Agiliti (AGTI) 10-Q 7 May 24 2024 Q1 Quarterly report Financial data

Cover Page

Cover Page - shares	3 Months Ended
	Mar. 31, 2024	May 02, 2024
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Mar. 31, 2024
Document Transition Report	false
Entity File Number	001-40361
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	11095 Viking Drive
Entity Tax Identification Number	83-1608463
Entity Address, City or Town	Eden Prairie
Entity Address, State or Province	MN
Entity Address, Postal Zip Code	55344
City Area Code	952
Local Phone Number	893-3200
Title of 12(b) Security	Common Stock
Trading Symbol	AGTI
Security Exchange Name	NYSE
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		136,293,374
Entity Central Index Key	0001749704
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q1
Amendment Flag	false
Entity Registrant Name	AGILITI, INC. \DE

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Current assets:
Cash and cash equivalents	$ 5,373	$ 20,037
Accounts receivable, less allowance for credit losses of $4,295 as of March 31, 2024 and $6,236 as of December 31, 2023	246,344	215,684
Inventories	86,006	74,484
Prepaid expenses	17,327	20,231
Other current assets	8,334	7,307
Total current assets	363,384	337,743
Property and equipment, net	295,693	292,684
Goodwill	1,239,432	1,239,432
Operating lease right-of-use assets	76,804	78,157
Other intangibles, net	411,810	430,002
Other	21,149	20,926
Total assets	2,408,272	2,398,944
Current liabilities:
Current portion of long-term debt	26,281	18,468
Current portion of operating lease liability	25,362	25,603
Current portion of obligation under tax receivable agreement	1,862	12,796
Accounts payable	67,709	58,518
Accrued compensation	37,699	28,866
Accrued interest	21,363	21,451
Other current liabilities	35,902	30,906
Total current liabilities	216,178	196,608
Long-term debt, less current portion	1,059,377	1,061,062
Obligation under tax receivable agreement, pension and other long-term liabilities	9,723	10,467
Operating lease liability, less current portion	62,819	63,765
Deferred income taxes, net	120,142	126,219
Commitments and contingencies (Note 8)
Equity:
Common stock, $0.0001 par value; $500,000,000 shares authorized; $136,081,290 and $135,368,025 shares issued; $136,081,290 and $135,352,336 shares outstanding as of March 31, 2024 and December 31, 2023, respectively	14	14
Treasury stock, at cost; — and 54,256 shares as of March 31, 2024 and December 31, 2023, respectively	0	(419)
Additional paid-in capital	975,492	972,156
Accumulated deficit	(40,306)	(33,699)
Accumulated other comprehensive income	4,531	2,505
Total Agiliti, Inc. and Subsidiaries equity	939,731	940,557
Noncontrolling interest	302	266
Total equity	940,033	940,823
Total liabilities and equity	$ 2,408,272	$ 2,398,944

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Statement of Financial Position [Abstract]
Accounts receivable, allowance for doubtful accounts	$ 4,295	$ 6,236
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized (in shares)	500,000,000	500,000,000
Common stock, shares issued (in shares)	136,081,290	135,368,025
Common stock, shares outstanding (in shares)	136,081,290	135,352,336
Treasury stock (in shares)	0	54,256

Consolidated Statements of Oper

Consolidated Statements of Operations - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Income Statement [Abstract]
Revenue	$ 302,751	$ 299,904
Cost of revenue	203,542	190,530
Gross margin	99,209	109,374
Selling, general and administrative expense	84,025	88,837
Operating income	15,184	20,537
Interest expense	22,918	15,831
Income (loss) before income taxes and noncontrolling interest	(7,734)	4,706
Income tax (benefit) expense	(1,218)	1,656
Consolidated net income (loss)	(6,516)	3,050
Net income attributable to noncontrolling interest	91	37
Net income (loss) attributable to Agiliti, Inc. and Subsidiaries	$ (6,607)	$ 3,013
Basic income (loss) per share (in dollars per share)	$ (0.05)	$ 0.02
Diluted income (loss) per share (in dollars per share)	$ (0.05)	$ 0.02
Weighted-average common shares outstanding:
Basic (in shares)	135,664,208	133,850,124
Diluted (in shares)	135,664,208	139,293,662

Consolidated Statements of Comp

Consolidated Statements of Comprehensive (Loss) Income - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Statement of Comprehensive Income [Abstract]
Consolidated net income (loss)	$ (6,516)	$ 3,050
Other comprehensive income (loss):
(Loss) on minimum pension liability, net of tax of $5 and $12	(15)	(35)
Gain (loss) on cash flow hedge, net of tax benefit (expense) of $(695) and $1,375	2,041	(3,967)
Total other comprehensive (loss) income	2,026	(4,002)
Comprehensive (loss)	(4,490)	(952)
Comprehensive income attributable to noncontrolling interest	91	37
Comprehensive (loss) attributable to Agiliti, Inc. and Subsidiaries	$ (4,581)	$ (989)

Consolidated Statements of Co_2

Consolidated Statements of Comprehensive (Loss) Income (Parenthetical) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Statement of Comprehensive Income [Abstract]
(Loss) on minimum pension liability, net of tax	$ 5	$ 12
Gain (loss) on cash flow hedge, net of tax benefit (expense)	$ (695)	$ 1,375

Consolidated Statements of Equi

Consolidated Statements of Equity - USD ($) $ in Thousands	Total	Total Agiliti, Inc. and Subsidiaries	Common Stock	Treasury Stock	Additional Paid-in Capital	Accumulated Deficit	Accumulated Other Comprehensive Income (Loss)	Noncontrolling Interests
Beginning balance at Dec. 31, 2022	$ 946,325	$ 946,128	$ 13	$ 0	$ 953,046	$ (14,274)	$ 7,343	$ 197
Increase (Decrease) in Equity
Net income (loss)	3,050	3,013				3,013		37
Other comprehensive income (loss)	(4,002)	(4,002)					(4,002)
Share-based compensation expense	6,727	6,727			6,727
Stock options exercised	469	469			469
Shares forfeited for taxes	(5,314)	(5,314)			(5,314)
Cash distributions to noncontrolling interests	(57)							(57)
Ending balance at Mar. 31, 2023	947,198	947,021	13	0	954,928	(11,261)	3,341	177
Beginning balance at Dec. 31, 2023	940,823	940,557	14	(419)	972,156	(33,699)	2,505	266
Increase (Decrease) in Equity
Net income (loss)	(6,516)	(6,607)				(6,607)		91
Other comprehensive income (loss)	2,026	2,026					2,026
Reissuance of treasury stock	0			419	(419)
Share-based compensation expense	4,513	4,513			4,513
Stock options exercised	1,150	1,150			1,150
Shares forfeited for taxes	(1,908)	(1,908)			(1,908)
Cash distributions to noncontrolling interests	(55)							(55)
Ending balance at Mar. 31, 2024	$ 940,033	$ 939,731	$ 14	$ 0	$ 975,492	$ (40,306)	$ 4,531	$ 302

