, we really do see three groups of them. We see those that are growing, those that are sort of slow growth or flattish, and then those that are flat to decline. And we actually see different behaviors in those different groups. And so we think about our targeting of them very differently. And so, again, biotech being more than 60% of the R&D market these days and being where a lot of the innovation is happening continues to be a big target, be solid and attractive for us at Fortrea, a big part of our history. But then we're being very careful because the large pharma market is really – pretty distinct in how it's reacting with some actually increasing full-service outsourcing, some pressing for savings and productivity, and then some actually restructuring simultaneously. So, Charles, does that help on the market overall in how we're thinking about it?

Yeah, it does. Jill, you talked about the margins. Just to follow up on that, Tom, because you mentioned earlier, right, in your prior comments, you had won a big pharma engagement, and you said that they had commented that Fortrera kind of presented differently. Maybe you can provide a little bit more details on how you presented differently. Like, what did they kind of call out?

Yeah, it's a number of factors. It's largely... alignment with their values of where they're going. So when you look at what we're trying to do for TRIA, this focus on productivity, this focus on how we can be more effective at supporting their need to accelerate drug development, we're getting very good feedback about that. And then the other, frankly, is that Our management, it's not just me and Jill, frankly. As you go down through levels of this organization, it's all quite aligned. They do like what we're doing in artificial intelligence. We have some concepts here that we'd like to show to you guys later in the year associated with how we think about technology, how we think about simplifying and making more efficient the CRA's job, how we're trying to use hubbing and centralization to lower the overall costs. And they're excited to collaborate with us over the coming few years in terms of how we can try to get greater productivity into clinical research.

Okay.

And I'll pick up on your question. I mean, yes, we, you know, we are working very hard to deliver, you know, an average across that back half, that 1.2 times book to bill. That will be very important. We would have margin expansion You know, if we were able to be a little bit less than that, but I think to get to those levels, it's really important because, as you know, getting revenue through the funnel is very critical and being able to, you know, bring in those new projects where we can apply the new techniques and methodologies we're doing is really important. So we are very much working towards getting that 1.2 times to be able to get to the 2025 target. Great. Thank you.

And our next question comes from Matt Sykes with Goldman Sachs. Your line is open.

Good morning. This is Will Ortmeyer on for Matt. Thank you for taking our questions. You touched on the cost savings a little bit on Dave's question, but just to dig a little deeper there, is there scope to continue to drive costs lower than you previously expected given the revenue and booking trends this year and maybe some overcapacity you've experienced? And I guess put differently, how are you thinking about balancing cutting costs and expanding margins while being ready to absorb greater demand when it comes through?

Yeah, you've hit the nail on the head on that last point there, right? We're trying to be very, very disciplined and think about how we balance improving the bottom line with making sure, you know, hearing the feedback from our customers and the things we need. We know when we show up, particularly at large farm opportunities, they expect you to have a global footprint and be able to produce, you know, work in any country that they are looking for support. So it is a balancing act. We know there's opportunity to take out further costs in SG&A. We're very focused on that. We've talked about that historically. You can see it in our SG&A. Even the underlying as a percent of revenue, we've talked about the fact that in IT in particular, we're working hard to bring down the cost. But we're trying to be really thoughtful. Think about things like Tom had mentioned with the AI and ML, how we can use that to also improve productivity. So it is a balancing act. But we're certainly being mindful of the cost as we go forward while we try to be prepared for what we hope will be significant growth in the future.

That's helpful. Thank you. And then one more quick one on our side. Given the dispersion between pharma and biotech in the discussions this quarter, longer term, how are you thinking about the customer mix split between biotech and pharma? Are you still aiming for that 50-50 split, or is your thought process evolving there?

