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YRK - York Timber Holdings - Reviewed Condensed Consolidated Provisional

Release Date: 30/09/2009 17:45
Code(s): YRK
Wrap Text

YRK - York Timber Holdings - Reviewed Condensed Consolidated Provisional Financial Statements and Renewal of Cautionary Announcement for the Year Ended 30 June 2009 YORK TIMBER HOLDINGS LIMITED Formerly The York Timber Organisation Limited Reg. No. 1916/004890/06 Share code: YRK & ISIN: ZAE000133450 ("York" or "the Company") REVIEWED CONDENSED CONSOLIDATED PROVISIONAL FINANCIAL STATEMENTS AND RENEWAL OF CAUTIONARY ANNOUNCEMENT for the year ended 30 June 2009 Salient features * Net asset value per share - 1 722 cents * Tangible net asset value per share - 939 cents * Debt and capital restructuring finalised * R500 million capital injection recommended by Board Calculation of headline earnings Group
12 months 18 months ended ended 30 June 2009 30 June 2008 R`000 R`000
(Reviewed) (Audited) Nett of tax Nett of tax Basic earnings attributable to ordinary shareholders (231 920) 538 750 - Loss on disposal of equipment and vehicles 1 130 288 - Fair value adjustment on investment property (72) - - Loss on sale of non-current assets held for sale 269 244 - Impairment of plant, equipment and vehicles 31 241 - Headline earnings for the year (199 352) 539 282 Basic headline earnings per share (cents) (254) 1 019 Diluted headline earnings per share (cents) (254) 973 Condensed consolidated provisional balance sheet Group 30 June 2009 30 June 2008 R`000 R`000
(Reviewed) (Audited) ASSETS Non-current assets Property, plant, equipment, investment property and intangible assets 437 460 368 431 Biological assets 1 492 002 1 718 407 Goodwill 610 352 610 352 Other non-current financial assets 3 911 81 674 2 543 725 2 778 864 Current assets Biological assets 246 369 264 663 Inventories 226 467 197 908 Trade and other receivables 117 999 192 108 Cash and cash equivalents 124 422 222 538 Other current financial assets including assets held for sale 1 854 3 136 717 111 880 353 Total assets 3 260 836 3 659 217 EQUITY AND LIABILITIES Equity Ordinary share capital and reserves 1 349 606 1 655 668 1 349 606 1 655 668 Liabilities Non-current liabilities Interest bearing long-term liabilities 1 087 702 1 128 545 Other non-current liabilities and provisions 74 893 72,807 Deferred tax 414 974 498 615 1 577 569 1 699 967
Current liabilities Interest bearing short-term liabilities 103 038 64 109 Trade and other payables 225 199 233 984 Current tax payable 5 424 5 489 333 661 303 582 Total liabilities 1 911 230 2 003 549 Total equity and liabilities 3 260 836 3 659 217 Condensed consolidated provisional income statement Group 12 months 18 months ended ended 30 June 2009 30 June 2008
R`000 R`000 (Reviewed) (Audited) Revenue 1 095 290 1 520 043 Cost of sales (762 223) (819 452) Gross profit 333 067 700 591 Other operating income 168 295 38 706 Selling, general and administration expenses (365 522) (501 514) Operating profit 135 840 237 783 Restructuring costs (18 735) (8 355) Fair value adjustments (244 598) 607 308 Loss on non-current assets held for sale (373) - (Loss)/profit before finance costs (127 866) 836 736 Finance income 13 133 110 421 Finance expense (197 894) (209 062) (Loss)/profit before taxation (312 627) 738 095 Taxation 80 707 (199 345) (Loss)/profit for the period (231 920) 538 750 Attributable to: Equity holders of the parent (231 920) 538 750 Minority Interest - - Basic earnings per share (cents) (296) 1 018 Diluted earnings per share (cents) (296) 981 Condensed consolidated provisional cash flow statement Group
12 months 18 months ended ended 30 June 2009 30 June 2008 R`000 R`000
(Reviewed) (Audited) Cash flows from operating activities Cash generated/(utilised) by operating activities 220 947 224 372 Interest income 13 133 31 561 Income from investments - 52 Finance expense (168 549) (163 279) Tax paid (2 999) (5 704) Net cash from operating activities 62 532 87 002 Cash flows from investing activities Acquisition of subsidiaries, net of cash - (1 684 520) Net cash utilised from other investing activities (133 638) (86 379) Net cash from investing activities (133 638) (1 770 899) Cash flows from financing activities Net cash utilised from other financing activities (27 010) 1 864 704 Net cash from financing activities (27 010) 1 864 704 Net (decrease)/increase in cash and cash equivalents (98 116) 180 807 Cash and cash equivalents at the at the beginning of the period 222 538 41 731 Cash and cash equivalents at the end of the period 124 422 222 538 Condensed consolidated provisional statement of equity Total Share Share share capital premium capital