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Cash flows from operating activities:
Consolidated net income (loss)	$ (6,516)	$ 3,050
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation	20,980	19,620
Amortization	20,675	23,473
Remeasurement of tax receivable agreement	267	0
Provision for credit losses (gains)	(1,371)	404
Provision for inventory obsolescence	945	789
Non-cash share-based compensation expense	4,238	6,889
Gain on sales and disposals of equipment	(279)	(751)
Deferred income taxes	(6,767)	(4,229)
Changes in operating assets and liabilities:
Accounts receivable	(28,877)	(15,497)
Inventories	(12,467)	(4,399)
Other operating assets	5,431	3,930
Accounts payable	7,386	7,935
Accrued and other operating liabilities	10,117	13,682
Net cash provided by operating activities	13,762	54,896
Cash flows from investing activities:
Medical equipment purchases	(11,870)	(12,128)
Property and office equipment purchases	(6,674)	(6,734)
Proceeds from disposition of property and equipment	806	1,033
Intangible asset purchases	(27)	0
Net cash used in investing activities	(17,765)	(17,829)
Cash flows from financing activities:
Proceeds under debt arrangements	70,000	87,000
Payments under debt arrangements	(65,688)	(82,849)
Payments of principal under finance lease liability	(2,351)	(2,297)
Payments of deferred financing costs	(871)	0
Payments under tax receivable agreement	(10,938)	(24,822)
Distributions to noncontrolling interests	(55)	(57)
Proceeds from exercise of stock options	1,150	469
Dividend and equity distribution payment	0	(321)
Shares forfeited for taxes	(1,908)	(5,314)
Net cash used in financing activities	(10,661)	(28,191)
Net change in cash and cash equivalents	(14,664)	8,876
Cash and cash equivalents at the beginning of period	20,037	5,577
Cash and cash equivalents at the end of period	5,373	14,453
Supplemental cash flow information:
Interest paid	22,050	14,622
Income taxes paid	$ 88	$ 39

Basis of Presentation

Basis of Presentation	3 Months Ended
	Mar. 31, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Presentation	Basis of Presentation Description of Business Agiliti, Inc. and its consolidated subsidiaries (Federal Street Acquisition Corp (“FSAC”), Agiliti Holdco, Inc. and Agiliti Health, Inc. and subsidiaries (the “Company” or “Agiliti”)) is a nationwide provider of healthcare technology management and service solutions to the United States healthcare industry. Agiliti, Inc. owns 100% of FSAC. FSAC owns 100% of Agiliti Holdco, Inc. Agiliti Holdco, Inc. owns 100% of Agiliti Health, Inc. Agiliti Health, Inc. owns 100% of Agiliti Surgical, Inc., Agiliti Imaging, Inc., Agiliti Surgical Equipment Repair, Inc., Sizewise Rentals, LLC, and Agiliti Financing, LLC. Agiliti Financing, LLC owns 100% of Agiliti Receivables LLC. Agiliti Health, Inc. and subsidiaries are the only entities with operations. All other entities have no material assets, liabilities, cash flows or operations other than their investment and ownership of Agiliti Health, Inc. and subsidiaries. The Merger Agreement On February 26, 2024, the Company, entered into an Agreement and Plan of Merger (the “Merger Agreement”) by and among the Company, Apex Intermediate Holdco, Inc., a Delaware corporation (“Parent”), and Apex Merger Sub, Inc., a Delaware corporation and a direct wholly owned subsidiary of Parent (“Merger Sub”), pursuant to which, subject to the satisfaction or waiver of certain conditions and on the terms set forth therein, Merger Sub will merge (the “Merger”) with and into the Company, with the Company continuing as the surviving corporation (the “Surviving Corporation”). Parent and Merger Sub are affiliates of THL Agiliti LLC, an affiliate of Thomas H. Lee Partners, L.P. (“THL”) and the holder of a majority of the outstanding capital stock of the Company (the “Significant Company Stockholder”). Capitalized terms used herein but not otherwise defined have the meaning set forth in the Merger Agreement. Merger Consideration Pursuant to the Merger Agreement, at the effective time of the Merger (the “Effective Time”), each share of common stock, $0.0001 par value per share, of the Company (the “Shares” and each a “Share”) issued and outstanding immediately prior to the Effective Time (other than (i) Shares owned directly or indirectly by the Significant Company Stockholder, Parent or Merger Sub or any of their respective Subsidiaries (each such Share referred to in clause (i), a “Significant Company Stockholder Share” and, collectively, the “Significant Company Stockholder Shares”), (ii) the Rollover Shares (defined below) and (iii) Shares owned by the Company as treasury stock (each such Share referred to in clause (iii), an “Excluded Share” and, collectively, the “Excluded Shares”) and (iv) Shares that are owned by stockholders who have perfected and not withdrawn a demand for appraisal rights in accordance with Section 262 of the DGCL (“Dissenting Stockholders”)), shall be converted into the right to receive $10.00 per Share in cash, without interest thereon (the “Merger Consideration”). Refer to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on February 26, 2024 for additional information regarding the Company’s entry into the Merger Agreement. Basis of Presentation The interim consolidated financial statements have been prepared by the Company without audit. Certain disclosures normally included in consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) have been condensed or omitted. As such, the information included in this Quarterly Report on Form 10-Q should be read in conjunction with the audited consolidated financial statements and the related notes thereto in the Company’s Annual report on Form 10-K for the year ended December 31, 2023 filed with the Securities and Exchange Commission (“SEC”) on March 6, 2024 (“2023 Form 10-K Report”). The interim consolidated financial statements presented herein as of March 31, 2024, reflect, in the opinion of management, all adjustments necessary for a fair presentation of the financial position, results of operations, comprehensive income, equity and cash flows for the periods presented. These adjustments are all of a normal, recurring nature. The results of operations for any interim period are not necessarily indicative of results for the full year. The Company is required to make estimates and assumptions about future events in preparing consolidated financial statements in conformity with GAAP. These estimates and assumptions affect the amounts of assets, liabilities, revenue and expenses at the date of the unaudited consolidated financial statements. While the Company believes that the past estimates and assumptions have been materially accurate, its current estimates are subject to change if different assumptions are utilized to predict the outcome of future events. The Company evaluates its estimates and judgments on an ongoing basis and predicate those estimates and judgments on historical experience and on various other factors that it believes to be reasonable under the circumstances. The Company makes adjustments to its assumptions and judgments when facts and circumstances dictate. Since future events and their effects cannot be determined with absolute certainty, actual results may differ from the estimates used in preparing the accompanying unaudited consolidated financial statements. A description of the Company's significant accounting policies is included i n the audited consolidated financial statements. There have been no material changes to these policies for the three months ended March 31, 2024.

Recent Accounting Pronouncement

Recent Accounting Pronouncements	3 Months Ended
	Mar. 31, 2024
Accounting Policies [Abstract]
Recent Accounting Pronouncements	Recent Accounting Pronouncements Standards Not Yet Adopted In November 2023, the FASB issued ASU No. 2023-07, Segment Reporting (ASC 280): Improvements to Reportable Segment Disclosures ("ASU 2023-07"). The ASU requires that an entity disclose significant segment expenses impacting profit and loss that are regularly provided to the chief operating decision maker. The update is required to be applied retrospectively to prior periods presented, based on the significant segment expense categories identified and disclosed in the period of adoption. The amendments in this ASU are required to be adopted for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. The Company is currently evaluating the impact of this standard on the consolidated financial statements and related disclosures. In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (ASC 740): Improvements to Income Tax Disclosures ("ASU 2023-09"). ASU 2023-09 is intended to enhance the transparency and decision usefulness of income tax disclosures. The amendments in ASU 2023-09 address investor requests for enhanced income tax information primarily through changes to the rate reconciliation and income taxes paid information. Early adoption is permitted. A public entity should apply the amendments in ASU 2023-09 prospectively to all annual periods beginning after December 15, 2024. The Company is currently evaluating the impact of this standard on the consolidated financial statements and related disclosures.