Thank you. Yeah, thanks, Will. I think we would like to continue on with this mix. We like this mix because the large pharma gives you that consistency of opportunities. And clearly, as you can tell from this call, we want to consistently deliver for you and for our people and our customers. So you get that consistency with large pharma. And frankly, we also think that some of the things that we're doing around productivity benefit the biotechs as well. On the other hand, The biotech market is rich. It is growing. It is getting investment. And it is expected to continue to grow as a proportion of the overall R&D spend. I certainly, in my discussions with Big Pharma, you certainly continue to have a lot of interest in trying to look at the assets that are attractive. And the large pharma is looking to biotech for a lot of its innovation. And so we think continuing to serve that market We have a history of it. You'll know that Covance had acquired Chiltern. Chiltern was very biotech, 100% biotech focused, really. And so we have a lot of good skills for biotechs, and we hope to keep that 50-50 mix going.

And our next question comes from Eric Coldwell with Bayard. Your line is open.

Thank you. First, I think I have three questions. What was the breakdown of the $54 million spend-related cost here in the quarter? Why was that up over 3x quarter over quarter? And what is the expected level in 3Q and 4Q?

Yeah, sure, Eric. I'll take that one. We were expecting it to increase. We're not expecting to be at that level quarterly for the remainder of the year, but we knew that it was going to ramp over the course of the year because of the fact that the heavy lift in terms of the, particularly the IT transitions that we were doing, those were where the majority of the costs were. So the vast majority of that, probably 80% of it is IT related type costs and the rest would be supporting the other groups. But I mean, it's all the things around, you know, transitioning servers. We've got about 30% of those transitions, the team's working hard and there are you know, more than 1,000 of those. It's the applications, the hundreds of applications that we're working on. You know, we've talked openly about the fact that we're replacing our ERP and HCM, so it's really all the cost to help support those coming across. So we're expecting still to have spend on it in Q3 and Q4, but not to the extent we would at the moment, based on our projections, this would be the highest quarter, but there still will be spend on it in the third and fourth quarters.

When you say less, Jill, are you talking, I mean, is it $40 million, $20 million? What Is there a zip code you could put us in for how to go into the next quarter? What to expect?

Yeah, I think it's probably still going to be, it's not going to be as low as it was in first quarter, but it won't be as high as it was in second quarter. You know, just to kind of, you know, I think if you think about the average of that, that's probably a fair approximation.

Okay. And then was there a bonus reversal benefit to 2Q and is there an accrual reduction impact that you would call out that's incremental driving the second half?

There was a very small amount that we unwound in Q2, but that wasn't the biggest driver of the improvement from an adjusted EBITDA perspective. It was really small. I mean, obviously, yes, we have publicly said that we are reducing our future accruals because of the fact that we are below where we were expecting to be for the year. So that is a little bit of a benefit in the second half, but it wasn't the big driver of the 2Q performance from an adjusted EBITDA perspective.

I'm just trying to get a sense on the comp as you go into 2025 and if you were to move back to normal accruals in 2025, obviously from a lower level than was previously expected, but what kind of a year-over-year headwind might that be? And is that factored into the 11% to 12% EBITDA guidance?

It is factored into the preliminary outlook, I guess. Yes, preliminary outlook. It is factored into that. It will be a headwind that we'll have to work to overcome, and that's part of the work that we're doing across the teams. And, you know, we did talk a little bit about that, the benefits of that restructuring program, you know, because we're continuing to work through that through this quarter, not really seeing full benefits of that towards the end of this year. That will help offset some of that as we go into next year. But that is also a headwind that we're working towards with the efficiency and productivity programs that we have in place. We know it's important to be able to get back to that.

Yeah, the main thing is it's planned in.

Yes, it is part of it.

Yeah. Okay.

And I know I said I had three questions. I guess there's probably a few more subparts to these. But on the last one, you've said you were making changes to get the bookings going. You've talked a bit around that. But are there any specific details you could give us about changes in the terms you're offering, changes in pricing, changes in Salesforce focus, leadership? Is there some kind of more specific detail you could give us, anecdotal commentary that we could track besides more of what I would say was a higher level discussion so far, at least it felt like that to me.

