Baytex Announces Strategic $2.6 Billion Acquisition of Aurora Oil & Gas, $1.3 Billion Bought Deal Financing and 9% Dividend

Baytex Announces Strategic $2.6 Billion Acquisition of Aurora Oil & Gas, $1.3 
Billion Bought Deal Financing and 9% Dividend Increase Upon
Completion of Acquisition 
CALGARY, ALBERTA -- (Marketwired) -- 02/06/14 -- Baytex Energy Corp.
("Baytex", the "Company" or "we") (TSX:BTE)(NYSE:BTE) and Aurora Oil
& Gas Limited ("Aurora") (TSX:AEF)(ASX:AUT) today announced they have
entered into an agreement whereby Baytex will acquire, through a
scheme of arrangement under Australian law (the "Arrangement"), 100%
of the shares of Aurora, on a fully diluted basis, for AU$4.10
(Australian dollars) cash per share (the "Acquisition"). The total
consideration to be paid by Baytex is approximately $1.8 billion,
plus assumed debt of approximately $744 million for a total
transaction value of approximately $2.6 billion. All amounts are in
Canadian dollars unless otherwise noted. 
Commenting on the Acquisition, James Bowzer, President and Chief
Executive Officer of Baytex, said, "Baytex will acquire premier
acreage in the core of the Eagle Ford, one of the leading shale oil
plays in the U.S. The Acquisition is an excellent fit with our
existing business model and positions Baytex in another world-class
oil resource play. The Acquisition will provide our shareholders with
exposure to low-risk, repeatable, high-return projects with leading
capital efficiencies." 
"This is a highly accretive transaction on a per share basis to
reserves, production, and funds from operations," said Bowzer. "The
Eagle Ford play provides not only exposure to light oil, but also to
Gulf Coast crude oil markets with established transportation systems.
A portion of the produced crude oil benefits from Louisiana Light
Sweet based pricing, which currently trades at a premium to WTI." 
At Baytex, we are committed to a growth-and-income model and its
three fundamental principles: delivering organic production growth,
paying a meaningful dividend and maintaining capital discipline.
Through the combination of an expanded inventory of high capital
efficiency projects and an improved outlook for heavy oil
differentials, we remain confident in our business plan going
forward. Consequently, Baytex has committed to increase the monthly
dividend on its common shares by 9% to $0.24 from $0.22 per share,
subject to the completion of the Acquisition. Based on the
anticipated closing date of mid/late May 2014, the dividend increase
is expected to take effect for the dividend payable on or about July
15, 2014. 
Aurora's primary asset is 22,200 net contiguous acres in the prolific
Sugarkane Field located in South Texas in the core of the
liquids-rich Eagle Ford shale. Aurora's Q4/2013 gross production was
24,678 boe/d (82% liquids) of predominantly light, high-quality crude
oil. The Sugarkane Field has been largely delineated with
infrastructure in place which is expected to facilitate low-risk
future annual production growth. In addition, these assets have
significant future reserves upside potential from well downspacing,
improving completion techniques and new development targets in
additional zones. 
In conjunction with the Acquisition, Baytex has entered into a $1.3
billion bought deal subscription receipt financing (the "Equity
Financing") with a syndicate of underwriters co-led by Scotiabank and
RBC Capital Markets, which is described in further detail below. The
Equity Financing is subject to customary closing conditions including
receipt of applicable regulatory approvals and is expected to close
on or about February 24, 2014. 
Strategic Rationale  
The Acquisition enhances Baytex's growth-and-income business model,
delivers production and reserves per share growth and provides
attractive capital efficiencies for future investment. The
Acquisition is accretive to Baytex's funds from operations while
maintaining a strong balance sheet.  

--  Exposure to a World-Class Oil Resource Play: Diversifies asset base into
    the core of the liquids-rich Eagle Ford, one of the premier oil resource
    plays in the U.S. On closing, Baytex's three key oil resource plays -
    the Peace River oil sands, Lloydminster heavy oil and the Eagle Ford -
    will represent three of the highest rate of return projects in North
--  Attractive Acquisition Metrics: 
    --  $24.15 per boe of proved reserves and $15.46 per boe of proved plus
        probable reserves (1)   
    --  $84,500 per boe/d of estimated 2014 production (2) 
--  Accretive to Reserves, Estimated 2014 Production and Funds from
    --  37% accretive to proved reserves per share (1) 
    --  23% accretive to proved plus probable reserves per share (1) 
    --  18% accretive to production per share (2) 
    --  17% accretive to funds from operations per share (3) 
--  Increases Scale and Diversity of Production: Baytex's total production
    upon closing of the Acquisition is forecast to be approximately 85,000
    boe/d, with a production weighting of 53% heavy oil, 34% light oil and
    liquids and 13% natural gas (previously 75% heavy oil, 14% light oil and
    liquids and 11% natural gas). 


(1)  Reserves and reserve accretion based on Baytex reserves as at December 
     31, 2012 prepared by Sproule Associates Limited and Baytex's internal  
     estimate of Aurora reserves as at December 31, 2013, and prepared by a 
     non-independent qualified reserve evaluator in accordance with National
     Instrument 51-101 ("NI 51-101") and the Canadian Oil and Gas Evaluation
     Handbook (the "COGE Handbook"). Based on gross reserves.               
(2)  Production and production per share accretion (boe/d per thousand      
     shares) based on: (i) Aurora's 2014 estimated gross production of      
     30,500 boe/d; (ii) Baytex's 2014 estimated gross production of 61,000  
     boe/d; and (iii) Baytex's weighted average common shares outstanding   
     for 2014 of 127 million (before giving effect to the Equity Financing) 
     and 162 million (after giving effect to the Equity Financing and prior 
     to the over-allotment option).                                         
(3)  Funds from operations accretion based on commodity prices of US$90/bbl 
     for oil, US$4.00/Mcf for natural gas and US$27/bbl for NGLs. Baytex    
     estimate based on expected 2014 gross production of 61,000 boe/d. Pro  
     forma estimate based on 2014 gross production of 88,000 to 90,000 boe/d
     and as adjusted for the Equity Financing, estimated transaction costs, 
     and incremental interest expense associated with the anticipated debt  
     required to close.                                                     

Key Attributes of Aurora 
With the Acquisition, Baytex obtains a premier position in the
high-value area of the core of the liquids-rich Eagle Ford resource
play. These assets provide material production, long-term growth and
high quality reserves with upside potential. This entry provides
Baytex with a platform for further potential growth opportunities.  

--  Material Current Production with Long-Term Growth: Aurora's gross
    production in Q4/2013 averaged 24,678 boe/d (82% liquids). Aurora has a
    substantial inventory of potential well locations to support future
    production growth. Aurora is forecasting average gross production in
    2014 of 29,000 to 32,000 boe/d, which at the mid-point of the forecast,
    equates to a 43% production increase over 2013. 
--  High Quality Reserve Base with Potential Upside: The Acquisition adds
    proved reserves of 106.7 MMboe and proved plus probable reserves of
    166.6 MMboe. Reserves are based on Baytex internal estimates of Aurora's
    reserves, as at December 31, 2013, and prepared by a non-independent
    qualified reserves evaluator in accordance with NI 51-101 and the COGE
    Handbook. Baytex believes attractive reserves upside is available by
    exploiting additional horizons in the Austin Chalk and Upper Eagle Ford
    formations, through downspacing and improving completion techniques. 
--  Attractive Individual Well Economics: Aurora's historical internal rates
    of return (before tax) per well in the Sugarkane Field are in excess of
    100% with an undiscounted payout of 1-2 years and capital efficiencies
    (based on 30-day initial production rates) of under $10,000 per boe/d
    (based on an oil price of US$90/bbl, a natural gas price of US$4.00/Mcf
    and a natural gas liquids price of US$27/bbl). 
--  Premier and Committed Eagle Ford Partner: A subsidiary of Marathon Oil
    Corporation is the operator of a majority of this Eagle Ford acreage
    position. The operator has a strong track record of driving leading well
    performance, reducing costs and growing its resource base. In addition
    to the strong improvement in estimated ultimate recoveries and drilling
    performance over time, Aurora's gross production has grown significantly
    from 4,257 boe/d in Q4/2011 to 24,678 boe/d in Q4/2013. 
--  Increasing Development Performance and Recovery: Continuous improvements
    in drilling completion design have increased 30-day initial production
    rates by approximately 45% since Q4/2011 with 180-day cumulative
    recoveries increasing approximately 34% over the same time period.
    Drilling times have decreased by approximately 50% since Q4/201,
    resulting in reduced completed well costs. 
--  Established Infrastructure and Acreage Held by Production: Extensive
    infrastructure is in place across the acreage position, including
    centralized processing facilities, disposal wells and infield gathering
    systems allowing for continued production growth. Approximately 97% of
    the acreage position is held by production. 
--  Attractive Operating Costs and Premium Pricing: Operating cost per
    barrel averaged US$5.68 per boe in Q3/2013. Given the proximity of the
    Eagle Ford to the Henry Hub and Gulf Coast crude oil markets,
    established transportation systems for both crude oil and natural gas
    result in strong realized pricing. In addition, a portion of the
    produced crude oil benefits from Louisiana Light Sweet based pricing,
    which currently trades at a premium to WTI. 

To view a map of the acquired Eagle Ford properties, please visit the
following link:  
Terms of the Arrangement  
The Arrangement has been unanimously approved by the board of
directors of Baytex. The board of directors of Aurora intends to
recommend that Aurora shareholders vote in favour of the Arrangement,
in the absence of a superior proposal and subject to an independent
expert's report concluding that the Arrangement is in the best
interests of Aurora shareholders and that they intend to vote in
favor of the Arrangement the Aurora shares controlled by them, which
amount to approximately 5.5% of the issued and outstanding Aurora
The Arrangement must be approved by the Aurora shareholders at a
special meeting of shareholders expected to be held in late
April/early May 2014. The Arrangement must be approved by (i) at
least 75% of the votes cast and (ii) by a majority in number of the
Aurora shareholders who cast votes. 
The Arrangement is subject to certain customary conditions, including
approval by the Australian court, the Australian Foreign Investment
Review Board and under the U.S. Hart-Scott-Rodino Anti-Trust
Improvements Act. 
The disclosure booklet that will be prepared in connection with the
special meeting of Aurora shareholders is expected to be mailed to
shareholders in late March/early April 2014. The Acquisition is
expected to close in mid/late May 2014. The Implementation Agreement
will be filed by Baytex on SEDAR at and EDGAR at 
Financing of the Transaction 
Baytex is financing the Acquisition through a combination of the
Equity Financing ($1.3 billion bought-deal equity offering) and draws
on its revolving and term credit facilities. Concurrent with the
Acquisition, Baytex will increase its revolving credit facilities
from $850 million to $1.0 billion and will add a $200 million term
loan. Undrawn credit facilities on closing will be $400 to $600
million leaving significant available liquidity to continue to
execute our ongoing business plans. It is expected that Baytex will
put in place a US$300 million borrowing base facility at Aurora (or a
subsidiary thereof) with a syndicate of banks concurrent with the
closing of the Acquisition.  
In connection with the Acquisition, Baytex has entered into an
agreement, on a "bought-deal" basis, with a syndicate of underwriters
(the "Underwriters") co-led by Scotiabank and RBC Capital Markets and
including CIBC World Markets Inc., TD Securities Inc., BMO Capital
Markets and National Bank Financial Inc., for an offering of
33,420,000 subscription receipts ("Subscription Receipts") at a price
of $38.90 per Subscription Receipt with each Subscription Receipt
entitling the holder thereof to receive, on closing of the
Acquisition, one common share of the Company ("Common Share") for
aggregate gross proceeds of approximately $1.3 billion. The Company
has granted the Underwriters an over-allotment option to purchase, on
the same terms, up to an additional 5,013,000 Subscription Receipts.
This option is exercisable by the Underwriters, in whole or in part,
at any time for a period of 30 days following closing. The maximum
gross proceeds raised under the Equity Financing will be
approximately $1.5 billion should the over-allotment option be
exercised in full. The Equity Financing is subject to customary
closing conditions including receipt of applicable regulatory
approvals and is expected to close on or about February 24, 2014.  
The gross proceeds from the sale of Subscription Receipts will be
held in escrow and will be released upon satisfaction of certain
conditions to enable us to convert the funds to Australian dollars
and complete the Acquisition. Upon closing of the Acquisition, the
holders of the Subscription Receipts will be entitled to receive an
amount per Subscription Receipt equal to dividends declared per
common share that accrue from the date of closing of the financing to
the date of closing of the Acquisition. In the event the Acquisition
fails to close on or prior to June 30, 2014, the agreement for the
Acquisition is terminated in accordance with its terms at any earlier
time, or we have advised the Underwriters or announced to the public
that we do not intend to proceed with the Acquisition, the purchase
price plus each holder's proportionate share of interest earned on
funds held in escrow, net of any applicable withholding taxes, will
be returned to each holder of Subscription Receipts. 
The Equity Financing will be completed under the multi-jurisdictional
disclosure system by way of short form prospectus filed with the
securities regulatory authorities in each of the provinces of Canada
and with the Securities and Exchange Commission in the United States. 
2014 Guidance 
Following closing of the Acquisition, Baytex will provide revised
guidance for full-year 2014. The guidance will include a full update
incorporating the Acquisition, Equity Financing, and any
modifications to Baytex's current asset plans.  
Financial and Legal Advisors 
Scotia Waterous acted as exclusive financial advisor to Baytex and
Scotiabank provided bank financing in connection with the
Acquisition. Baytex's legal advisors are Burnet, Duckworth & Palmer
LLP in Canada, Paul, Weiss, Rifkind, Wharton & Garrison LLP in the
U.S. and Norton Rose Fulbright in Australia and the U.S. 

                            Conference Call Today                           
                        4:45 p.m. EST (2:45 p.m. MST)                       
A conference call will be held today, February 6, 2014, starting at 4:45pm  
EST (2:45pm MST). Please connect approximately 15 minutes prior to the      
beginning of the call to ensure participation. To participate, please dial  
1-416-340-8527 or toll free in North America 1-800-565-0813 and toll free   
international 1-800-2787-2090. Alternatively, to listen to the conference   
call online, please enter in your web      
An investor presentation related to the Acquisition will be available       
shortly on our website at                             

Advisory Regarding Forward-Looking Statements 
In the interest of providing shareholders and potential investors
with information regarding Baytex and Aurora, including management's
assessment of future plans and operations, certain statements in this
press release are "forward-looking statements" within the meaning of
the United States Private Securities Litigation Reform Act of 1995
and "forward-looking information" within the meaning of applicable
Canadian securities legislation (collectively, "forward-looking
statements"). In some cases, forward-looking statements can be
identified by terminology such as "anticipate", "believe",
"continue", "could", "estimate", "expect", "forecast", "intend",
"may", "objective", "ongoing", "outlook", "potential", "project",
"plan", "should", "target", "would", "will" or similar words
suggesting future outcomes, events or performance. The
forward-looking statements contained in this press release speak only
as of the date thereof and are expressly qualified by this cautionary
Specifically, this press release contains forward-looking statements
relating to but not limited to: Baytex's plans to increase the
dividend on its common shares upon completion of the Acquisition; the
anticipated benefits from the Acquisition, including our beliefs that
the Acquisition will be an excellent fit with our business model and
will provide shareholders with exposure to low-risk, repeatable,
high-return projects with capital efficiencies; our expectations that
the Aurora assets have infrastructure in place that support low-risk
future annual production and that such assets will provide material
production, long-term growth and high quality reserves with upside
potential; our expectations regarding the effect of well downspacing,
improving completion techniques and new development targets on the
reserves potential of the Aurora assets; anticipated effect of the
Acquisition on Baytex, including our business model and our reserves,
production and funds from operations; forecasted production and
production mix following completion of the Acquisition; Aurora's
forecasted production and production growth for 2014; drilling plans;
operating and financial metrics and the strategic rationale for the
Acquisition; expectations regarding the Acquisition and the Equity
Financing, including anticipated timing of mailing of the scheme
booklet to Aurora shareholders; timing of completion of the
Acquisition and the Equity Financing, and approvals required for the
Arrangement and Equity Financing; the terms of the Subscription
Receipts; the terms of the increase to our revolving credit
facilities and the term loan and our expectations regarding the
implementation of a borrowing base facility for Aurora following
closing of the Acquisition; and payment of the purchase price,
including the use of proceeds from the Equity Financing and our plans
to draw on the revolving credit facilities and the term loan. In
addition, information and statements relating to reserves are deemed
to be forward-looking statements, as they involve implied assessment,
based on certain estimates and assumptions, that the reserves
described exist in quantities predicted or estimated, and that the
reserves can be profitably produced in the future. Cash dividends on
our common shares are paid at the discretion of our Board of
Directors and can fluctuate. In establishing the level of cash
dividends, the Board of Directors considers all factors that it deems
relevant, including, without limitation, the outlook for commodity
prices, our operational execution, the amount of funds from
operations and capital expenditures and our prevailing financial
circumstances at the time. 
These forward-looking statements are based on certain key assumptions
regarding, among other things: the receipt of regulatory, shareholder
and other approvals for the Arrangement; our ability to execute and
realize on the anticipated benefits of the Acquisition; timing of
closing and receipt of regulatory approvals for the Equity Financing;
petroleum and natural gas prices and pricing differentials between
light, medium and heavy gravity crude oil; well production rates and
reserve volumes; our ability to add production and reserves through
our exploration and development activities; capital expenditure
levels; the availability and cost of labour and other industry
services; the amount of future cash dividends that we intend to pay;
interest and foreign exchange rates; the continuance of existing and,
in certain circumstances, proposed tax and royalty regimes; our
ability to develop our crude oil and natural gas properties and the
acquired assets in the manner currently contemplated; current or,
where applicable, proposed assumed industry conditions, laws and
regulations will continue in effect or as anticipated; and the
estimates of our production and reserve volumes and Aurora's
production and reserve volumes and the assumptions related thereto
(including commodity prices and development costs) are accurate in
all material respects. Readers are cautioned that such assumptions,
although considered reasonable by Baytex at the time of preparation,
may prove to be incorrect. 
Actual results achieved during the forecast period will vary from the
information provided herein as a result of numerous known and unknown
risks and uncertainties and other factors. Such factors include, but
are not limited to: the Acquisition may not be completed on the terms
contemplated or at all; failure to realize the anticipated benefits
of the Acquisition; closing of the Equity Offering and/or the
Acquisition could be delayed or not completed if we are not able to
obtain the necessary stock exchange, shareholder and regulatory
approvals or any other approvals required for completion or, unless
waived, some other condition to closing is not satisfied; failure to
put in place a borrowing base facility for Aurora following
completion of the Acquisition; declines in oil and natural gas
prices; risks related to the accessibility, availability, proximity
and capacity of gathering, processing and pipeline systems;
variations in interest rates and foreign exchange rates; risks
associated with our hedging activities; uncertainties in the credit
markets may restrict the availability of credit or increase the cost
of borrowing; refinancing risk for existing debt and debt service
costs; access to external sources of capital; third party credit
risk; a downgrade of our credit ratings; risks associated with the
exploitation of our properties and our ability to acquire reserves;
increases in operating costs; 
changes in government regulations that affect the oil and gas
industry; changes to royalty or mineral/severance tax regimes; risks
relating to hydraulic fracturing; changes in income tax or other laws
or government incentive programs; uncertainties associated with
estimating petroleum and natural gas reserves; risks associated with
acquiring, developing and exploring for oil and natural gas and other
aspects of our operations; risks associated with properties operated
by third parties; risks associated with delays in business
operations; risks associated with the marketing of our petroleum and
natural gas production; risks associated with large projects or
expansion of our activities; risks related to heavy oil projects;
expansion of our operations; the failure to realize anticipated
benefits of acquisitions and dispositions or to manage growth;
changes in environmental, health and safety regulations; the
implementation of strategies for reducing greenhouse gases;
competition in the oil and gas industry for, among other things,
acquisitions of reserves, undeveloped lands, skilled personnel and
drilling and related equipment; the activities of our operating
entities and their key personnel and information systems; depletion
of our reserves; risks associated with securing and maintaining title
to our properties; seasonal weather patterns; our permitted
investments; access to technological advances; changes in the demand
for oil and natural gas products; involvement in legal, regulatory
and tax proceedings; the failure of third parties to comply with
confidentiality agreements; risks associated with the ownership of
our securities, including the discretionary nature of dividend
payments and changes in market-based factors; risks for United States
and other non-resident shareholders, including the ability to enforce
civil remedies, differing practices for reporting reserves and
production, additional taxation applicable to non-residents and
foreign exchange risk; and other factors, many of which are beyond
the control of Baytex. These risk factors are discussed in our Annual
Information Form, Annual Report on Form 40-F and Management's
Discussion and Analysis for the year ended December 31, 2012, as
filed with Canadian securities regulatory authorities and the U.S.
Securities and Exchange Commission. 
The above summary of assumptions and risks related to forward looking
information in this press release has been provided in order to
provide shareholders and potential investors with a more complete
perspective on Baytex and Aurora's current and Baytex's future
operations if the Acquisition is completed and such information may
not be appropriate for other purposes. There is no representation by
Baytex that actual results achieved during the forecast period will
be the same in whole or in part as those forecast and Baytex does not
undertake any obligation to update publicly or to revise any of the
included forward-looking statements, whether as a result of new
information, future events or otherwise, except as may be required by
applicable securities law. 
Oil and Gas Advisory 
All of the reserves information contained in this press release have
been calculated and reported using assumptions and methodology
guidelines outlined in accordance with the standards contained in the
COGE Handbook, NI 51-101 and the reserve definitions contained in the
Canadian Securities Administrators Staff Notice 51-324. The SEC
definitions of proved, probable and possible reserves are different
than NI 51-101; therefore, proved, probable and possible reserves
disclosed herein may not be comparable to United States standards. 
References herein to 30 day initial production rates and other
short-term production rates are useful in confirming the presence of
hydrocarbons, however such rates are not determinative of the rates
at which such wells will commence production and decline thereafter
and are not indicative of long term performance or of ultimate
recovery. While encouraging, readers are cautioned not to place
reliance on such rates in calculating aggregate production for us or
the acquired assets. A pressure transient analysis or well-test
interpretation has not been carried out in respect of all wells.
Accordingly, we caution that the test results should be considered to
be preliminary.  
The term "boe" means a barrel of oil equivalent on the basis of 6 Mcf
of natural gas to 1 Bbl of oil. Boe's may be misleading, particularly
if used in isolation. A boe conversation ratio of 6 Mcf: 1 Bbl is
based on an energy equivalency conversion method primarily applicable
at the burner tip and does not represent a value equivalency at the
wellhead. Given the value ratio based on the current price of crude
oil as compared to natural gas is significantly different from the
energy equivalency of 6 Mcf: 1Bbl, utilizing a conversion ratio at 6
Mcf: 1 Bbl may be misleading as an indication of value. 
Financial Measures 
We disclose in this press release several financial measures that do
not have any standardized meaning prescribed under International
Financial Reporting Standards ("IFRS"). These financial measures
include funds from operations. Management believes that these
financial measures are useful supplemental information to analyze
operating performance and provide an indication of the anticipated
metrics and benefits of the Acquisition. Investors should be
cautioned that these measures should not be construed as an
alternative to net income, cash provided by operating activities or
other measures of financial performance as determined in accordance
with IFRS. Our method of calculating these measures may differ from
other companies, and accordingly, they may not be comparable to
similar measures used by other companies. 
Funds from operations is not a measurement based on GAAP in Canada,
but is a financial term commonly used in the oil and gas industry.
Funds from operations represents cash generated from operating
activities adjusted for financing costs, changes in non-cash
operating working capital and other operating items. Baytex's
determination of funds from operations may not be comparable with the
calculation of similar measures for other entities. Baytex considers
funds from operations a key measure of performance as it demonstrates
its ability to generate the cash flow necessary to fund future
dividends to shareholders and capital investments. The most directly
comparable measures calculated in accordance with GAAP are cash flow
from operating activities and net income. 
All amounts are in Canadian dollars unless otherwise noted. 
This news release does not constitute an offer to sell securities,
nor is it a solicitation of an offer to buy securities, in any
jurisdiction. Any sales will be made through registered securities
dealers in jurisdictions where the offering has been qualified for
Baytex Energy Corp. 
Baytex Energy Corp. is a dividend-paying oil and gas corporation
based in Calgary, Alberta. The company is engaged in the acquisition,
development and production of crude oil and natural gas in the
Western Canadian Sedimentary Basin and in the Williston Basin in the
United States. Approximately 89% of Baytex's production is weighted
toward crude oil. Baytex pays a monthly dividend on its common shares
which are traded on the Toronto Stock Exchange and the New York Stock
Exchange under the symbol BTE.  
For further information about Baytex, please visit our website at
Baytex Energy Corp.
Brian Ector
Vice President, Investor Relations
Toll Free Number: 1-800-524-5521
Press spacebar to pause and continue. Press esc to stop.