Revenue Recognition

Revenue Recognition	3 Months Ended
	Mar. 31, 2024
Revenue from Contract with Customer [Abstract]
Revenue Recognition	Revenue Recognition Revenue is recognized upon transfer of control of promised products or services to customers in an amount that reflects the consideration the Company expects to receive in exchange for those products or services. Many of the Company’s customers have multiple contracts and have revenue reported in multiple service lines. The Company’s contracts may include a base level of services provided for a stated period of time, optional services provided upon request, or products. Each of these products and services are generally capable of being distinct and are accounted for as separate performance obligations. The price for each performance obligation is stated in the customer contract and is based upon a price that would be charged to a customer if the product or service were sold on a standalone basis (the list price). Any discount from the list price provided to a customer for a product or service is allocated among the performance obligations based upon their individual standalone selling prices. Service revenue is typically recognized over time as the services are provided. When services are provided for a stated period of time, revenue is generally recognized ratably over the period services are provided. In certain circumstances, optional services may be provided on a time and materials basis. In these circumstances, revenue is recognized in an amount that corresponds to the actual time and expense incurred. Product revenue is recognized when the Company transfers control of a good, which occurs at a point in time. Revenue is recognized net of allowances for estimated rebates and group purchasing organization ("GPO") fees, which are established at the time of sale. Adjustments are made to these allowances at each reporting period. Taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction and that are collected by the Company from a customer, are excluded from revenue. The following table presents disaggregated revenue by service solution: Three Months Ended (in thousands) 2024 2023 Equipment Solutions $ 116,692 $ 120,866 Clinical Engineering 125,164 113,475 Onsite Managed Services 60,895 65,563 Total revenue $ 302,751 $ 299,904 The Company capitalizes contract costs incurred in obtaining new contracts. The contract asset included in other long-term assets in the consolidated balance sheets as of March 31, 2024 and December 31, 2023 was $14.1 million and $14.8 million, respectively. Capitalized costs are amortized over the expected life of the related contracts, which is estimated to be five years. Amortization is computed on a straight-line basis, which coincides with the predominant expected life of the underlying contracts. Amortization costs are reflected in cost of revenue and selling, general, and administrative expenses. The amount of amortization included in cost of revenue was $0.4 million and $0.3 million for the three months ended March 31, 2024 and 2023, respectively. The amount of amortization included in selling, general and administrative expense was $1.3 million and $1.2 million for the three months ended March 31, 2024 and 2023, respectively. There was no impairment loss in relation to the costs capitalized during the three months ended March 31, 2024 and 2023.

Fair Value Measurements

Fair Value Measurements	3 Months Ended
	Mar. 31, 2024
Fair Value Disclosures [Abstract]
Fair Value Measurements	Fair Value Measurements A description of the inputs used in the valuation of assets and liabilities is summarized as follows: Level 1 — Inputs represent unadjusted quoted prices for identical assets or liabilities exchanged in active markets. Level 2 — Inputs include directly or indirectly observable inputs other than Level 1 inputs such as quoted prices for similar assets or liabilities exchanged in active or inactive markets; quoted prices for identical assets or liabilities exchanged in inactive markets; other inputs that are considered in fair value determinations of the assets or liabilities, such as interest rates and yield curves that are observable at commonly quoted intervals, volatilities, prepayment speeds, loss severities, credit risks and default rates; and inputs that are derived principally from or corroborated by observable market data by correlation or other means. Level 3 — Inputs include unobservable inputs used in the measurement of assets and liabilities. Management is required to use its own assumptions regarding unobservable inputs because there is little, if any, market activity in the assets or liabilities or related observable inputs that can be corroborated at the measurement date. Measurements of non-exchange traded derivative contract assets and liabilities are primarily based on valuation models, discounted cash flow models or other valuation techniques that are believed to be used by market participants. Unobservable inputs require management to make certain projections and assumptions about the information that would be used by market participants in pricing assets or liabilities. Financial assets and liabilities measured at fair value on a recurring basis as of March 31, 2024 and December 31, 2023 are summarized in the following tables by type of inputs applicable to the fair value measurements: Fair Value as of March 31, 2024 (in thousands) Level 1 Level 2 Level 3 Total Assets: Deferred compensation assets $ 3,629 $ — $ — $ 3,629 Interest rate swap — 4,664 — 4,664 Liabilities: Obligation under tax receivable agreement $ — $ — $ 4,896 $ 4,896 Deferred compensation liabilities 3,629 — — 3,629 Fair Value as of December 31, 2023 (in thousands) Level 1 Level 2 Level 3 Total Assets: Deferred compensation assets $ 3,390 $ — $ — $ 3,390 Interest rate swap — 3,140 — 3,140 Liabilities: Obligation under tax receivable agreement $ — $ — $ 15,549 $ 15,549 Interest rate swap — 1,212 — 1,212 Deferred compensation liabilities 3,390 — — 3,390 The deferred compensation assets are held in mutual funds. The fair value of the deferred compensation assets and liabilities is based on the quoted market prices for the mutual funds and thus represents a Level 1 fair value measurement. On April 17, 2023, the Company entered into an interest rate swap agreement to manage interest rate exposure. For additional information on the interest swap agreement, see "Note 6 – Long-Term Debt". The carrying value of interest rate swap contract is at fair value, which is determined based on current interest rate and forward interest rates as of the balance sheet date and is classified within Level 2. On January 4, 2019, the Company entered into a tax receivable agreement (“TRA”) with its former owners. The fair value of the liability was estimated using a discounted cash flow analysis given that the fair value of the liability is expected to approximate the maximum obligation under the TRA. The assumptions used in pr eparing the discounted cash flow analyses include estimates of interest rates and the timing and amount of incremental cash flows. Given that the information utilized in determining the obligation was not observable in the market, the measurement of the liability represents a Level 3 fair value measurement. The value of the obligation may decrease in-line with decreases in the Company's estimated taxable income. The Company made $0.3 million of remeasurement adjustments during the three months ended March 31, 2024 and no remeasurement adjustments during the three months ended March 31, 2023. The Company made payments of $10.9 million and $24.8 million under the TRA during the three months ended March 31, 2024 and 2023, respectively. A reconciliation of the beginning and ending balance for the Level 3 measurement are as follows: (in thousands) Balance as of December 31, 2023 $ 15,549 Additions 19 Payments (10,939) Remeasurement adjustment (1) 267 Balance as of March 31, 2024 $ 4,896 ____________________ (1) Remeasurement adjustments are recognized in selling, general and administrative expense in the consolidated statement of operations. Fair Value of Other Financial Instruments The fair value of the Company's outstanding First Lien Term Loan (as defined in "Note 6 – Long-Term Debt") as of March 31, 2024 and December 31, 2023 is based on the quoted market price for the same or similar issues of debt, which represents a Level 2 fair value measurement, is approximately: March 31, 2024 December 31, 2023 (in thousands) Carrying Fair Carrying Fair First Lien Term Loan (1) $ 1,054,070 $ 1,062,940 $ 1,056,253 $ 1,070,973 ____________________ (1) The carrying value of the First Lien Term Loan is net of unamortized deferred financing costs of $7.0 million and $7.3 million and unamortized debt discount of $8.5 million and $8.8 million as of March 31, 2024 and December 31, 2023, respectively.

Selected Financial Statement In

Selected Financial Statement Information	3 Months Ended
	Mar. 31, 2024
Selected Financial Statement Information [Abstract]
Selected Financial Statement Information	Selected Financial Statement Information Inventories The Company's inventories consist of the following: (in thousands) March 31, December 31, Raw materials $ 12,461 $ 13,376 Work-in-process 494 400 Finished goods 73,051 60,708 Total inventories $ 86,006 $ 74,484 Property and Equipment The Company separates its property and equipment into two categories - medical equipment and property and office equipment. D epreciation of medical equipment is provided on the straight-line method over the equipment’s estimated useful life, generally five three . The Company's property and equipment consists of the following: (in thousands) March 31, December 31, Medical equipment $ 461,293 $ 450,564 Less: Accumulated depreciation (293,678) (285,139) Medical equipment, net 167,615 165,425 Leasehold improvements 61,784 59,422 Office equipment and vehicles 207,932 200,560 269,716 259,982 Less: Accumulated depreciation (141,638) (132,723) Property and office equipment, net 128,078 127,259 Total property and equipment, net $ 295,693 $ 292,684 Depreciation expense recognized during the three months ended March 31, 2024 and 2023 was $21.0 million and $19.6 million, respectively. There were no impairment charges on property and equipment during the three months ended March 31, 2024 and 2023. Goodwill and Other Intangible Assets There were no additions to goodwill during the three months ended March 31, 2024. There were no impairment losses recorded on goodwill during the three months ended March 31, 2024 and 2023. The Company's other intangible assets are amortized over their estimated economic lives of two The Company's other intangible assets consist of the following: March 31, 2024 (in thousands) Cost Accumulated Net Finite-life intangibles Customer relationship $ 780,806 $ (371,283) $ 409,523 Non-compete agreements 1,225 (402) 823 Trade names 2,406 (1,263) 1,143 Patents 337 (16) $ 321 Total other intangible assets $ 784,774 $ (372,964) $ 411,810 December 31, 2023 (in thousands) Cost Accumulated Net Finite-life intangibles Customer relationship $ 780,806 $ (353,190) $ 427,616 Non-compete agreements 1,225 (341) 884 Trade names 7,806 (6,603) 1,203 Patents 310 (11) 299 Total other intangible assets $ 790,147 $ (360,145) $ 430,002 Total amortization expense related to intangible assets was $18.2 million and $21.0 million for the three months ended March 31, 2024 and 2023, respectively. There were no impairment charges during the three months ended March 31, 2024 and 2023 related to other intangible assets. As of March 31, 2024, the future amortization expense related to other intangible assets is estimated as follows: (in thousands) Remainder of 2024 $ 53,399 2025 65,056 2026 58,480 2027 51,915 2028 45,159 Thereafter 137,801 $ 411,810 Supplementary Cash Flow Information Supplementary cash flow information is as follows: Three Months Ended (in thousands) 2024 2023 Non-cash activities: Property and equipment purchases included in accounts payable (at end of period) $ 1,825 $ 2,090 Finance lease assets and liability additions 4,181 3,989 Operating lease right-of-use assets and operating lease liability additions 3,541 3,650

Long-Term Debt

Long-Term Debt	3 Months Ended
	Mar. 31, 2024
Debt Disclosure [Abstract]
Long-Term Debt	Long-Term Debt Long-term debt consists of the following: (in thousands) March 31, December 31, First Lien Term Loan $ 1,069,625 $ 1,072,313 Revolving Credit Facility 7,000 — Finance lease liability 29,165 27,374 1,105,790 1,099,687 Less: Unamortized deferred financing costs and debt discount (20,132) (20,157) 1,085,658 1,079,530 Less: Current portion of long-term debt (26,281) (18,468) Total long-term debt $ 1,059,377 $ 1,061,062 First Lien Credit Facilities The Company is party to a seven-year senior secured delayed draw term loan facility due May 2030 which, as amended, provides an aggregate principal amount of $1.075 billion in borrowing capacity (the “First Lien Term Loan”). The Company also has access to a senior secured revolving credit facility due April 2028 in an aggregate principal amount of $300.0 million (the “Revolving Credit Facility”). Additional information regarding the Company's indebtedness arrangements can be found within the notes to the consolidated financial statements in the most recently filed Annual Report on Form 10-K for the fiscal year ended December 31, 2023. The Company was in compliance with all financial debt covenants for all periods presented. Interest Rate Swap Agreement On April 17, 2023, the Company entered into an interest rate swap agreement for a total notional amount of $500.0 million, which has the effect of converting a portion of its Term Loan Credit Facility to fixed interest rates. The effective date for the interest rate swap agreement is July 1, 2023 and the expiration date is July 1, 2025. As a result of the interest rate swap agreement, the Company expects the effective interest rate on $500.0 million of the Term Loan Credit Facility to be 4.0685%, plus the Applicable Margin, through July 2025. The interest rate swap agreement qualifies for cash flow hedge accounting under ASC 815, Derivatives and Hedging . Both at inception and on an on-going basis, the Company performs an effectiveness test. The fair value of the interest rate swap agreement as of March 31, 2024 was $4.7 million, of which $3.9 million is included in other current assets and $0.8 million is included in other long-term assets on the consolidated balance sheet. The change in fair value was recorded as a component of accumulated other comprehensive income on the consolidated balance sheet, net of tax, since the instrument was determined to be an effective hedge as of March 31, 2024. The Company has not recorded any amounts due to ineffectiveness for any periods presented. Accounts Receivable Securitization On February 14, 2024, Agiliti Receivables LLC, a consolidated special purpose entity (the “SPV”), entered into an accounts receivable securitization facility (the “AR Facility”) of up to $150.0 million with MUFG Bank, Ltd., as administrative agent. In connection with the AR Facility, certain subsidiaries of Agiliti, as originators, will sell qualifying accounts receivable to the SPV. The AR Facility represents borrowings secured by outstanding customer receivables. The use and repayment of borrowings under the AR Facility will be treated as financing activities while subsequent receipt of payment on outstanding customer receivables are treated as operating activities within the consolidated statement of cash flows.

Share-Based Compensation

Share-Based Compensation	3 Months Ended
	Mar. 31, 2024
Share-Based Payment Arrangement [Abstract]
Share-Based Compensation	Share-Based Compensation 2018 Omnibus Incentive Plan The 2018 Omnibus Incentive Plan (“2018 Plan”) provides for the issuance of restricted stock units, performance restricted stock units, and nonqualified stock options to any of the Company’s executives, other key employees and certain non-employee directors. Remaining authorized options, restricted stock units and performance restricted stock units available for future issuance under the 2018 Plan was 18.3 million shares as of March 31, 2024. Restricted Stock Units The restricted stock units vest over one Performance Restricted Stock Units The performance restricted stock units cliff vest after three years and are subject to the level of achievement of a three year cumulative adjusted EBITDA target. The fair value of the market-based performance restricted stock units is estimated at the grant date using a Monte-Carlo simulation model. There were no issuances of performance restricted stock units during the three months ended March 31, 2024 and 2023. As of March 31, 2024, the total unrecognized compensation expense related to the non-vested portion of the Company's restricted stock units was $1.0 million, which is expected to be recognized over a weighted average period of 2.0 years. Nonqualified Stock Options Stock options allow for the purchase of shares of common stock of the Company at prices equal to the stock’s fair market value at the date of grant. Options granted have a ten-year contractual term and vest over one Employee Stock Purchase Program The Company adopted an Employee Stock Purchase Plan (“ESPP”) in April 2021 and a total of 3.3 million shares of the Company's common stock are reserved for issuance thereunder. Employees are permitted to purchase the Company’s common stock at 85% of market value at the end of the six-month offering periods ending on April 30 and October 31 each year. There were no shares issued under the ESPP during three months ended March 31, 2024 and 2023. The following table summarizes stock-based compensation expense for the 2018 Plan and ESPP: Three Months Ended (in thousands) 2024 2023 Cost of sales $ 35 $ 765 Selling, general, and administrative expense 4,203 6,124 Total stock-based compensation expense $ 4,238 $ 6,889

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
	Mar. 31, 2024
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies From time to time the Company is a party to various legal proceedings incidental to the conduct of our business. The results of legal proceedings are inherently unpredictable and uncertain. The Company is not presently party to any legal proceedings that management believes would have a material adverse effect on our business, prospects, financial condition, liquidity, results of operation, cash flows or capital levels. Management periodically reexamines estimates of probable liabilities and any associated expenses and receivables and makes appropriate adjustments to such estimates based on experience and developments in litigation. As a result, the current estimates of the potential impact on the Company's business, prospects, financial condition, liquidity, results of operation, cash flows or capital levels for the proceedings and claims described in the condensed notes to the consolidated financial statements could change in the future. Regardless of the outcome, legal proceedings have the potential to have an adverse impact on the Company because of defense and settlement costs, diversion of management resources and other factors. The Company has received demand letters (“220 Demands”) from twelve purported stockholders of the Company (“220 Stockholders”) pursuant to Section 220 of the Delaware General Corporation Law (“Section 220”), seeking to inspect books and records of the Company relating to, among other things, the Merger. Three of the 220 Stockholders, Charles Hennig, Derrick Lescord, and Thomas Nighsonger, filed complaints seeking to compel inspection of the Company’s books and records pursuant to Section 220 in the Delaware Court of Chancery, on March 28, 2024, April 22, 2024, and April 30, 2024, respectively. Additionally, the Company has received demand letters (“Disclosure Demands”) from four purported stockholders of the Company (“Disclosure Stockholders”), which generally demand the disclosure of certain additional information that was allegedly omitted from the Schedule 14C filed in connection with the Merger (“Information Statement”).

Employee Benefit Plans

Employee Benefit Plans	3 Months Ended
	Mar. 31, 2024
Retirement Benefits [Abstract]
Employee Benefit Plans	Employee Benefit Plans Pension plan benefits are to be paid to eligible employees after retirement based primarily on years of credited service and participants’ compensation. The Company uses a December 31 measurement date. Effective December 31, 2002, the Company froze the benefits under the pension plan. The components of net periodic benefit (income) are as follows: Three Months Ended (in thousands) 2024 2023 Interest cost $ 284 $ 293 Expected return on plan assets (345) (358) Recognized net actuarial (gain) (20) (47) Net periodic benefit (income) $ (81) $ (112) The Company made no contributions to the pension plan during the three months ended March 31, 2024 and does not expect to make contributions to the pension plan for the remainder of 2024.

Income Taxes

Income Taxes	3 Months Ended
	Mar. 31, 2024
Income Tax Disclosure [Abstract]
Income Taxes	Income Taxes The Company recorded an income tax benefit of $1.2 million and an income tax expense of $1.7 million for the three months ended March 31, 2024 and 2023, respectively. The income tax benefit for the three months ended March 31, 2024 is primarily attributable to the tax-effect of pre-tax loss from operations less addbacks for non-deductible expenses related to executive compensation disallowed under Internal Revenue Code Section 162(m) and a windfall deficit from exercised stock options. The income tax expense for the three months ended March 31, 2023 is primarily attributable to the tax-effect of pre-tax income from operations plus addbacks for non-deductible expenses related to executive compensation disallowed under Internal Revenue Code Section 162(m) and windfall benefits received from exercised stock options.

Concentration

Concentration	3 Months Ended
	Mar. 31, 2024
Risks and Uncertainties [Abstract]
Concentration	Concentration On December 14, 2022, the Company received a modification to the Company’s current agreement with the U.S. Department of Health and Human Services (“HHS”) and the Assistant Secretary for Preparedness and Response (“ASPR”) was due to expire on February 27, 2023 incorporating Federal Acquisition Regulation (“FAR”) 52.217-8, which resulted in the government extending the term of this current agreement to August 27, 2023. Additionally, on December 14, 2022, the Company entered into a new agreement with HHS/ASPR (the "Agreement") for preventive maintenance services (“PMS”), management and storage for ventilator and powered air purifying respirator (“PAPR”) systems. The Agreement’s performance period commenced on August 28, 2023 and is anticipated to have a period of performance of four years and six months, consisting of a base period of twelve months, three one-year option periods and an additional six-month option period. Approximately 12.5% and 11.1% of total Company revenue was attributable to various contracts with the HHS / ASPR for the three months ended March 31, 2024 and 2023, respectively.

Earnings (Loss) Per Share

Earnings (Loss) Per Share	3 Months Ended
	Mar. 31, 2024
Earnings Per Share [Abstract]
Earnings (Loss) Per Share	Earnings (Loss) Per Share The following is a reconciliation of the basic and diluted number of shares used in computing earnings (loss) per share: Three Months Ended 2024 2023 Basic weighted average shares outstanding 135,664,208 133,850,124 Net effect of dilutive stock awards based upon the treasury stock method — 5,443,538 Dilutive weighted average shares outstanding 135,664,208 139,293,662 Basic earnings (loss) per share $ (0.05) $ 0.02 Diluted earnings (loss) per share $ (0.05) $ 0.02 Anti-dilutive share-based awards excluded from the calculation of dilutive earnings (loss) per share 7,604,481 521,829 For the three months ended March 31, 2024, dilutive weighted-average shares outstanding is equal to basic weighted-average shares outstanding due to the Company’s net loss position as the inclusion of such stock awards within dilutive weighted-average shares outstanding would be antidilutive.

Subsequent Events

Subsequent Events	3 Months Ended
	Mar. 31, 2024
Subsequent Events [Abstract]
Subsequent Events	Subsequent Events Closing of the Merger On May 7, 2024 (the “Closing Date”), the Company, completed the Merger with Parent and Merger Sub, pursuant to the Merger Agreement. The Company merged with and into Merger Sub with the Company surviving the merger as a subsidiary of Parent (“Surviving Corporation”). Capitalized terms not otherwise defined herein have the meaning set forth in the Merger Agreement. The description of the Merger Agreement and related transactions (including, without limitation, the Merger) does not purport to be complete and is subject and qualified in its entirety by reference to the full text of the Merger Agreement, a copy of which is filed as Exhibit 2.1 to the Company’s Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission (the “SEC”) on February 26, 2024 and the description of the closing of the Merger included in the Company’s Current Report on Form 8-K filed on May 7, 2024. On May 7, 2024, Agiliti Health, Inc. (the “Borrower”) and Agiliti Holdco, Inc., subsidiaries of the Company, and certain of their subsidiaries, entered into an amendment (the “First Amendment”) to the Borrower’s Amended and Restated Credit Agreement, dated May 1, 2023 (as amended, the “Credit Agreement”), among the Borrower, the lenders party thereto, the subsidiary guarantors party thereto and JPMorgan Chase Bank, N.A., as administrative agent and collateral agent. Among other things, the First Amendment increased the principal amount of initial term loans by $400 million under a new

Pay vs Performance Disclosure

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Pay vs Performance Disclosure
Net Income (Loss) Attributable to Parent	$ (6,607)	$ 3,013

Insider Trading Arrangements

Insider Trading Arrangements	3 Months Ended
	Mar. 31, 2024
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Terminated	false
Thomas J. Leonard [Member]
Trading Arrangements, by Individual
Material Terms of Trading Arrangement	On February 27, 2024, Thomas J. Leonard, a member of our Board of Directors and our Chief Executive Officer, terminated two pre-arranged trading plans intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act (each a “Rule 10b5-1 trading plan”) initially adopted on December 11, 2023 and August 25, 2023, respectively. As a result, Mr. Leonard no longer has active Rule 10b5-1 trading plans.
Name	Thomas J. Leonard
Title	member of our Board of Directors and our Chief Executive Officer
Rule 10b5-1 Arrangement Terminated	true
Termination Date	February 27, 2024

Recent Accounting Pronounceme_2

Recent Accounting Pronouncements (Policies)	3 Months Ended
	Mar. 31, 2024
Accounting Policies [Abstract]
Standards Not Yet Adopted	Standards Not Yet Adopted In November 2023, the FASB issued ASU No. 2023-07, Segment Reporting (ASC 280): Improvements to Reportable Segment Disclosures ("ASU 2023-07"). The ASU requires that an entity disclose significant segment expenses impacting profit and loss that are regularly provided to the chief operating decision maker. The update is required to be applied retrospectively to prior periods presented, based on the significant segment expense categories identified and disclosed in the period of adoption. The amendments in this ASU are required to be adopted for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. The Company is currently evaluating the impact of this standard on the consolidated financial statements and related disclosures. In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (ASC 740): Improvements to Income Tax Disclosures ("ASU 2023-09"). ASU 2023-09 is intended to enhance the transparency and decision usefulness of income tax disclosures. The amendments in ASU 2023-09 address investor requests for enhanced income tax information primarily through changes to the rate reconciliation and income taxes paid information. Early adoption is permitted. A public entity should apply the amendments in ASU 2023-09 prospectively to all annual periods beginning after December 15, 2024. The Company is currently evaluating the impact of this standard on the consolidated financial statements and related disclosures.