Yeah, Eric, appreciate that. I'm glad you asked, too, because we are not making price concessions to increase sales. We're not doing anything out of market associated with extending terms or anything like that. So we are really trying to stay in market and have the value proposition of working with us, as I was alluding to in the earlier discussions, with our strategies, with our medical expertise, with the investigator relationships that we have with the technologies like the ADVARA, VIVA, relationship that's pretty unique that we have. We're really trying to press into selling with that, not by making price concessions. So I'm glad you asked about that. With respect to specifics, yeah, I think there are a couple of things. First, we are improving the discipline of our weekly and monthly meetings associated with sales and the predictability. We're going to make a couple of changes to how we predict the second half of the quarter and look at probabilities a little bit differently than we have been. We had gone into a certain methodology and now we're going to use a couple of different methodologies to try to predict. But the key is, you know, what you don't want to do is you don't want to predict you're going to be at 0.96. What you want to do is figure out the way to get at 1.2. So the key is really working with the teams to really try to understand the decision processes and then how we can influence them and make them work. And the other thing that we're looking at in all candor for next year, and it's incorporated in the numbers that Joe was describing, is actually potential of increasing our resources associated with going after biotech in particular and Do we inherit a sales force of a certain size? And so we're thinking, should we go ahead and have more resources exposed to biotech in certain geographies? So we're looking at that right now. So we've got a number of things. I guess the last thing I'd say is we are looking at the use of AI in both targeting and RFP development. There are some tools out there that you may be aware of that that incorporates some elements. So we're looking at what those tools can do, but then also looking at, you know, how can we enhance it with some of the skills that we have in-house. So does that help, Eric?

Yeah, thank you. That's helpful. I appreciate it.

And the next question comes from Michael Riskin with Bank of America Securities. Your line is open.

Great, thanks for squeezing me in. I'll just limit it to one, given the time. I want to go back to this comment on pipeline converting to orders, you know, both in 2Q and later in the year, talking about the swing between pharma and biotech. So just, I mean, it sounds like there is, you talked about predicting, typically predicting when biotechs convert, but it doesn't sound like those were canceled outright or sort of fell through. So just confirm, you know, all that biotech, that was in the pipeline that didn't convert in 2Q, is it still in the pipeline? Is it still sort of part of your second half outlook? Because you talked about heavy biotech lean in 2Q, but more pharma lean entering 3Q. So I'm just wondering if the biotech didn't convert and it's still there, is that part of the equation for the second half? And then just how much does that really swing quarter to quarter in terms of the pipeline, the composition of it? because that's something that's been really volatile. So just sort of what are the factors driving that? Thanks.

Yeah. I mean, our reality is that a lot of it is delayed decision-making. So it is, in fact, in the third and fourth quarters. So that's one of the things that makes our pipeline look great. But what is, you know, the addition to that is that we have some things that we knew were going to be late in the year award and contract with large pharma, and those are coming into place. site now too for Q3 and Q4. So that's what makes us feel good about the second half of the year. You know, in terms of the volatility, I think we are finding there's a little seasonality. This seems to be, you know, perhaps it's introduced by the reprioritization and some of the internal processes taking place in large pharma that are causing more second half awards and first half awards, at least in the companies that we're working with. But, you know, you saw this last year, you see it this year. I'm not sure I really want to call it a trend yet, though. It may be more just a temporal thing that's happened in 2024 than it is a long-term trend because, you know, historically, pharma firms are pretty balanced through the year. Large pharma is pretty balanced through the year with the potential of a little increase in Q4 as they're trying to finish up their budgets. So I don't want to call it a long-term trend yet, but it certainly happens to be something that we saw in 2024.

I show no further questions at the queue at this time. I would now like to turn the call back over to Tom for closing remarks.

Thank you very much. We appreciate your interest in us and support. You know, again, it's been a good quarter for things like delevering, doubling EBITDA, some of these big relationship wins, and we have a strong pipeline. So we appreciate your interest and support and look forward to talking to you next quarter. Thank you.

This concludes today's conference call. Thank you for participating. You may now disconnect.