ARRIS Announces Preliminary And Unaudited Fourth Quarter And Full Year 2012 Results
ARRIS Announces Preliminary And Unaudited Fourth Quarter And Full Year 2012
Results
PR Newswire
SUWANEE, Ga., Feb. 6, 2013
SUWANEE, Ga., Feb. 6, 2013 /PRNewswire/ -- ARRIS Group, Inc. (NASDAQ: ARRS),
today announced preliminary and unaudited financial results for the fourth
quarter and full year 2012.
Revenues in the fourth quarter 2012 were $344.0 million as compared to fourth
quarter 2011 revenues of $281.1 million and as compared to third quarter 2012
revenues of $357.5 million. Full year 2012 and 2011 revenues were $1,353.7
million and $1,088.7 million, respectively.
Adjusted net income (a non-GAAP measure) in the fourth quarter 2012 was $0.28
per diluted share, compared to $0.21 per diluted share for the fourth quarter
2011 and $0.22 per diluted share for the third quarter 2012. Adjusted net
income was $0.93 per diluted share for the full year 2012 and compares to
$0.81 per diluted share for the full year 2011.
GAAP net income in the fourth quarter 2012 was $0.13 per diluted share, as
compared to fourth quarter 2011 GAAP net loss of $(0.51) per diluted share and
third quarter 2012 GAAP net income of $0.15 per diluted share. Full year 2012
GAAP net income was $0.46 per diluted share as compared to GAAP net loss of
$(0.15) per diluted share in full year 2011. Significant GAAP items that have
been adjusted in computing adjusted net income and adjusted net income per
diluted share include: acquisition accounting impacts related to acquired
deferred revenue; amortization of intangible assets; long-term investment
impairment; loss on the sale of a product line; early pension settlement
costs; equity compensation; non-cash interest expense; acquisition and
restructuring charges; and certain discrete tax items. A reconciliation of
adjusted net income to GAAP net income per diluted share is attached to this
release and can also be found on the Company's website (www.arrisi.com).
Gross margin for the fourth quarter 2012 was 35.8%, which compares to the
fourth quarter 2011 gross margin of 37.9% and the third quarter 2012 gross
margin of 31.3%.
The Company ended the fourth quarter of 2012 with $584.0 million of cash
resources, which includes $530.1 million of cash, cash equivalents and
short-term investments, and $53.9 million of long-term marketable security
investments, as compared to $571.2 million, in the aggregate, at the end of
the third quarter of 2012. During 2012 the Company repurchased approximately
4.5 million of its shares for $51.9 million. The Company generated $11.8
million of cash from operating activities during the fourth quarter 2012 and
$84.4 million during the full year 2012, which compares to $60.9 million and
$113.2 million, respectively, during the same periods in 2011.
Order backlog at the end of the fourth quarter 2012 was $222.6 million as
compared to $148.5 million and $185.8 million at the end of the fourth quarter
2011 and the third quarter 2012, respectively. The Company's book-to-bill
ratio in the fourth quarter 2012 was 1.11 as compared to the fourth quarter
2011 of 0.98 and the third quarter 2012 of 0.82.
"I am delighted with our overall 2012 results. The past year has delivered a
24% year over year improvement in revenue and a 15% increase in our non-GAAP
EPS. Our R&D investments have allowed us to bring a number of new, well
received, products to market," said Bob Stanzione, ARRIS Chairman and CEO.
"Work on the previously announced acquisition of the Motorola Home business is
progressing and I am very excited about our prospects resulting from the
combination."
"2012 was a strong year for ARRIS. We continued to execute on our strategy,
which has resulted in improved performance," said David Potts, ARRIS EVP &
CFO. "With respect to the first quarter 2013, we now project that adjusted
non-GAAP revenues for the Company will be in the range of $350 to $370
million, which excludes a $13 million non-cash accounting impact associated
with the planned investment in ARRIS by Comcast as part of the pending
Motorola Home acquisition. As a result, GAAP revenues are expected to be in
the range of $337 to $357 million. We project that adjusted (non-GAAP) net
income per diluted share will be in the range of $0.22 to $0.26 and GAAP net
income per diluted share in the range of $0.02 to $0.06, reflecting a higher
mix of our CPE product line, as compared to the fourth quarter 2012. The EPS
guidance excludes any mark-to-market fair value adjustments related to the
Comcast investment."
ARRIS management will conduct a conference call at 5:00 pm EST, today,
Wednesday, February 6, 2013, to discuss these results in detail. You may
participate in this conference call by dialing (888) 713-4215 or (617)
213-4867 for international calls prior to the start of the call and providing
the ARRIS Group, Inc. name, conference pass code 61284341, and Bob Puccini as
the moderator. Please note that ARRIS will not accept any calls related to
this earnings release until after the conclusion of the conference call. A
replay of the conference call can be accessed approximately two hours after
the call through February 13, 2013 by dialing (888) 286-8010 or (617) 801-6888
and using the pass code 43355976. Live internet access to the call will be
available through the Investor Relations section of the Company's website at
www.arrisi.com. A replay will also be made available for a period of 12
months following the conference call on ARRIS' website at www.arrisi.com.
About ARRIS
ARRIS is a global communications technology company specializing in the
design, engineering and supply of technology supporting triple- and quad-play
broadband services for residential and business customers around the world.
The company supplies broadband operators with the tools and platforms they
need to deliver converged IP video solutions, carrier-grade telephony, demand
driven video, next-generation advertising, network and workforce management
solutions, access and transport architectures and ultra high-speed data
services. Headquartered in Suwanee, GA, USA, ARRIS has R&D centers in Suwanee,
GA; Beaverton, OR; Lisle, IL; Kirkland, WA; State College, PA; Tel Aviv,
Israel; Wallingford, CT; Waltham, MA; Cork, Ireland; and Shenzhen, China, and
operates support and sales offices throughout the world. Information about
ARRIS products and services can be found at www.arrisi.com.
Forward-looking statements:
Statements made in this press release, including those related to:
o growth expectations and business prospects;
o completion of the Motorola Home business acquisition;
o revenues and net income for the first quarter 2013 and beyond;
o expected sales levels and acceptance of new ARRIS products; and
o the general market outlook and industry trends
are forward-looking statements. These statements involve risks and
uncertainties that may cause actual results to differ materially from those
set forth in these statements. Among other things,
o projected results for the first quarter 2013 as well as the general
outlook for 2013 are based on preliminary estimates, assumptions and
projections that management believes to be reasonable at this time, but
are beyond management's control;
o ARRIS' customers operate in a capital intensive consumer based industry,
and the current economic uncertainty or changes in customer spending may
adversely impact their ability or willingness to purchase the products
that the Company offers;
o ARRIS' completion of the Motorola Home acquisition is subject to
satisfaction of a number of conditions outside of its control, including
receipt of necessary regulatory approvals; and
o because the market in which ARRIS operates is volatile, actions taken and
contemplated may not achieve the desired impact relative to changing
market conditions and the success of these strategies will be dependent on
the effective implementation of those plans while minimizing
organizational disruption.
In addition to the factors set forth elsewhere in this release, other factors
that could cause results to differ from current expectations include: the
current volatility in the capital markets; the potential impact on the
business of the Motorola Home acquisition, the retention of employees and the
ability of ARRIS to successfully integrate Motorola Home's business
opportunities, technology, personnel and operations; the impact of rapidly
changing technologies; the impact of competition on product development and
pricing; the ability of ARRIS to react to changes in general industry and
market conditions including regulatory developments; rights to intellectual
property, market trends and the adoption of industry standards; and
consolidations within the telecommunications industry of both the customer and
supplier base. These factors are not intended to be an all-encompassing list
of risks and uncertainties that may affect the Company's business. Additional
information regarding these and other factors can be found in ARRIS' reports
filed with the Securities and Exchange Commission, including its Form 10-Q for
the quarter ended September 30, 2012. In providing forward-looking
statements, the Company expressly disclaims any obligation to update publicly
or otherwise these statements, whether as a result of new information, future
events or otherwise.
ARRIS GROUP, INC.
PRELIMINARY CONSOLIDATED BALANCE SHEETS
(in thousands)
(unaudited)
December September June 30, March 31, December
31, 30, 31,
2012 2012 2012 2012 2011
ASSETS
Current assets:
Cash and cash $ $ $ $ $
equivalents 131,703 188,653 199,395 215,808 235,875
Short-term investments, 398,414 359,753 340,166 298,539 282,904
at fair value
Total cash, cash
equivalents and short 530,117 548,406 539,561 514,347 518,779
term investments
Restricted cash 4,722 4,665 3,942 3,943 4,101
Accounts receivable, 188,581 171,143 179,371 183,427 152,437
net
Other receivables 350 578 1,414 5,071 8,789
Inventories, net 133,848 137,496 102,361 105,114 115,912
Prepaids 11,682 12,408 12,124 12,436 10,408
Current deferred income 24,944 20,787 21,972 22,068 22,048
tax assets
Other current assets 25,648 18,907 16,766 16,792 27,071
Total current assets 919,892 914,390 877,511 863,198 859,545
Property, plant and 54,378 54,593 56,175 57,810 61,375
equipment, net
Goodwill 194,115 194,469 194,626 195,268 194,542
Intangible assets, net 94,529 102,258 110,000 117,444 124,823
Investments 86,164 57,483 70,967 82,968 71,095
Noncurrent deferred 47,431 49,589 47,228 42,106 38,433
income tax assets
Other assets 9,385 9,913 10,575 11,699 10,997
$ $ $ $ $
1,405,894 1,382,695 1,367,082 1,370,493 1,360,810
LIABILITIES AND
STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable $ $ $ $ $
45,719 49,061 44,800 54,576 40,671
Accrued compensation,
benefits and related 29,773 35,066 28,165 31,081 36,764
taxes
Accrued warranty 2,882 3,036 2,995 3,094 3,350
Deferred revenue 44,428 50,859 63,023 60,129 43,746
Current portion of LT 222,124 - - - -
debt
Other accrued 25,795 21,768 23,980 31,054 33,325
liabilities
Total current 370,721 159,790 162,963 179,934 157,856
liabilities
Long-term debt, net of - 218,943 215,823 212,765 209,766
current portion
Accrued pension 26,883 26,172 25,696 25,739 25,260
Accrued severance
liability, net of 4,119 3,895 3,758 3,884 4,191
current portion
Noncurrent income taxes 24,389 24,434 26,676 26,676 24,450
payable
Noncurrent deferred 351 334 340 352 337
income tax liabilities
Other noncurrent 19,043 20,362 21,039 22,372 22,745
liabilities
Total liabilities 445,506 453,930 456,295 471,722 444,605
Stockholders' equity:
Preferred stock - - - - -
Common stock 1,488 1,479 1,473 1,467 1,449
Capital in excess of 1,285,575 1,270,561 1,259,946 1,247,763 1,245,115
par value
Treasury stock at cost (306,330) (306,330) (295,960) (280,724) (254,409)
Unrealized gain (loss)
on marketable 206 74 211 149 (267)
securities
Unfunded pension (8,558) (10,231) (10,231) (10,231) (10,231)
liability
Accumulated deficit (11,809) (26,604) (44,468) (59,469) (65,268)
Cumulative translation (184) (184) (184) (184) (184)
adjustments
Total stockholders' 960,388 928,765 910,787 898,771 916,205
equity
$ $ $ $ $
1,405,894 1,382,695 1,367,082 1,370,493 1,360,810
ARRIS GROUP, INC.
PRELIMINARY CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share data)
(unaudited)
For the Three Months For the Twelve Months
Ended December 31, Ended December 31,
2012 2011 2012 2011
Net sales $ 344,003 $ 281,076 $1,353,663 $1,088,685
Cost of sales 220,812 174,531 891,086 678,172
Gross margin 123,191 106,545 462,577 410,513
Operating expenses:
Selling, general, and
administrative 43,794 40,829 161,338 148,755
expenses
Research and 40,700 37,785 170,706 146,519
development expenses
Acquisition costs 5,131 2,730 5,870 3,205
Loss on sale of - - 337 -
product line
Restructuring charges 306 3,391 6,761 4,360
Impairment of goodwill - 88,633 - 88,633
& intangibles
Amortization of 7,729 6,817 30,294 33,649
intangible assets
97,660 180,185 375,306 425,121
Operating income 25,531 (73,640) 87,271 (14,608)
Other expense
(income):
Interest expense 4,546 4,258 17,797 16,939
Loss (gain) on 78 2,074 (1,405) 1,570
investments
Loss (gain) on foreign (131) (705) 786 (580)
currency
Interest income (993) (715) (3,241) (3,154)
Loss on debt - - - 19
redemption
Other (income) (171) (211) (962) (891)
expense, net
Income (loss) from
continuing operations 22,202 (78,341) 74,296 (28,511)
before income taxes
Income tax expense 7,407 (18,712) 20,837 (10,849)
(benefit)
Net income $ $ $ 53,459 $ (17,662)
14,795 (59,629)
Net income (loss) per
common share:
Basic $ $ $ 0.47 $
0.13 (0.51) (0.15)
Diluted $ $ $ 0.46 $
0.13 (0.51) (0.15)
Weighted average
common shares:
Basic 114,028 117,316 114,161 120,157
Diluted 117,013 117,316 116,514 120,157
ARRIS GROUP, INC.
PRELIMINARY CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(unaudited)
For the Three Months For the Twelve Months
Ended December 31, Ended December 31,
2012 2011 2012 2011
Operating Activities:
Net income (loss) $ $ $ $
14,795 (59,629) 53,459 (17,662)
Depreciation 6,988 6,589 27,953 24,139
Amortization of intangible 7,729 6,817 30,294 33,649
assets
Amortization of deferred 160 160 639 647
finance fees
Impairment of goodwill & - 88,633 - 88,633
intangibles
Non-cash interest expense 3,181 2,941 12,358 11,545
Deferred income tax provision (3,085) 3,343 (13,989) (12,144)
(benefit)
Deferred income tax related to
goodwill & intangible - (25,584) - (25,584)
impairment
Stock compensation expense 6,712 5,108 27,906 22,055
Provision for doubtful 186 201 240 200
accounts
Loss on debt retirement - - - 19
Loss on sale of product line - - 337 -
Loss on disposal of fixed 42 10 82 16
assets
Loss (gain) on investments 78 2,074 (1,404) 1,570
Excess tax benefits from (935) (679) (3,549) (3,668)
stock-based compensation plans
Changes in operating assets &
liabilities, net of effects of
acquisitions and disposals:
Accounts receivable (17,624) 17,794 (37,139) (22,093)
Other receivables 211 (1,618) 8,398 (1,635)
Inventory 3,648 7,862 (21,491) (7,144)
Accounts payable and accrued (8,289) 6,765 (5,675) 433
liabilities
Other, net (2,004) 95 5,982 20,177
Net cash provided by 11,793 60,882 84,401 113,153
operating activities
Investing Activities:
Purchases of investments (180,582) (49,833) (415,930) (277,937)
Sales of investments 110,928 36,547 282,987 296,774
Purchases of property & (6,987) (4,359) (21,507) (23,307)
equipment
Sale of property & equipment 126 14 139 84
Acquisition, net of cash - (130,227) - (130,227)
acquired ^(1)
Sale of product line - - 3,249 -
Net cash used in (76,515) (147,858) (151,062) (134,613)
investing activities
Financing Activities:
Early redemption of convertible - - - (4,984)
notes
Repurchase of common stock - (34,375) (51,921) (109,123)
Excess income tax benefits from 935 679 3,549 3,668
stock-based compensation plans
Repurchase of shares to satisfy (1,259) (72) (9,443) (8,332)
employee tax withholdings
Fees and proceeds from issuance 8,096 1,960 20,304 22,985
of common stock, net
Net cash provided by
(used in) financing 7,772 (31,808) (37,511) (95,786)
activities
Net increase
(decrease) in cash and (56,950) (118,784) (104,172) (117,246)
cash equivalents
Cash and cash equivalents at 188,653 354,659 235,875 353,121
beginning of period
Cash and cash equivalents at end $ $ $ $
of period 131,703 235,875 131,703 235,875
Excludes $77,074 thousand of short and
^(1) long-term investments acquired from BigBand
in 2011
ARRIS GROUP, INC.
PRELIMINARY SUPPLEMENTAL SALES & NET INCOME RECONCILIATION
(in thousands, except per share data) (unaudited)
(in
thousands, Q4 2012 YTD 2012 Q4 2011 YTD 2011
except per
share data)
Amount Amount Amount Amount
Sales $ $ $ $
344,003 1,353,663 281,076 1,088,685
Highlighted
items:
Purchase
accounting
impacts of 432 3,412 4,332 4,332
deferred
revenue
Sales
excluding $ $ $ $
highlighted 344,435 1,357,075 285,408 1,093,017
items
Q4 2012 YTD 2012 Q4 2011 YTD 2011
Per Per Per Per
Diluted Diluted Diluted Diluted
Amount Share Amount Share Amount Share Amount Share
Net income $ $ $ $ $ $ $
(loss) 14,795 0.13 53,459 (59,629) (17,662)
0.46 (0.51) (0.15)
Highlighted
items:
Impacting
gross margin:
Purchase
accounting
impacts of 432 - 2,899 0.02 3,126 0.03 3,126 0.03
deferred
revenue
Stock
compensation 802 0.01 3,169 0.03 521 - 2,040 0.02
expense
Impacting
operating
expenses:
Acquisition 5,131 0.04 5,870 0.05 2,730 0.02 3,205 0.03
costs
Restructuring 306 - 6,761 0.06 3,391 0.03 4,360 0.04
Amortization
of intangible 7,729 0.07 30,294 0.26 6,817 0.06 33,649 0.27
assets
Goodwill and
intangibles - - - - 88,633 0.74 88,633 0.72
impairment
Loss of sale
of product - - 337 - - - - -
line
Settlement
charge - 3,064 0.03 3,064 0.03 - - - -
pension
Stock
compensation 5,910 0.05 24,737 0.21 4,586 0.04 20,014 0.16
expense
Impacting
other
(income) /
expense:
Non-cash
interest 3,181 0.03 12,358 0.11 2,941 0.02 11,545 0.09
expense
Impairment of 67 - 533 - 3,000 0.03 3,000 0.02
investment
Loss on
retirement of - - - - - - 19 -
debt
Impacting
income tax
expense:
Adjustments
of income tax
valuation (475) - (4,658) (0.04) 3,032 0.03 (2,885) (0.02)
allowances
and other
Tax impact
related to
goodwill and - - - - (25,584) (0.21) (25,584) (0.21)
intangibles
impairment
Tax related
to (8,724) (0.07) (29,957) (0.26) (8,553) (0.07) (23,757) (0.19)
highlighted
items above
Total
highlighted 17,423 0.15 55,407 0.48 84,640 0.71 117,365 0.96
items
Net income $ $ $ $
excluding $ $ $ $
highlighted 32,218 0.28 108,866 0.93 25,011 0.21 99,703 0.81
items^(1)
Weighted
average 114,028 114,161 117,316 120,157
common shares
- basic
Weighted
average 117,013 116,514 119,609 122,555
common shares
- diluted
See Notes to GAAP and
Adjust Non-GAAP
Financial Measures
^(1) Although net income for 2011 is a loss, dilutive shares are used for purposes of this
calculation per share as earnings excluding highlighted items is net income.
Notes to GAAP to Adjusted Non-GAAP Financial Measures
The Company reports its financial results in accordance with accounting
principles generally accepted in the United States ("GAAP" or referred to
herein as "reported"). However, management believes that certain non-GAAP
financial measures provide management and other users with additional
meaningful financial information that should be considered when assessing our
ongoing performance. Our management regularly uses our supplemental non-GAAP
financial measures internally to understand, manage and evaluate our business
and make operating decisions. These non-GAAP measures are among the factors
management uses in planning for and forecasting future periods. Non-GAAP
financial measures should be viewed in addition to, and not as an alternative
to, the Company's reported results prepared in accordance with GAAP. Our
non-GAAP financial measures reflect adjustments based on the following items,
as well as the related income tax effects:
Purchase Accounting Impacts Related to Deferred Revenue: In connection with
our acquisition of BigBand, business combination rules require us to account
for the fair values of arrangements for which acceptance has not been
obtained, and post contract support in our purchase accounting. The non-GAAP
adjustment to our sales and cost of sales is intended to include the full
amounts of such revenues. We believe the adjustment to these revenues is
useful as a measure of the ongoing performance of our business. We have
historically experienced high renewal rates related to our support agreements
and our objective is to increase the renewal rates on acquired post contract
support agreements; however, we cannot be certain that our customers will
renew our contracts.
Implied Fair Value of Benefit Received by Comcast of Planned Investment in
ARRIS: In connection with our pending acquisition of Motorola Home, Comcast
was given an opportunity to invest in ARRIS. The accounting guidance requires
that we record the implied fair value of benefit received by Comcast as a
reduction in revenue. Until the closing of the deal, changes in the value of
the planned investment will be marked to market and flow through other expense
(income). We have excluded the effect of the implied fair value in
calculating our non-GAAP financial measures. We believe it is useful to
understand the effects of these items on our total revenues and other expense
(income).
Stock-Based Compensation Expense: We have excluded the effect of stock-based
compensation expenses in calculating our non-GAAP operating expenses and net
income measures. Although stock-based compensation is a key incentive offered
to our employees, we continue to evaluate our business performance excluding
stock-based compensation expenses. We record non-cash compensation expense
related to grants of options and restricted stock. Depending upon the size,
timing and the terms of the grants, the non-cash compensation expense may vary
significantly but will recur in future periods.
Acquisition Costs: We have excluded the effect of acquisition related and
other expenses and the effect of restructuring expenses in calculating our
non-GAAP operating expenses and net income measures. We incurred significant
expenses in connection with our recent acquisition of BigBand, which we
generally would not have otherwise incurred in the periods presented as part
of our continuing operations. Acquisition related expenses consist of
transaction costs, costs for transitional employees, other acquired employee
related costs, and integration related outside services. We believe it is
useful to understand the effects of these items on our total operating
expenses.
Restructuring Costs: We have excluded the effect of restructuring charges in
calculating our non-GAAP operating expenses and net income measures.
Restructuring expenses consist of employee severance, abandoned facilities,
and other exit costs. We believe it is useful to understand the effects of
these items on our total operating expenses.
Loss on Sale of Product Line: We have excluded the effect of a loss on the
sale of a product line in calculating our non-GAAP operating expenses and net
income measures. We believe it is useful to understand the effects of these
items on our total operating expenses.
Amortization of Intangible Assets: We have excluded the effect of amortization
of intangible assets in calculating our non-GAAP operating expenses and net
income measures. Amortization of intangible assets is non-cash, and is
inconsistent in amount and frequency and is significantly affected by the
timing and size of our acquisitions. Investors should note that the use of
intangible assets contributed to our revenues earned during the periods
presented and will contribute to our future period revenues as well.
Amortization of intangible assets will recur in future periods.
Impairment of Goodwill and Intangibles: We have excluded the effect of the
estimated impairment of goodwill and intangible assets in calculating our
non-GAAP operating expenses and net income (loss) measures. Although an
impairment does not directly impact the Company's current cash position, such
expense represents the declining value of the technology and other intangibles
assets that were acquired. We exclude these impairments when significant and
they are not reflective of ongoing business and operating results.
Settlement Charge - Pension: In an effort to reduce volatility and
administrative expense in connection with the Company's pension plan, we have
offered certain participants an opportunity to voluntarily elect an early
payout of their pension benefits. We exclude this charge in Non-GAAP
measures, as this is a one-time charge that is not considered by management in
their review of financial results.
Non-Cash Interest on Convertible Debt: We have excluded the effect of non-cash
interest in calculating our non-GAAP operating expenses and net income
measures. We record the accretion of the debt discount related to the equity
component non-cash interest expense. We believe it is useful to understand the
component of interest expense that will not be paid out in cash.
Impairment of Investment: We have excluded the effect of an
other-than-temporary impairment of a cost method investment in calculating our
non-GAAP financial measures. We believe it is useful to understand the effect
of this non-cash item in our other expense (income).
Loss (Gain) on Retirement of Debt: We have excluded the effect of the loss
(gain) on retirement of debt in calculating our non-GAAP financial measures.
We believe it is useful for investors to understand the effect of this
non-cash item in our other expense (income).
Income Tax Expense (Benefit): We have excluded the tax effect of the non-GAAP
items mentioned above. Additionally, we have excluded the effects of certain
tax adjustments related to state valuation allowances, research and
development tax credits and provision to return differences.
SOURCE ARRIS Group, Inc.
Website: http://www.arrisi.com
Contact: Bob Puccini, Investor Relations, +1-720-895-7787,
bob.puccini@arrisi.com
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