Revenue Recognition (Tables)

Revenue Recognition (Tables)	3 Months Ended
	Mar. 31, 2024
Revenue from Contract with Customer [Abstract]
Schedule of Revenue Disaggregated	The following table presents disaggregated revenue by service solution: Three Months Ended (in thousands) 2024 2023 Equipment Solutions $ 116,692 $ 120,866 Clinical Engineering 125,164 113,475 Onsite Managed Services 60,895 65,563 Total revenue $ 302,751 $ 299,904

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	3 Months Ended
	Mar. 31, 2024
Fair Value Disclosures [Abstract]
Schedule of Assets and Liabilities Measured at Fair Value on a Recurring Basis	Financial assets and liabilities measured at fair value on a recurring basis as of March 31, 2024 and December 31, 2023 are summarized in the following tables by type of inputs applicable to the fair value measurements: Fair Value as of March 31, 2024 (in thousands) Level 1 Level 2 Level 3 Total Assets: Deferred compensation assets $ 3,629 $ — $ — $ 3,629 Interest rate swap — 4,664 — 4,664 Liabilities: Obligation under tax receivable agreement $ — $ — $ 4,896 $ 4,896 Deferred compensation liabilities 3,629 — — 3,629 Fair Value as of December 31, 2023 (in thousands) Level 1 Level 2 Level 3 Total Assets: Deferred compensation assets $ 3,390 $ — $ — $ 3,390 Interest rate swap — 3,140 — 3,140 Liabilities: Obligation under tax receivable agreement $ — $ — $ 15,549 $ 15,549 Interest rate swap — 1,212 — 1,212 Deferred compensation liabilities 3,390 — — 3,390
Schedule of Reconciliation of Level 3 Measurement	A reconciliation of the beginning and ending balance for the Level 3 measurement are as follows: (in thousands) Balance as of December 31, 2023 $ 15,549 Additions 19 Payments (10,939) Remeasurement adjustment (1) 267 Balance as of March 31, 2024 $ 4,896 ____________________ (1) Remeasurement adjustments are recognized in selling, general and administrative expense in the consolidated statement of operations.
Schedule of Carrying Value and Fair Value of Long Term Debt	The fair value of the Company's outstanding First Lien Term Loan (as defined in "Note 6 – Long-Term Debt") as of March 31, 2024 and December 31, 2023 is based on the quoted market price for the same or similar issues of debt, which represents a Level 2 fair value measurement, is approximately: March 31, 2024 December 31, 2023 (in thousands) Carrying Fair Carrying Fair First Lien Term Loan (1) $ 1,054,070 $ 1,062,940 $ 1,056,253 $ 1,070,973 ____________________ (1) The carrying value of the First Lien Term Loan is net of unamortized deferred financing costs of $7.0 million and $7.3 million and unamortized debt discount of $8.5 million and $8.8 million as of March 31, 2024 and December 31, 2023, respectively.

Selected Financial Statement _2

Selected Financial Statement Information (Tables)	3 Months Ended
	Mar. 31, 2024
Selected Financial Statement Information [Abstract]
Schedule of Inventories	The Company's inventories consist of the following: (in thousands) March 31, December 31, Raw materials $ 12,461 $ 13,376 Work-in-process 494 400 Finished goods 73,051 60,708 Total inventories $ 86,006 $ 74,484
Schedule of Property and Equipment	The Company's property and equipment consists of the following: (in thousands) March 31, December 31, Medical equipment $ 461,293 $ 450,564 Less: Accumulated depreciation (293,678) (285,139) Medical equipment, net 167,615 165,425 Leasehold improvements 61,784 59,422 Office equipment and vehicles 207,932 200,560 269,716 259,982 Less: Accumulated depreciation (141,638) (132,723) Property and office equipment, net 128,078 127,259 Total property and equipment, net $ 295,693 $ 292,684
Schedule of Other Intangible Assets	The Company's other intangible assets consist of the following: March 31, 2024 (in thousands) Cost Accumulated Net Finite-life intangibles Customer relationship $ 780,806 $ (371,283) $ 409,523 Non-compete agreements 1,225 (402) 823 Trade names 2,406 (1,263) 1,143 Patents 337 (16) $ 321 Total other intangible assets $ 784,774 $ (372,964) $ 411,810 December 31, 2023 (in thousands) Cost Accumulated Net Finite-life intangibles Customer relationship $ 780,806 $ (353,190) $ 427,616 Non-compete agreements 1,225 (341) 884 Trade names 7,806 (6,603) 1,203 Patents 310 (11) 299 Total other intangible assets $ 790,147 $ (360,145) $ 430,002
Schedule of Estimated Future Amortization Expense for Identifiable Intangible Assets	As of March 31, 2024, the future amortization expense related to other intangible assets is estimated as follows: (in thousands) Remainder of 2024 $ 53,399 2025 65,056 2026 58,480 2027 51,915 2028 45,159 Thereafter 137,801 $ 411,810
Schedule of Supplementary Cash Flow Information	Supplementary cash flow information is as follows: Three Months Ended (in thousands) 2024 2023 Non-cash activities: Property and equipment purchases included in accounts payable (at end of period) $ 1,825 $ 2,090 Finance lease assets and liability additions 4,181 3,989 Operating lease right-of-use assets and operating lease liability additions 3,541 3,650

Long-Term Debt (Tables)

Long-Term Debt (Tables)	3 Months Ended
	Mar. 31, 2024
Debt Disclosure [Abstract]
Schedule of Long-Term Debt	Long-term debt consists of the following: (in thousands) March 31, December 31, First Lien Term Loan $ 1,069,625 $ 1,072,313 Revolving Credit Facility 7,000 — Finance lease liability 29,165 27,374 1,105,790 1,099,687 Less: Unamortized deferred financing costs and debt discount (20,132) (20,157) 1,085,658 1,079,530 Less: Current portion of long-term debt (26,281) (18,468) Total long-term debt $ 1,059,377 $ 1,061,062

Share-Based Compensation (Table

Share-Based Compensation (Tables)	3 Months Ended
	Mar. 31, 2024
Share-Based Payment Arrangement [Abstract]
Summary of Stock-Based Compensation Activity	The following table summarizes stock-based compensation expense for the 2018 Plan and ESPP: Three Months Ended (in thousands) 2024 2023 Cost of sales $ 35 $ 765 Selling, general, and administrative expense 4,203 6,124 Total stock-based compensation expense $ 4,238 $ 6,889

Employee Benefit Plans (Tables)

Employee Benefit Plans (Tables)	3 Months Ended
	Mar. 31, 2024
Retirement Benefits [Abstract]
Schedule of Components of Net Periodic Benefit (Income)	The components of net periodic benefit (income) are as follows: Three Months Ended (in thousands) 2024 2023 Interest cost $ 284 $ 293 Expected return on plan assets (345) (358) Recognized net actuarial (gain) (20) (47) Net periodic benefit (income) $ (81) $ (112)

Earnings (Loss) Per Share (Tabl

Earnings (Loss) Per Share (Tables)	3 Months Ended
	Mar. 31, 2024
Earnings Per Share [Abstract]
Summary of Basic and Diluted Number of Shares used in Computing Earnings (Loss) Per Share	The following is a reconciliation of the basic and diluted number of shares used in computing earnings (loss) per share: Three Months Ended 2024 2023 Basic weighted average shares outstanding 135,664,208 133,850,124 Net effect of dilutive stock awards based upon the treasury stock method — 5,443,538 Dilutive weighted average shares outstanding 135,664,208 139,293,662 Basic earnings (loss) per share $ (0.05) $ 0.02 Diluted earnings (loss) per share $ (0.05) $ 0.02 Anti-dilutive share-based awards excluded from the calculation of dilutive earnings (loss) per share 7,604,481 521,829

Basis of Presentation (Details)

Basis of Presentation (Details) - $ / shares	Mar. 31, 2024	Feb. 26, 2024	Dec. 31, 2023
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001	$ 0.0001
Dissenting Stockholders
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]
Sale of stock, price per share (in dollars per share)		$ 10
Agiliti, Inc. | Federal Street Acquisition Corp
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]
Ownership percentage	100%
Federal Street Acquisition Corp | Agiliti Holdco Inc
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]
Ownership percentage	100%
Agiliti Holdco Inc | Agiliti Health Inc
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]
Ownership percentage	100%
Agiliti Health Inc | Agiliti Surgical, Inc., Agiliti Imaging, Inc., Agiliti Surgical Equipment Repair, Inc., Sizewise Rentals, LLC, and Agiliti Financing, LLC
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]
Ownership percentage	100%
Agiliti Financing, LLC | Agiliti Receivables LLC
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]
Ownership percentage	100%

Revenue Recognition - Schedule

Revenue Recognition - Schedule of Revenue Disaggregated (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Revenues by service solution
Total revenue	$ 302,751	$ 299,904
Equipment Solutions
Revenues by service solution
Total revenue	116,692	120,866
Clinical Engineering
Revenues by service solution
Total revenue	125,164	113,475
Onsite Managed Services
Revenues by service solution
Total revenue	$ 60,895	$ 65,563

Revenue Recognition - Narrative

Revenue Recognition - Narrative (Details) - USD ($)	3 Months Ended		12 Months Ended
	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023
Revenues by service solution
Contract asset	$ 14,100,000		$ 14,800,000
Capitalized costs amortization period	5 years		5 years
Impairment loss	$ 0	$ 0
Cost of sales
Revenues by service solution
Cost amortization	400,000	300,000
Selling, general, and administrative expense
Revenues by service solution
Cost amortization	$ 1,300,000	$ 1,200,000

Fair Value Measurements - Sched

Fair Value Measurements - Schedule of Assets and Liabilities Measured at Fair Value on a Recurring Basis (Details) - Fair Value, Recurring - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Assets:
Deferred compensation assets	$ 3,629	$ 3,390
Interest rate swap	4,664	3,140
Liabilities:
Obligation under tax receivable agreement	4,896	15,549
Interest rate swap		1,212
Deferred compensation liabilities	3,629	3,390
Level 1
Assets:
Deferred compensation assets	3,629	3,390
Interest rate swap	0	0
Liabilities:
Obligation under tax receivable agreement	0	0
Interest rate swap		0
Deferred compensation liabilities	3,629	3,390
Level 2
Assets:
Deferred compensation assets	0	0
Interest rate swap	4,664	3,140
Liabilities:
Obligation under tax receivable agreement	0	0
Interest rate swap		1,212
Deferred compensation liabilities	0	0
Level 3
Assets:
Deferred compensation assets	0	0
Interest rate swap	0	0
Liabilities:
Obligation under tax receivable agreement	4,896	15,549
Interest rate swap		0
Deferred compensation liabilities	$ 0	$ 0

Fair Value Measurements - Narra

Fair Value Measurements - Narrative (Details) - Level 3 - Fair Value, Recurring - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Fair value measurements
Remeasurement adjustment	$ 267	$ 0
Payments under tax receivable agreement	$ (10,900)	$ (24,800)

Fair Value Measurements - Sch_2

Fair Value Measurements - Schedule of Reconciliation of Level 3 Measurement (Details) - Level 3 - Fair Value, Recurring - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Balance at the beginning of the year	$ 15,549
Additions	19
Payments	(10,939)
Remeasurement adjustment	267	$ 0
Balance at the ending of the year	$ 4,896

Fair Value Measurements - Sch_3

Fair Value Measurements - Schedule of Carrying Value and Fair Value of Long Term Debt (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Long-Term Debt
Carrying Value	$ 1,085,658	$ 1,079,530
First Lien Term Loan
Long-Term Debt
Carrying Value	1,054,070	1,056,253
Fair Value	1,062,940	1,070,973
Unamortized deferred financing costs	7,000	7,300
Unamortized debt discount	$ 8,500	$ 8,800

Selected Financial Statement _3

Selected Financial Statement Information - Schedule of Inventories (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Selected Financial Statement Information [Abstract]
Raw materials	$ 12,461	$ 13,376
Work-in-process	494	400
Finished goods	73,051	60,708
Total inventories	$ 86,006	$ 74,484

Selected Financial Statement _4

Selected Financial Statement Information - Schedule of Property and Equipment (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023
Property and Equipment
Medical equipment	$ 461,293		$ 450,564
Less: Accumulated depreciation	(293,678)		(285,139)
Medical equipment, net	167,615		165,425
Property and office equipment	269,716		259,982
Less: Accumulated depreciation	(141,638)		(132,723)
Property and office equipment, net	128,078		127,259
Total property and equipment, net	295,693		292,684
Depreciation	20,980	$ 19,620
Intangible asset impairment charge	$ 0	$ 0
Medical Equipment | Minimum
Property and Equipment
Estimated useful life	5 years
Medical Equipment | Maximum
Property and Equipment
Estimated useful life	10 years
Office Equipment | Minimum
Property and Equipment
Estimated useful life	3 years
Office Equipment | Maximum
Property and Equipment
Estimated useful life	10 years
Leasehold improvements
Property and Equipment
Property and office equipment	$ 61,784		59,422
Office equipment and vehicles
Property and Equipment
Property and office equipment	$ 207,932		$ 200,560

Selected Financial Statement _5

Selected Financial Statement Information - Schedule of Other Intangible Assets (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023
Goodwill
Impairment, goodwill	$ 0	$ 0
Total amortization expense	18,200	21,000
Intangible asset impairment charge	0	$ 0
Other intangible assets
Accumulated Amortization	(372,964)		$ (360,145)
Net	411,810
Cost, intangible assets excluding goodwill, total	784,774		790,147
Other intangibles, net	$ 411,810		430,002
Minimum
Goodwill
Estimated remaining useful life	2 years
Maximum
Goodwill
Estimated remaining useful life	15 years
Customer relationship
Other intangible assets
Cost	$ 780,806		780,806
Accumulated Amortization	(371,283)		(353,190)
Net	409,523		427,616
Non-compete agreements
Other intangible assets
Cost	1,225		1,225
Accumulated Amortization	(402)		(341)
Net	823		884
Trade names
Other intangible assets
Cost	2,406		7,806
Accumulated Amortization	(1,263)		(6,603)
Net	1,143		1,203
Patents
Other intangible assets
Cost	337		310
Accumulated Amortization	(16)		(11)
Net	$ 321		$ 299

Selected Financial Statement _6

Selected Financial Statement Information - Schedule of Estimated Future Amortization Expense for Identifiable Intangible Assets (Details) $ in Thousands	Mar. 31, 2024 USD ($)
Future estimation amortization expense
Remainder of 2024	$ 53,399
2025	65,056
2026	58,480
2027	51,915
2028	45,159
Thereafter	137,801
Net	$ 411,810

Selected Financial Statement _7

Selected Financial Statement Information - Schedule of Supplementary Cash Flow Information (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Selected Financial Statement Information [Abstract]
Property and equipment purchases included in accounts payable (at end of period)	$ 1,825	$ 2,090
Finance lease assets and liability additions	4,181	3,989
Operating lease right-of-use assets and operating lease liability additions	$ 3,541	$ 3,650

Long-Term Debt - Schedule of Lo

Long-Term Debt - Schedule of Long-Term Debt (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Long-Term Debt
Long-term debt current and noncurrent	$ 1,105,790	$ 1,099,687
Less: Unamortized deferred financing costs and debt discount	(20,132)	(20,157)
Long-term debt	1,085,658	1,079,530
Less: Current portion of long-term debt	(26,281)	(18,468)
Total long-term debt	1,059,377	1,061,062
First Lien Term Loan
Long-Term Debt
Long-term debt current and noncurrent	1,069,625	1,072,313
Long-term debt	1,054,070	1,056,253
Revolving Credit Facility
Long-Term Debt
Long-term debt current and noncurrent	7,000	0
Finance lease liability
Long-Term Debt
Long-term debt current and noncurrent	$ 29,165	$ 27,374

Long-Term Debt - Narrative (Det

Long-Term Debt - Narrative (Details) - USD ($)	3 Months Ended
	Mar. 31, 2024	Feb. 14, 2024	Dec. 31, 2023	Apr. 17, 2023
Long-Term Debt
Carrying Value	$ 1,085,658,000		$ 1,079,530,000
Interest Rate Swap
Long-Term Debt
Derivative, fair value, net	4,700,000
Interest Rate Swap | Other Current Assets
Long-Term Debt
Derivative, fair value, net	3,900,000
Interest Rate Swap | Other Noncurrent Assets
Long-Term Debt
Derivative, fair value, net	800,000
AR Facility | MUFG Bank
Long-Term Debt
Aggregate outstanding principal amount		$ 150,000,000
Carrying Value	$ 0
Interest Rate Swap
Long-Term Debt
Aggregate outstanding principal amount				$ 500,000,000
A First Lien Term Loan
Long-Term Debt
Debt instrument, term	7 years
Aggregate outstanding principal amount	$ 1,075,000,000
A First Lien Term Loan | Interest Rate Swap | A Debt One
Long-Term Debt
Interest rate at period end				4.0685%
Revolving Credit Facility
Long-Term Debt
Aggregate outstanding principal amount	$ 300,000,000

Share-Based Compensation - Narr

Share-Based Compensation - Narrative (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Employee Stock Purchase Plan ("ESPP")
Stock-based compensation
Common shares reserved for future issuance (in shares)	3,300,000
Percentage of shares to be purchased at market value	85%
Share-based compensation arrangement by share-based payment award, purchase period	6 months
Shares issued under ESPP (in shares)	0	0
Restricted Stock and Performance Restricted Stock Units | 2018 Omnibus Incentive Plan
Stock-based compensation
Number of units available for future issuance (in shares)	18,300,000
Restricted Stock Units (RSUs) | Minimum
Stock-based compensation
Award vesting period	1 year
Restricted Stock Units (RSUs) | Maximum
Stock-based compensation
Award vesting period	4 years
Restricted Stock Units (RSUs) | 2018 Omnibus Incentive Plan
Stock-based compensation
Number of shares granted (in shares)	241,296	718,647
Unrecognized compensation expense, non-vested portion, amount	$ 16.5
Non-cash share-based compensation, weighted average period	1 year 4 months 24 days
Performance Restricted Stock Units | 2018 Omnibus Incentive Plan
Stock-based compensation
Number of shares granted (in shares)	0	0
Share-based compensation arrangement by share-based payment award, options, vested term	3 years
Nonvested, Restricted Stock Units | 2018 Omnibus Incentive Plan
Stock-based compensation
Unrecognized compensation expense, non-vested portion, amount	$ 1
Non-cash share-based compensation, weighted average period	2 years
Nonqualified Stock Option | Minimum
Stock-based compensation
Award vesting period	1 year
Nonqualified Stock Option | Maximum
Stock-based compensation
Award vesting period	4 years
Nonqualified Stock Option | 2018 Omnibus Incentive Plan
Stock-based compensation
Contractual term	10 years
Shares authorized under the plan (in shares)	0	652,394
Nonvested, Nonqualified Stock Option | 2018 Omnibus Incentive Plan
Stock-based compensation
Unrecognized compensation expense, non-vested portion, amount	$ 1.8
Non-cash share-based compensation, weighted average period	1 year 9 months 18 days

Share-Based Compensation - Summ

Share-Based Compensation - Summary of Stock-Based Compensation Activity (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Stock-based compensation
Non-cash share-based compensation expense	$ 4,238	$ 6,889
Cost of sales
Stock-based compensation
Non-cash share-based compensation expense	35	765
Selling, general, and administrative expense
Stock-based compensation
Non-cash share-based compensation expense	$ 4,203	$ 6,124

Commitments and Contingencies (

Commitments and Contingencies (Details)	3 Months Ended
	Mar. 31, 2024 stockholder
Section 220 Demand Letters
Loss Contingencies [Line Items]
Number of purported stockholders	12
Complaints Compelling Inspection
Loss Contingencies [Line Items]
Number of purported stockholders	3
Demands For Disclosure Of Additional Information
Loss Contingencies [Line Items]
Number of purported stockholders	4

Employee Benefit Plans (Details

Employee Benefit Plans (Details) - Pension Plan - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Net Periodic Benefit Cost
Interest cost	$ 284,000	$ 293,000
Expected return on plan assets	(345,000)	(358,000)
Recognized net actuarial (gain)	(20,000)	(47,000)
Net periodic benefit (income)	(81,000)	$ (112,000)
Contributions
Employer contribution	0
Expected contribution in 2024	$ 0

Income Taxes (Details)

Income Taxes (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Income Tax Disclosure [Abstract]
Income tax (benefit) expense	$ (1,218)	$ 1,656

Concentration (Details)

Concentration (Details) - option_period		3 Months Ended
	Aug. 28, 2023	Mar. 31, 2024	Mar. 31, 2023
Concentration
PMS performance period	4 years 6 months
PMS base period	12 months
PMS number of option periods	3
PMS option period	1 year
PMS additional option period	6 months
US Department Of Health and Human Services | Sales | Geographic Concentration Risk
Concentration
Concentration risk (as a percent)		12.50%	11.10%

Earnings (Loss) Per Share (Deta

Earnings (Loss) Per Share (Details) - $ / shares	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Earnings Per Share [Abstract]
Basic weighted average shares outstanding (in shares)	135,664,208	133,850,124
Net effect of dilutive stock awards based upon the treasury stock method (in shares)	0	5,443,538
Dilutive weighted average shares outstanding (in shares)	135,664,208	139,293,662
Basic earnings (loss) per share (in dollars per share)	$ (0.05)	$ 0.02
Diluted earnings (loss) per share (in dollars per share)	$ (0.05)	$ 0.02
Anti-dilutive share-based awards excluded from the calculation of dilutive earnings (loss) per share (in shares)	7,604,481	521,829

Subsequent Events (Details)

Subsequent Events (Details)	May 07, 2024 USD ($)
New Incremental Term Facility | Line of Credit | Subsequent Event
Subsequent Event [Line Items]
Aggregate outstanding principal amount	$ 400,000,000