R`000 R`000 R`000 Group Balance at 1 January 2007 552 3 061 3 613 Change in fair value of available-for-sale financial assets - - - Issue of shares 3 511 1 049 490 1 053 001 Buy-back of own shares (144) (28 074) (28 218) Share issue expense - (21 855) (21 855) Share based payment - - - Profit for the period - - - Balance at 1 July 2008 3 919 1 002 622 1 006 541 Change in fair value of available-for-sale financial assets - - - Movement in fair value of hedge - - - Dividends declared and not claimed - - - Share premium on rights issued - 24 266 24 266 Reversal of share based payment reserve - - - (Loss) for the period - - - Balance at 30 June 2009 as reviewed 3 919 1 026 888 1 030 807 Fair value Share-
adjustment assets - based Hedging available-for- payment reserve sale reserve reserve R`000 R`000 R`000
Group Balance at 1 January 2007 - 144 - Change in fair value of available-for-sale financial assets - (363) - Issue of shares - - - Buy-back of own shares - - - Share issue expense - - - Share based payment - - 10 446 Profit for the period - - - Balance at 1 July 2008 - (219) 10 446 Change in fair value of available-for-sale financial assets - 40 - Movement in fair value of hedge (89 545) - - Dividends declared and not claimed - - - Share premium on rights issued - - - Reversal of share based payment reserve - - (9 160) (Loss) for the period - - - Balance at 30 June 2009 as reviewed (89 545) (179) 1 286 Total Retained reserves income Total equity R`000 R`000 R`000
Group Balance at 1 January 2007 144 100 150 103 907 Change in fair value of available-for-sale financial assets (363) - (363) Issue of shares - - 1 053 001 Buy-back of own shares - - (28 218) Share issue expense - - (21 855) Share based payment 10 446 - 10 446 Profit for the period - 538 750 538 750 Balance at 1 July 2008 10 227 638 900 1 655 668 Change in fair value of available-for-sale financial assets 40 - 40 Movement in fair value of hedge (89 545) - (89 545) Dividends declared and not claimed - 257 257 Share premium on rights issued - - 24 266 Reversal of share based payment reserve (9 160) - (9 160) (Loss) for the period - (231 920) (231 920) Balance at 30 June 2009 as reviewed (88 438) 407 237 1 349 606 Condensed consolidated provisional segment analysis Sawmilling Plywood 12 months 18 months 12 months 18 months 2009 2008 2009 2008 R`000 R`000 R`000 R`000
Revenue External sales 670 035 914 703 188 954 180 064 Inter-segment sales 13 633 45 710 6 386 - Total revenue 683 668 960 413 195 340 180 064 Result Fair value adjustment biological assets - - - - Trading 112 244 110 927 (895) (5 860) Segment result 112 244 110 927 (895) (5 860) Unallocated expenses Profit from operations Net finance costs Income tax expense Profit for the year Segment assets 441 497 409 471 59 407 98 397 Unallocated corporate assets - - - - Consolidated total assets Segment liabilities 47 148 176 150 11 186 15 970 Unallocated corporate liabilities - - - - Non-current and current loans and borrowings - - - - Taxation and deferred taxation - - - - Consolidated total liabilities Additions to biological assets - - - - Capital expenditure 125 380 22 299 590 469 Depreciation and amortisation (20 012) (20 653) (793) (1 754) Impairment of tangible assets (42 409) - (981) - Warehousing Forestry 12 months 18 months 12 months 18 months 2009 2008 2009 2008
R`000 R`000 R`000 R`000 Revenue External sales 171 414 368 941 64 887 56 335 Inter-segment sales 21 919 34 483 445 227 461 618 Total revenue 193 333 403 424 510 114 517 953 Result Fair value adjustment biological assets - - (244 698) 607 308 Trading (4 970) 10 147 77 393 172 318 Segment result (4 970) 10 147 (167 305) 779 626 Unallocated expenses Profit from operations Net finance costs Income tax expense Profit for the year Segment assets 47 790 83 118 1 876 764 2 153 193 Unallocated corporate assets - - - - Consolidated total assets Segment liabilities 7 935 34 621 78 487 45 042 Unallocated corporate liabilities - - - - Non-current and current loans and borrowings - - - - Taxation and deferred taxation - - - - Consolidated total liabilities Additions to biological assets - - - 45 725 Capital expenditure - - 4 634 14 321 Depreciation and amortisation (413) (514) (4 336) (3 286) Impairment of tangible assets - - - - Elimination Consolidated 12 months 18 months 12 months 18 months 2009 2008 2009 2008 R`000 R`000 R`000 R`00
(Reviewed) (Audited) Revenue External sales - - 1 095 290 1 520 043 Inter-segment sales (487 165) (541 811) - - Total revenue (487 165) (541 811) 1 095 290 1 520 043 Result Fair value adjustment biological assets - - (244 698) 607 308 Trading - - 183 772 287 532 Segment result - - (60 926) 894 840 Unallocated expenses (66 940) (58 104) Profit from operations (127 866) 836 736 Net finance costs (184 761) (98 641) Income tax expense 80 707 (199 345) Profit for the year (231 920) 538 750 Segment assets - - 2 425 458 2 744 179 Unallocated corporate assets - - 835 378 915 038 Consolidated total assets 3 260 836 3 659 217 Segment liabilities - - 144 756 271 783 Unallocated corporate liabilities - - 155 336 35 008 Non-current and current loans and borrowings - - 1 190 740 1 192 654 Taxation and deferred taxation - - 420 398 504 104 Consolidated total liabilities 1 911 230 2 003 549 Additions to biological assets - - - 45 725 Capital expenditure - - 130 604 37 089 Depreciation and amortisation 6 165 - (19 389) (26 207) Impairment of tangible assets - - (43 390) - Business segments The segmented trading results is reported as the operating profits by divisions before depreciation, tax and interest and excluding fair value adjustments. The Company and its subsidiaries (collectively, "the Group") is organised into four major operating divisions - Sawn Timber Products, Plywood, Warehousing and Forestry. The divisions are the basis on which the Group reports its primary segment information. The Sawn Timber Products segment produces and sells a broad range of structural and industrial sawn timber products. The Plywood division manufactures and sells plywood products. The Warehousing division buys and sells timber related products on a wholesale basis. The Forestry division owns plantations on which it grows pine and eucalyptus trees that are felled on a rotational basis and then sold. Geographical segments The Group regards its business as a single geographical segment. Segment assets and liabilities Segment assets include all operating assets used by a segment and consist principally of operating cash, receivables, inventories and property, plant and equipment, net of allowances and provisions for impairment. While most such assets can be directly attributed to individual segments, the carrying amount of certain assets used jointly by two or more segments is allocated to the segments on a reasonable basis. Segment liabilities include all operating liabilities and consist principally of accounts payable, wages and accrued liabilities. Segment assets and liabilities do not include deferred income taxes and taxes currently payable. Inter-segment transfers Segment revenue, segment expenses and segment results include transfers between business segments. Such transfers are accounted for at competitive market prices charged to unaffiliated customers for similar goods. Those transfers are eliminated on consolidation. There were no changes in segment accounting policy. NOTES TO THE CONDENSED CONSOLIDATED PROVISIONAL FINANCIAL STATEMENTS The Group is domiciled and incorporated in The Republic of South Africa. The condensed consolidated provisional Group financial results for the year ended 30 June 2009 comprise the Company and its subsidiaries. The condensed consolidated provisional financial results were authorised for issue on 29 September 2009. Based on KPMG`s review, nothing has come to their attention that causes them to believe that the condensed consolidated provisional financial statements are not prepared, in all material respects, in accordance with International Financial Reporting Standards, which include IAS 34, Interim Financial Reporting, and in a manner required by the Companies Act of South Africa. KPMG Inc.`s unmodified auditor`s review report is available for inspection at the company`s registered office. (a) Basis of preparation The provisional financial results of York Timber Holdings Limited and its subsidiaries for the year ended 30 June 2009 constitute a summary, prepared in terms of International Accounting Standard ("IAS") 34, of the Group`s financial statements. They have been prepared in accordance with International Financial Reporting Standards ("IFRS") and the South African Companies Act 1973, as amended. (b) Basis of measurement The financial statements have been prepared on the historical cost basis except for the following: ' financial instruments held for trading and financial instruments classified as available for sale are measured at fair value; ' liabilities relating to the share based payment reserve is measured at fair value; ' investment property is measured at fair value; and ' biological assets are measured at fair value less estimated point of sale costs. (c) Functional and presentation currency The financial statements are presented in Rand, which is the Group`s functional currency. All financial information presented in Rand has been rounded to the nearest thousand. (d) Use of estimates and judgements The preparation of financial statements in conformity with IFRS requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates. These judgements and estimates are reviewed annually by management. Revisions to accounting estimates are recognised in the period in which the estimate is revised and in any future periods affected. Judgements and estimates that have a significant effect on the financial statements are: ' Biological assets; ' Contingencies; ' Goodwill; ' Investment property; ' Measurements of share based payments; ' Other financial assets; ' Provisions; ' Special purpose entities; and ' Trade and other receivables. (e) Basic and headline earnings per share Basic earnings per share is calculated by dividing the (loss)/profit attributable to ordinary shareholders of (R231.92) million (2008: R538.75 million) by the weighted average number of ordinary shares of 78.37 million (2008: 52.93 million). Headline earnings per share is calculated by dividing the (loss)/profit attributable to ordinary shareholders after adjustment of items not part of headline earnings of (R199.35) million (2008: R539.28 million) by the weighted average number of shares of 78.37 million (2008: 52.93 million). (f) Diluted earnings per ordinary share The calculation of diluted earnings per share is based on the profit attributable to ordinary shareholders of (R231.92) million (2008: R543.37 million) and a weighted average number of ordinary shares of 78.37 million (2008: 55.41 million). There were no instruments in the current year that had a dilutive effect. (g) Dividends Dividends on preference shares amounting to R8.19 million were accrued in 2009 (2008: R4.61 million). The preference shares issued are classified as a liability in accordance with the classification requirements of IAS 32. Accordingly, the preference dividends are included in finance expense. (h) Net asset value per share Net asset value per share is calculated by dividing the net asset value as at 30 June 2009 of R1.35 billion (2008: R1.66 billion) by 78.37 million ordinary shares in issue as at the end of the period (2008: 78.37 million). (i) Significant accounting policies The accounting policies applied by the Group in these condensed consolidated provisional financial results are the same as those applied by the Group in the most recent annual financial statements as at and for the year ended 30 June 2008. (j) Special purpose entities The Group has established Special Purpose Entities ("SPE") in establishing its Broad Based Black Economic Empowerment ("BEE") structures. A SPE is consolidated if, based on an evaluation of the substance of its relationship with the Group and the SPE`s risks and rewards, the Group controls the SPE. The SPE controlled by the Group were established on the terms that impose strict limitation on the decision-making powers of the SPE`s management resulting in the Group retaining the residual risks and rewards related to the SPE. During the previous financial reporting period the SPE and Trusts were not consolidated as it was the view of the Group that the Group did not control these SPE and Trusts. During the current financial reporting period certain SPE and trusts have been consolidated. The effect on this consolidation is not material to the prior year financial statements and therefore no adjustments to prior year financial statements were made. The remaining SPE and trust structures will be amended to correctly reflect the economic substance of their original intention. (k) Restructuring of operations Certain sawmills were still operational at 30 June 2009 and the prospective closure of these operations will occur in the 2010 financial year. Information regarding these sawmilling operations as disclosed below excludes any inter-group transactions: 2009 2008 R`000 R`000
Income statement summary Revenue 97 170 122 711 Gross profit 11 782 26 263 Net (loss)/profit (45 968) 10 387 Balance sheet summary Total assets 20 830 51 364 Total liabilities 56 411 40 977 Commentary Background York has had an extremely challenging year characterised by softening demand for its products and lower prices which have resulted in a loss for the year. The Board has proactively managed the current economic environment by engaging new management and entering into and concluding negotiations with the institutions ("the Lenders") that provided finance to York for the acquisition of Global Forest Products ("GFP"). Management remains committed to the continued improvement of operating efficiencies and product mix in order for the Group to remain cost competitive in tough economic conditions. The Group has placed renewed focus on its supply chain management to enhance service delivery to its customers, which includes the expansion of all its warehousing facilities and improving and broadening its product offering, thereby entrenching its position as the largest softwood supplier in Southern Africa. York`s plantation asset The volume of logs from York`s plantations has been confirmed through a comprehensive enumeration process. The decline in log prices negatively impacted on this value. Despite this, the underlying value of York`s biological asset remains intact and is one of the most pristine long-term rotation plantation assets in the southern hemisphere. York continues to maintain its sought after Forest Stewardship Council certified plantations through the Group`s tree breeding facilities in its own nursery, modern forestry management practices and sustainable long-term harvesting regime. These measures all contribute to the continued improvement and ensure the sustainability of the plantation asset. During the period under review the Forestry division`s management team has been strengthened and controls throughout all operations have been improved. An extensive fire protection plan has been implemented which includes dedicated aerial attack response using helicopters, increase on-site water carriers, stringent fire protection measures such as fire breaks, a community education program "Mlilo" to increase awareness and an integrated industry-wide rapid response to enforce the regulations as stipulated in the Forest and Veld Fire Act. In addition, the Group has taken out extensive fire insurance against fire damage. Market conditions York has not escaped the consequences of the severe downturn in the worldwide economy. In particular, the building sector of South Africa has seen a slow-down over the past year. As this is York`s primary market, the Group has experienced a decline in demand for its products. Downward price pressure was also experienced due to excess capacity in the sawmilling industry, a situation which has been exacerbated by the temporary oversupply of lumber due to the salvage operations subsequent to the fires in 2007 and 2008. The South African sawmilling industry has seen the closure of several sawmills over the past few months and in June 2009 York also embarked on a restructuring process to align its processing capacity with the current lower market demand. After a consultation process , the Group since closed three of its technologically outdated and less inefficient sawmills. York also embarked on a cost saving exercise during the latter part of 2008. As a result of the mill closures , the Group needed to align its overhead cost structures with the reduced processing capacity. The project has resulted in a strengthened and focused management team. During June 2009 all divisions within York were restructured and costs throughout the Group were further reduced. The financial benefit of the restructuring and cost cutting exercise will only be realised in the 2010 financial year, even though the restructuring costs and impairment costs have been included in the financial year ended June 2009. Financial review During the period under review the following material items have affected the results: - The downward adjustment to the fair value of biological assets of R245 million is predominantly attributable to a decline in log prices in the Mpumalanga region. The biological asset value remains higher than at acquisition. - Other Operating Income includes an insurance claim settlement received by the Group as a result of fire damage to its Driekop sawmill consisting of R54 million for loss of income and R111 million for capital expenditure incurred in rebuilding it. - As part of the debt funding raised for the acquisition of GFP, York entered into an interest rate swap transaction with a nominal value of R1.15 billion to hedge itself against the risk of interest rate increases. In terms of IFRS the swap is fair valued at year end at a liability of R35.3 million (2008: R78.8 million asset). In line with the Group`s strategy, hedge accounting was adopted in the financial year under review. - As a consequence of the reorganisation of the Group, restructuring costs of R18.7 million and impairment costs of R43.3 million have been recorded. - The Group continues to experience the effects of the fires in the form of additional harvesting and re-planting costs. - The tax credit consists mainly of deferred tax on the biological asset. Working capital Net working capital reduced from R156 million to R119 million mainly due to a decrease in accounts receivable resulting from reduced sales volumes. As a consequence of the closure of certain sawmills , production has been reduced in line with market demand, which should see inventory levels decline. Working capital management remains a focus for management. Dividends Taking into consideration the debt facilities extended by York`s bankers and other growth plans , only preference dividends were declared during the period under review as in the previous year. Rights offer A major constraint in York has been the excessive level of gearing and associated interest burden on the business. This , combined with lower operating results , has contributed to the loss incurred by the Group in the current financial year. The Board has resolved to proceed with a rights offer of at least R500 million to strengthen the equity base of the Company. The implementation process includes the need to pass a resolution at a general meeting of York to be convened to increase the authorised share capital of the Company, which has the support of the necessary majority of shareholders. Further details will be released in due course. The equity capital raising , which is expected to be completed by December 2009, will result in reduced gearing levels placing the Group on a stable footing to enable it to capitalise on future growth opportunities. Revised debt terms When the Board became aware that York may in subsequent periods breach certain of the covenants in its debt package, the Lenders were approached prior to any covenant breach to commence an evaluation of the situation and to determine a sustainable debt and capital structure for York. This resulted in a successful re-negotiation of the terms of the debt package. A portion of the proceeds of the rights offer will be used to reduce debt. These revised terms place York on a much sounder footing and will enable it to proactively position it well for future growth in the timber market in South Africa. Goodwill The Goodwill which arose as a result of the acquisition of GFP remains intact. Future economic benefit is expected to flow to the Group as York`s sustainable forestry management and skilled harvesting and silviculture plans will see a significant increase in the value of the plantations. As a result, the value of the asset to which the Goodwill relates still supports the current balance. Going concern The Board has reviewed the Group`s cash flow forecast after taking all of the above into account and is satisfied that the Group has, or has access to, adequate resources to continue operating for the foreseeable future. As a result, the Board is of the opinion that the going concern assumption is appropriate and that the Group will be a going concern in the foreseeable future. Accordingly, the consolidated financial statements have been prepared on the basis of accounting policies applicable to a going concern. This basis presumes that funds will be available to finance future operations and that the realisation of assets and settlement of liabilities , contingent obligations and commitments will occur in the ordinary course of business. Outlook Cost reductions across the Group and the restructuring of all operations were a necessary response to the current economic challenges being experienced. These actions position York to reap the benefits once the economy recovers. The Group remains largely self-sufficient in terms of logs supplied by its own timber plantations and owns four modern, well-managed sawmills and a plywood plant. The Group also plans to increase its ownership of forestry resources , should these opportunities present themselves. Management`s objective is to maximise the Group`s profitability through optimisation of its processing plants , raw material utilisation and through exploitation of its leading position in the softwood market. Management will also continue to be cost efficient, improving operational productivity and optimising working capital. Management is optimistic that once the balance sheet restructure has been successfully concluded, shareholders should see the value of the Group significantly enhanced as York`s pre-eminent position in the industry is cemented. An investment in York is strongly underpinned by sustainable forestry and processing assets with the current net asset value per share of 1 722 cents and tangible net asset value per share of 939 cents being well in excess of the current traded share price. RENEWAL OF CAUTIONARY ANNOUNCEMENT Shareholders of York are referred to the cautionary announcement dated 28 August 2009 and are advised that the Company intends raising at least R500 million by means of a rights offer. Furthermore, this process may have a material effect on the price of the Company `s shares traded on the JSE. Shareholders are accordingly advised to continue to exercise caution when dealing in York shares until a further detailed announcement is made in due course. Piet van Zyl Duncan Erskine Chief Executive Officer Chief Financial Officer Sabie 30 September 2009 Executive Directors: Piet van Zyl (CEO), Duncan Erskine (CFO), Gay Mokoena (Director Corporate Services) Non-Executive Directors: Jim Myers (Chairman, USA), Andrew Bonamour, Paul Botha , Dick Claunch, Shakeel Meer, Tlhopheho Modise, Grathel Motau, Simon Murray, Pieter Odendaal Company Secretary: Francois Dekker Registered Office: York Corporate Offices , 3 Main Road, Sabie, 1260 Tel 013 764 9200 Fax 013 764 3245 PO Box 1191, Sabie, 1260 www.york.co.za Transfer Secretaries: Computershare Investor Services (Proprietary) Limited 70 Marshall Street, Johannesburg , 2001 PO Box 61051, Marshalltown, 2107 Sponsor Barnard Jacobs Mellet Corporate Finance (Pty) Limited Date: 30/09/2009 17:45:31 Supplied by www.sharenet.co.za Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited (`JSE`). 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