Amica Mature Lifestyles Inc.
TSX : ACC

Amica Mature Lifestyles Inc.

August 13, 2012 08:00 ET

Amica Mature Lifestyles Announces Fourth Quarter and Year End Results for Fiscal 2012 and Quarterly Dividend

VANCOUVER, BRITISH COLUMBIA--(Marketwire - Aug. 13, 2012) - Amica Mature Lifestyles Inc. (TSX:ACC) ("Amica" or the "Company"), a leader in the management, marketing, design, development and ownership of luxury seniors residences, is pleased to announce the Company's operating and financial results for the fiscal year and fourth quarter ended May 31, 2012.

FOURTH QUARTER HIGHLIGHTS

  • Consolidated revenues increased 24% to $21.6 million compared to Q4/11;
  • Diluted AFFO per share increased 57% to $0.07 per share compared to Q4/11;
  • Diluted AFFO Adjusted per share increased 33% to $0.13 compared to Q4/11;
  • Overall occupancy in mature same communities increased to 94.5% at May 31, 2012 from 92.1% at May 31, 2011;
  • Overall occupancy in the Company's communities in lease-up at May 31, 2012 was 66.1% (65% excluding Quinte Gardens) compared to 46.2% at May 31, 2011;
  • Mature same communities MARPAS(1) increased 5.2% for Q4/12 compared to Q4/11;
  • Increased ownership in Amica at Dundas to 50% from 17%, and commenced proportionate consolidation as of March 1, 2012 (prior to March 1, 2012 was a cost-accounted investment);
  • Issued 3,132,300 common shares pursuant to a $28.2 million bought deal equity financing; and
  • Board approved fiscal 2013 first quarter dividend of $0.105 per common share.

Colin Halliwell, Amica's Chief Operating Officer, commented, "We ended fiscal 2012 with overall occupancy of 94.5% in our mature communities, up 2.4% over the end of last fiscal year. In particular, our mature Ontario communities achieved very strong growth in occupancy, ending fiscal 2012 at 92.6%, up from 89.1% last year. Our British Columbia communities ended fiscal 2012 at 97%, compared to 96.1% at May 31, 2011. This is thanks to the creativity and tireless efforts of everyone across our organization. The momentum in occupancy was reflected in the 3.9% year-over-year increase in mature same community MARPAS. Strong MARPAS results and solid expense control contributed to the improved financial performance of many of our communities. We have the team capable, ready and excited to build upon these results in fiscal 2013."

"Fiscal 2012 was a significant year for all of us at Amica," said Samir Manji, Chairman, President & CEO. "In addition to strong improvement in the overall occupancy results in our mature communities, our communities in lease-up ended fiscal 2012 with overall occupancy of 66.1% (including recently acquired Quinte Gardens, or 65% excluding Quinte Gardens), up from 46.2% at May 31, 2011. We broke ground in July 2011 on Amica at Aspen Woods, our inaugural development in Calgary, Alberta, and in January of this year, we completed our first third party acquisition in over a decade, Quinte Gardens in Bellville, Ontario. Fiscal 2012 also represents the first fiscal year we are able to witness the full impact that the previous fiscal year's internal consolidations had on our overall financial results, largely a product of the shift in strategy we embarked on in fiscal 2011. We continued to execute on this strategy by increasing our ownership in Amica at Dundas in March 2012 and Amica at Westboro Park in June 2012. We believe that Amica is in the strongest position in its history. We are focusing significant attention on the execution of our growth strategy: internal growth through increasing our ownership position in our mature Wellness & Vitality™ residences, identifying third party acquisition and development opportunities, commencing construction on our projects in pre-development and continuing to drive occupancy, MARPAS and net operating income."

FINANCIAL HIGHLIGHTS

The following table provides operational highlights for the three months ended May 31, 2012 ("Q4/12") compared to the three months ended May 31, 2011 ("Q4/11") and the year ended May 31, 2012 ("Fiscal 2012") compared with the year ended May 31, 2011 ("Fiscal 2011"):

(Expressed in thousands of Canadian dollars, except per share and share amounts)
Q4/12 Q4/11 Change Fiscal 2012 Fiscal 2011 Change
$ $ $ $ $ $
Consolidated revenues 21,601 17,398 4,203 77,702 59,351 18,351
Net income (loss) and comprehensive income (loss) attributable to:
Amica shareholders (3,784 ) 3,214 (6,998 ) (9,473 ) (3,037 ) (6,436 )
Non-controlling interests (176 ) (466 ) 290 (1,115 ) (1,243 ) 128
(3,960 ) 2,748 (6,708 ) (10,588 ) (4,280 ) (6,308 )
Basic and diluted earnings (loss) per share attributable to
Amica shareholders: (0.14 ) 0.14 (0.28 ) (0.39 ) (0.15 ) (0.24 )
EBITDA(1): 4,577 12,042 (7,465 ) 20,748 25,587 (4,839 )
EBITDA
Adjusted(1): 6,454 4,838 1,616 24,163 16,363 7,800
CFFO(1): 3,389 2,643 746 12,675 9,534 3,141
Basic per share 0.12 0.12 - 0.52 0.48 0.04
Diluted per share 0.12 0.12 - 0.51 0.47 0.04
FFO(1) 2,084 1,328 756 8,313 5,050 3,263
Basic per share 0.08 0.06 0.02 0.34 0.25 0.09
Diluted per share 0.07 0.06 0.01 0.34 0.25 0.09
AFFO(1) 1,830 938 892 7,279 4,210 3,069
Basic per share 0.07 0.04 0.03 0.30 0.21 0.09
Diluted per share 0.07 0.04 0.03 0.30 0.21 0.09
FFO Adjusted(1) 3,905 2,595 1,310 13,883 9,207 4,676
Basic per share 0.14 0.12 0.02 0.57 0.46 0.11
Diluted per share 0.14 0.11 0.03 0.56 0.45 0.11
AFFO Adjusted(1) 3,651 2,205 1,446 12,849 8,367 4,482
Basic per share 0.13 0.10 0.03 0.53 0.42 0.11
Diluted per share 0.13 0.10 0.03 0.52 0.41 0.11
Weighted average number of shares:
Basic 27,773 22,370 24,401 20,022
Diluted 28,127 22,672 24,670 20,236
(1) This is a Non-IFRS Financial Measure used by the Company in evaluating its operating and financial performance. Please refer to the cautionary statements under the heading "NON-IFRS FINANCIAL MEASURES" in this news release. See also "DEFINITION AND RECONCILIATION OF NON-IFRS FINANCIAL MEASURES" section of the Company's management's discussion and analysis for Fiscal 2012 which is available on SEDAR at www.sedar.com for additional information on Non-IFRS Financial Measures including reconciliations thereof to net income/loss and comprehensive income/loss.

Consolidated revenues

Q4/12 consolidated revenues increased by 24% to $21.6 million compared to $17.4 million in Q4/11. Fiscal 2012 consolidated revenues increased by 31% to $77.7 million compared to $59.4 million in Fiscal 2011. The increases in Q4/12 and Fiscal 2012 consolidated revenues are principally attributable to: (i) 50% proportionate consolidation of Amica at Dundas starting in Q4/12; (ii) Q4/11 only including 2 months of Amica at Bayview results; (iii) Fiscal 2011 only including partial year results for four communities where the Company increased its ownership to above 50% during the year and began consolidating their results during Fiscal 2011; (iv) the acquisition of Quinte Gardens in Q3/12; and (v) increase in revenues on a consolidated same community basis, due to improved occupancy and MARPAS.

Net loss and comprehensive loss

For Q4/12 the net loss was $4.0 million compared to $2.7 million net income in Q4/11. This $6.7 million difference is principally attributable to: (i) a $6.4 million increase in the loss from Property Ownership and Corporate Operations including a $7.1 million decrease in gains associated with acquisitions (see "Property Ownership and Corporate Operations" below) and (ii) a $0.4 million decrease in income from Management Operations (see "Management Operations" below).

The Q4/12 net loss attributable to Amica shareholders was $3.8 million compared to $3.2 million net income in Q4/11. This $7.0 million difference is principally as a result of the above items.

For Fiscal 2012 the net loss was $10.6 million compared to a $4.3 million loss in Fiscal 2011. This $6.3 million increase in the net loss is principally attributable to: (i) a $4.4 million increase in the loss from Property Ownership and Corporate Operations including a $9.3 million decrease in gains associated with acquisitions (see "Property Ownership and Corporate Operations" below); (ii) a $2.3 million decrease in tax recoveries; and (iii) were partially offset by a $0.4 million increase in income from Management Operations (see "Management Operations" below).

The Fiscal 2012 net loss attributable to Amica shareholders increased to $9.5 million (Fiscal 2011 - $3.0 million net loss) principally as a result of the above items.

FFO

Q4/12 FFO increased by 57% to $2.1 million ($0.07 per share diluted) compared to $1.3 million in Q4/11 ($0.06 per share diluted). