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[Rep. Karen Lueders]: We're We're back. This is in our back. This situation. So

[Rep. Alyssa Black (Chair)]: we're gonna have a couple people interested parties, testifying this, and we're gonna start with Todd Close from AG's office. OAG. AGO.

[Todd Daloz, Vermont Attorney General’s Office]: That's what we do. So good afternoon. Thank you, chair. Todd Davos from the attorney general's office. Good to be here with you all. We don't have a lot to weigh in on in the current version of h five eighty three. In fact, you know, we're comfortable with where the bill is at this point from our perspective. With one minor suggestion or request in the very small space in which the AGO is contemplated operating, which is on page 12. And this is about filing the filing requirements. Just grabbing the title 18, section nine seven seven three, and enforcement of those filing requirements. So there are just two little suggestions we'd like to make here. One, in the fees world, when we generally work on civil penalties, I should say penalties, not fees, We like to have some discretion downward from the available fees as a means of negotiating and operating based on the equities of the circumstance we find ourselves in. So we're requesting just adding the words not more than in front of $50 on line 11 and not more than in front of $25,000 on line 15.

[Rep. Alyssa Black (Chair)]: Right.

[Todd Daloz, Vermont Attorney General’s Office]: And that's fairly consistent with certain other statutes, though not all of them. The only other one and and this is a a I think from our perspective and an enforcement perspective, an important shift on line 14, page 12 still. That lays out the standard for finding a violation of a misrepresentation in a filing. From our perspective, we prefer and would would request a change to a material misrepresentation there. The difference is and I know this isn't a committee that deals a lot with intent, But a knowing intent means I knew it was wrong, and I still did it. And that's a pretty high bar in what I would consider a regulatory final. A material misrepresentation requires us to demonstrate that it's material, but it doesn't require any intent. And I would say that in this circumstance where we're looking for transparency and where these are pretty heavily regulated entities, this is not a high burden request. I will also say that with prosecutorial discretion, we generally don't go after good faith mistakes in this circumstance. And I think with a new statute like this, there'll be some learning and growing. But we do want the ability, you know, remembering that what the statute contemplates is these filings will go in, and the care board will post them, and they'll be transparent and public. And if there are material misrepresentations, that part of the harm have occurs once that information is out there if it's wrong and material. And so that's why we would request a material standard there and not a nothing standard.

[Rep. Karen Lueders]: So line fourteen and sixteen, the knowing will become material?

[Mike Fisher, Chief Health Care Advocate (Vermont Legal Aid)]: Yes. Thank you, representative Lueders.

[Todd Daloz, Vermont Attorney General’s Office]: It's a material misrepresentation. Made a material misrepresentation, instance of material misrepresentation.

[Rep. Alyssa Black (Chair)]: Just thinking this is health care and how many times have we had a material misrepresentation? It's a word. I see what you're saying, though, that, I mean, knowingly, it sort of implies that you can read somebody's mind, doesn't it? Yeah.

[Rep. Karen Lueders]: Yeah. Have to prove

[Mike Fisher, Chief Health Care Advocate (Vermont Legal Aid)]: All

[Rep. Alyssa Black (Chair)]: right. Oh, go ahead, Leslie. I'm not sure you're

[Rep. Leslie Goldman]: the right person to ask, but you are. It's been said so I'm thinking about nursing homes, and it's been said we don't deal with Dale, so I don't know what goes on in the Dale lens. But it's been said that the federal regulations that nursing homes are under are covered by Dale, are covered by federal law. Therefore, we don't need to have state law. And that's where the exemption comes from for nursing homes. And I just want to is there a way that you can help me understand that, if that's a thing?

[Todd Daloz, Vermont Attorney General’s Office]: I'm not the right person to ask. Okay. In this current role, I'm not the right person

[Mike Fisher, Chief Health Care Advocate (Vermont Legal Aid)]: to ask.

[Rep. Leslie Goldman]: Okay. And maybe you can help me find out who might be. I

[Rep. Alyssa Black (Chair)]: think maybe one of our next witnesses. Thank you very much. Be prepared to speak on that. Any other questions? Great, thank you. Great, we're going to speak to Jessa Barnard now.

[Jessa Barnard, Vermont Medical Society]: Good afternoon, thank you for having me up. Jessa Barnard with the Vermont Medical Society, though more or less trying to wear the hat of a number of healthcare organizations that were involved in this process. And we wanna thank you and the committee for your patience in letting us have some time to have those conversations. It was very helpful and productive, and we feel much more comfortable with where the draft focuses on the behaviors we want to address, especially the behaviors by the private equity companies that could be involved with healthcare rather than sort of requiring wholesale restructuring existing healthcare entities in the state that could have been very destabilizing. So we really appreciate the more narrow focused approach that this bill takes on really the harmful types of behaviors that we don't want to see taking place in the state. We appreciate the approach that this takes to allowing healthcare providers who are within those organizations that think they've been harmed by the behavior of a private equity company to take action, to enforce their protections under the law, and really, again, protecting the clinical decision making of healthcare providers in the state. I heard the question around the sort of straw ownership, straw model, and we do think that language in here addresses that. If you look at page eight lines, basically 11 through 14, where it says So this is the section that clarifies the distinction between what is controlling clinical decision making versus being able to receive administrative support from a managed service organization or other assistance from an entity that may or may not be private equity involved. But it says nothing. So it's saying it doesn't preclude sort of administrative support. However, if that support is provided, a licensed healthcare provider must retain the ultimate responsibility for or approval of those decisions. And those services cannot constitute an exercise of de facto control over the administrative business or clinical operations of a healthcare facility. Again, there is an ability for a provider who feels like that this is not being followed to bring an action in civil court to, to, sorry, a superior court to enforce this or to seek a remedy. So it's a little bit of a different approach. It's not through directly limiting, again, ownership models or what types of entities can exist in the state, but it is saying that behavior cannot be controlling the actions of that healthcare facility or decision making of the providers.

[Rep. Alyssa Black (Chair)]: It just dawned on me that I forgot. And one of the other things that we had heard concerns over was non disclosure as well as Non compete. Non compete. Yes. Can you address what Yes. Because it's not in here.

[Jessa Barnard, Vermont Medical Society]: You're right. That something not in here is the issue around non competes when you leave a healthcare organization. BMS has been very closely involved with and watching the progress of H205 in the Economic Development Committee that has some really good language that we strongly support around not allowing non competes in healthcare, allowing a healthcare provider who leaves an organization to inform patients that they have left that entity. So our suggestion at this stage, because it's also fairly complicated drafting in that that bill has a lot of definitions around non competes, disclosures, or sorry, non competes, non solicitation that's broader than healthcare. In fact, it's a broad statute in terms of many areas of employment in the state that sort of we, the collective we allow that bill to move forward and let that take care of the non compete issue. If for some reason it doesn't get out of the house or get substantially changed, and it doesn't seem protective enough of healthcare providers that in the Senate, at least BMS would be a strong proponent of adding it in there if it's not moving in a separate bill, but that it was a little complicated to pull all of that drafting into this bill.

[Rep. Alyssa Black (Chair)]: Basically, we're watching it very carefully.

[Rep. Leslie Goldman]: We care about it. I ask about the straw straw MD? So back on page eight, I think some of the testimony that we heard was that they were the straw MD was from another state. And I'm not seeing that this language addresses that. Believe me, I'm not a lawyer. So does that protect Vermont entities from straw ownership from other states?

[Jessa Barnard, Vermont Medical Society]: Yeah, I'm just trying to think through the scenarios. I think it would, assuming that then that health care facility also has any healthcare providers in Vermont offering those services. The same regardless of sort of who the medical director, the services in Vermont cannot be, the clinical services cannot be controlled by a non licensed provider. They have to be

[Rep. Leslie Goldman]: in Vermont, because that was, I think, the distinction that I was taking from that. Maybe I want to make sure I understand. Was I close? Yeah.

[Rep. Alyssa Black (Chair)]: Well, keep going.

[Jessa Barnard, Vermont Medical Society]: You could Yeah. Just clarify who has to be in Vermont.

[Rep. Leslie Goldman]: The owner of the entity. Like it couldn't have a straw MD, let's say, from outside of Vermont.

[Jessa Barnard, Vermont Medical Society]: Okay. I still do think, again, it's addressing it through a different approach. It's not addressing it sort of through that language around who can own a practice, but it is instead saying that the decisions and the clinical actions of that practice cannot be controlled by an entity providing that non clinical support. So I think it does address the behavior of telling that practice and the licensed providers in that practice how they can do things or not do things, that whole list that's up on page. Yes, all those lists. In our view, this is a strong approach to addressing that issue. It's just a different way of

[Rep. Leslie Goldman]: approaching But does it reach the same endpoint? I guess that's the question. What's the endpoint? And the endpoint, my understanding, was not having out people from away controlling Vermont health care facilities. But does that do that?

[Jessa Barnard, Vermont Medical Society]: I think it addresses the behavior. It's not saying you couldn't have a medical director from out of state. And actually, that's really intentional because we actually need A lot of types of facilities in Vermont do need to work with medical directors that may not always be based in Vermont. If they're working here in Vermont, they also do have to be licensed in Vermont. Any healthcare professional providing clinical services in the state have to be licensed in Vermont as well. It does not preclude working with an outside medical director who's not always based in Vermont, partly intentionally, because we want to make sure we can have, and you'll hear, I think, after me about long term care, but entities that may need to work with medical director staffing models. So we, the healthcare providers, are actually concerned about preventing those medical directors. However, we agree with parameters around the type of behaviors that could be undertaken in Vermont. Thank you. Yeah.

[Rep. Alyssa Black (Chair)]: Any other questions from Just for the record, I asked if everybody wanted to testify. And they were like, no, Jessa is one of the representatives. Thank you. Thank you. And next one, because we can't just have one. Lori, you want to come on up?

[Laura Pelosi, Vermont Health Care Association]: Sure. I mean, I prefer not one sec

[Rep. Alyssa Black (Chair)]: to say. Laura Pelosi ran to the other side of the road.

[Rep. Karen Lueders]: Take me out so dry here. Laura

[Laura Pelosi, Vermont Health Care Association]: Pelosi, I'm a blogger at MMR, and I represent the Vermont Healthcare Association. I'm here for Helen Laban today. And I had her job for many, many years. I have a long history working with the long term care facilities in the state of Vermont. And I really just want to respond to Representative Goldman's concerns. We're happy to provide some very detailed information to the committee. But the concern around why nursing homes are exempt from the reporting requirement, the requirement to report on ownership to the Green Mountain Care Board. And that is because CMS, the federal government, has very detailed ownership disclosure requirements that nursing homes have to file, including around private equity, real estate investment trusts, affiliates, who's involved in all of their operations. So we can provide that to you. It is all publicly available on the CMS website. So the concern here is making sure that there's not a duplicate reporting requirement for entities that are honestly struggling. So making sure that they don't have a duplicate reporting requirement, it is all already publicly available. And I do just want to bolster what Jessa mentioned with respect to the outside medical groups and the medical directors. That has become an absolute necessity for long term care facilities, nursing homes in particular, to be able to work with medical groups. We have a real challenge getting physicians, Vermont physicians, to come in to serve patients in nursing homes. It's been a pretty important year since COVID. Everybody's under stress. We've got significant access issues. And so we need to make sure that those facilities have the ability to bring those medical services to their residents.

[Rep. Leslie Goldman]: And you and I have been talking about it. I really appreciate you're trying to help me become Bring me a Bring you on. As I say, I don't know anything about that. But I would imagine that when Genesis owned, and I'm going to go back to my personal experience in my community, Strengthal Health and Rehab, I think it was called at the time, that those federal regulations were in place, that Dale was theoretically following along, and yet that entity was stripped. Residents were treated terribly. This is where I'm coming from, and

[Laura Pelosi, Vermont Health Care Association]: you know this, a lack of confidence in the system as it is. And so what I struggle with is that you're asking me to believe in a system that didn't work and giving up any kind of access to a system that might work. So want to separate out the issues a little bit. So there's the reporting ownership. And then there's the regulation, the actual regulation of the quality of care within a facility. And I think if you're talking to the Agency of Human Services about their role, so the Division of Licensing and Protection will survey unannounced surveys, nursing homes, under both state nursing home regulations and federal nursing home regulations. And then CMS can bring in federal surveyors to go in and do unannounced surveys and inspections. So there's a regulatory process around quality of care. And that is the process that addresses those issues should address those issues. And then we have the reporting requirement. So I want to be clear. The exemption here is just from requirement to the board, because they are already doing it at the federal level. Nursing homes under this draft bill are still subject to the corporate practice of medicine, so making private equity can't control clinical decision making in a nursing home. So that applies to nursing homes under this job. It's merely the duplicate reporting that we're trying to make sure we can avoid. So if you're curious about the 900 plus page surveyor manual and all that the surveyors do when they go in to inspect a nursing home, you're probably better off hearing about that from the agency of Human Services and the Division of Licensing and Protection. But that's a real quality of care regulatory issue. And as I say, I'm not having confidence in the quality of care management right now because of the experience in my community. So that's

[Rep. Leslie Goldman]: just reiterating where I'm coming.

[Laura Pelosi, Vermont Health Care Association]: Genesis has moved largely I know it's

[Rep. Leslie Goldman]: a layer, they're not private equity, and I get all that. But there were people harmed. Way too many.

[Rep. Alyssa Black (Chair)]: I've talked to her.

[Unidentified Committee Member]: One question. Thanks for coming in.

[Rep. Alyssa Black (Chair)]: You're welcome.

[Unidentified Committee Member]: How often do nursing homes get inspected?

[Laura Pelosi, Vermont Health Care Association]: We have an unannounced inspection. I think it's still a minimum of every fifteen months, and then they will go in on complaint investigations as well. So if they receive a complaint from a resident or a family, then surveyors can go in and do unannounced complaint investigations on top of their regular unannounced licensing surveys.

[Unidentified Committee Member]: I want to make sure I understand Every what you fifteen months, every nursing home in the state of Vermont gets inspected.

[Laura Pelosi, Vermont Health Care Association]: Correct. I believe it's still fifteen months. It's been a while since I've been this involved, but I believe it is still every 15. They have what's called a survey cycle. Surveyors go in and survey under the federal and state regulations. And then they can do unannounced surprised investigations and inspections if they receive a complaint about the facility.

[Rep. Alyssa Black (Chair)]: Go ahead, Jennifer. When

[Rep. Karen Lueders]: I think of the burdens of federal reporting requirements you have, that seems quite obvious. But I'm looking at the information mentioned in this department, and it's really just, it doesn't seem too heavily owners, and maybe there are certain sections you could point out that you are, but if you're saying, are you, Is there this If it's not a private equity ownership interest, you say, well, that's not us. And if it is, you say, well, here's the address, here's the owner, the interest, the controlling interest. It's a pretty light reporting requirement, but maybe I'm wrong and you can

[Laura Pelosi, Vermont Health Care Association]: I think it's an administrative burden piece? We don't want to also have two different standards or processes for doing it. So I don't see any reason why the board couldn't link to the CMS web page, that people could go on easily and see it all there. But it is very detailed. I think it's the issue of adding on another requirement for facilities who often are it's one person doing all of these things, or two people in a facility doing all of these things. But they are already reporting in a very extensive way. It sounds like they are. So

[Rep. Karen Lueders]: this seems like a very minimal of what you're already doing. We are owned by private equity and so forth, but if you just link us to this huge massive thing that some administrative burden is happening somewhere, someone has to make a point of trying to look at it and then trying to understand it, it's very relatively simple. I'm just curious about the particular burden in these items.

[Laura Pelosi, Vermont Health Care Association]: I think there are a lot of regulations that these facilities are under. And so continually adding things that they have to do and have to keep track of when there's already a reporting structure and mechanism, and it's already very detailed. Nobody wants to make mistakes. And I think, again, it's just the same group of people running these and operating these facilities on a day to day basis. They have a lot to do. And asking them to do yet another thing to comply with a regulation that they're already complying with information that's publicly available. It's truly an administrative burden issue. And I will say that CMS has they've redone their guidance multiple times in terms of how to report, because it's been highly complicated. So they finally have this well greased, I think, or better greased in terms of how to operationalize this a little bit more efficiently. So I think we're just trying to avoid a duplicate standard here and keep some of the pressure off. Again, it is all publicly available. You can go to the nursing home compare web page. You can look up every single nursing home. You can look at all of their inspection results. You can look at all of their ownership information. All of

[Rep. Karen Lueders]: that is readily available. Is there anything on the websites of the nursing homes that says there's a significant equity investor, like just clearly states that?

[Laura Pelosi, Vermont Health Care Association]: I can't answer that, I do not know that. Alright, thank you.

[Rep. Leslie Goldman]: Thank you Laura. You're welcome. She had it.

[Rep. Alyssa Black (Chair)]: Devin, do want

[Rep. Karen Lueders]: to come on? That's not fair. Fair.

[Rep. Leslie Goldman]: That's funny.

[Rep. Alyssa Black (Chair)]: I guess last we'll have healthcare advocate, you guys want to come together? We'll come together. Buddies.

[Mike Fisher, Chief Health Care Advocate (Vermont Legal Aid)]: It's like a comfy chair. Yeah. Good afternoon. How's health care? I will talk process, and Sam will do content to the extent that there's any questions or need to do content. This has been at

[Unidentified Committee Member]: I am Mike Fisher. Well, I am sure.

[Mike Fisher, Chief Health Care Advocate (Vermont Legal Aid)]: Yeah. Yeah. Am Mike Fisher, and you work outwards.

[Sam Posner, Office of the Health Care Advocate]: And Sam Posh Healthcare.

[Mike Fisher, Chief Health Care Advocate (Vermont Legal Aid)]: This has been a long and challenging process. And I wanted to acknowledge that. And because it's the right and gracious thing to do, I want to thank the provider community. They came to this, come to this with from a very different perspective than we come to it. There's no secret that we were after significantly more, more protective stance than I think our folks in front of me, but we did come to agreement on a step forward. And while I'm sure there may be people who, in this room and beyond, who feel frustrated by things that are not in the bill, we are here to support this draft as a meaningful step forward this year. And so maybe that's enough to say for me about process. I've been around this process, this business long enough. I know that we fight some days and we work together on other days. This has been a harder one in my experience. But here we are, and thankful that we have something to bring over the line that advances the protections that we think need to be in place.

[Sam Posner, Office of the Health Care Advocate]: Yeah, no, thank you, Sam Paj. Thank you, Mike. So I wanted you to start off

[Rep. Alyssa Black (Chair)]: because you've been through this.

[Sam Posner, Office of the Health Care Advocate]: Yeah, just in terms of content, I really just want to say that if you pass this bill, which I strongly encourage you to do, it would take a really meaningful step forward. And again, I would also echo what Mike said, thank you to the providers for working with us. Just thinking, I want to encourage folks to think about where we are and what existing laws we have on the books around corporate practice medicine, which is extremely limited to non existent. If you pass this bill, we would have a corporate practice medicine doctrine in statute. That's a big deal. The reporting elements, so there's been a lot of questions about reporting. Do we have the right information? We would have much better reporting if this bill was passed. I think we've heard a lot of testimony about the need for enforcement. There's not really meaningful enforcement at the moment in Vermont. There will be if you pass this bill. So all those pieces, again, we can't arrive to this at the beginning in a different place, but this would still be a really important step for Vermont for protecting providers and patients. We encourage support and happy to take any questions.

[Rep. Karen Lueders]: Is there

[Unidentified Committee Member]: any documentation on how many entities have been purchased by private investors? It's two years, three years, four years? I I

[Mike Fisher, Chief Health Care Advocate (Vermont Legal Aid)]: think this bill speaks to help answer that very question.

[Unidentified Committee Member]: But I just wonder, has it been an issue?

[Rep. Alyssa Black (Chair)]: We don't know.

[Mike Fisher, Chief Health Care Advocate (Vermont Legal Aid)]: We don't know. We're trying to

[Unidentified Committee Member]: fix something that we don't

[Unidentified Committee Member]: know. In

[Mike Fisher, Chief Health Care Advocate (Vermont Legal Aid)]: this case, we're trying to create some transparency so we do this.

[Rep. Alyssa Black (Chair)]: That's the reporting pieces. We're trying to find out the answer to that question. Go ahead, Leslie. This isn't really

[Rep. Leslie Goldman]: a question for you, it's more of a statement. So I just went to the website that looked like an eve. Spiritual health and rehab is reported on the Medicare website as having been cited for abuse.

[Laura Pelosi, Vermont Health Care Association]: This scares me. It's not okay. So I'm still concerned about excluding nursing homes because there are people here. Anyway, it really bothers me.

[Rep. Alyssa Black (Chair)]: I didn't know if you wanted to.

[Todd Daloz, Vermont Attorney General’s Office]: I think the one thing I

[Rep. Alyssa Black (Chair)]: share

[Laura Pelosi, Vermont Health Care Association]: that concern. I also think it's an enforcement issue, and it's one that's done at Dale. It's not private equity. Anyone. And we've seen abuse happen outside of private equity settings. Anyone can do it, and we need to hold Dale accountable for doing their job of enforcement. I just wanted to add that. Well, do we need a section in here that does it? No, I think it's outside the bill. It's not to do with private equity. I think it's in a

[Rep. Leslie Goldman]: You're right. I'm just so upset to just even go to what you recommended and see what's essential to that.

[Laura Pelosi, Vermont Health Care Association]: I agree, Leslie.

[Mike Fisher, Chief Health Care Advocate (Vermont Legal Aid)]: The one other thing I would add is that we recognize quickly that nursing home concerns were really live in a committee down the hall. Two doors down. And that any sort of attempt to address the issues you're raising belong in that committee. And then the one other thing I would add is to the extent any individual is interested in getting some insights as to what's going on in nursing homes around the state, I really recommend that you talk to the long term care ombudsman. She runs a staff that's there taking complaints at every nursing home and would have a perspective that might be worth hearing.

[Rep. Leslie Goldman]: If I may reply, I think a complaint driven process is fraught because people have to complain. And in my experience, people don't complain. They just move their loved one or they die. So, okay, I get it.

[Rep. Alyssa Black (Chair)]: Anything else?

[Mike Fisher, Chief Health Care Advocate (Vermont Legal Aid)]: I'll also say thank you to the committee. You guys became experts. Listened to

[Rep. Leslie Goldman]: You

[Mike Fisher, Chief Health Care Advocate (Vermont Legal Aid)]: guys listened to experts to to there was quite a good parade of really well informed testimony that came to this committee, and and that was an important area.

[Rep. Alyssa Black (Chair)]: And thank you for bringing in some of these experts because, I mean, obviously, it's a subject matter that we have never really dealt with before. And frankly, it

[Rep. Leslie Goldman]: was alarming.

[Rep. Alyssa Black (Chair)]: Okay, so we have a couple tweaks, I believe, that we need to make. I just want to make sure

[Rep. Leslie Goldman]: we're going to

[Rep. Alyssa Black (Chair)]: change a couple words here and there. I'm not voting on this today. Does anyone feel as though they need any additional testimony on this bill before we vote on it tomorrow? Don't have You have friend from

[Mike Fisher, Chief Health Care Advocate (Vermont Legal Aid)]: a hedge fund billionaire guy.

[Todd Daloz, Vermont Attorney General’s Office]: Just kidding, we just kidding.

[Rep. Alyssa Black (Chair)]: Some dollars say that they absolutely listen to our committee during the day, but if one's out there

[Sam Posner, Office of the Health Care Advocate]: I'll find a horse cut in my bed later.

[Rep. Alyssa Black (Chair)]: I want to thank everyone for this. Honestly, the healthcare advocate spoke to this. This was my and Representative Bloomley's bill, and I care very, very deeply about this bill. Did I become frustrated through the process? Yes. Is it everything that I wanted it to be? No, but it's a start. I met with the AG's office this winter and I said, I at least want to get something on the books. I wanted to get more on the books, but it's a good start. It's a start. So I thank everybody for coming together and coming up what you did. And I apologize for any of my frustrations. I couldn't let Toppers get a bill through and not me get a bill through.

[Mike Fisher, Chief Health Care Advocate (Vermont Legal Aid)]: It's. So Truth comes out. It's like

[Rep. Karen Lueders]: we've been doing from 'eighty

[Rep. Alyssa Black (Chair)]: five and 'eighty three.

[Unidentified Committee Member]: There's a big difference. This is just a question for you, Madam Chair. Do you think we need to listen to any more testimony as an example of what was recommended a long term carer, or do you think we have enough?

[Rep. Alyssa Black (Chair)]: I think the fact that we have exempted means that we've heard enough on that, and if in the future the committee down the hall would like to, they will do it. And also don't forget, this is a house bill, which means it's going to the Senate. So, who knows what the Senate I going to

[Rep. Karen Lueders]: just wanted to comment about how the persistence and the dedication, trying to work

[Rep. Alyssa Black (Chair)]: on this subject is very commendable. Thank you. And thank you, everybody. Thank you, everybody who worked on it together. Okay. So, we are going to take a break until three because we don't actually have Katie until three.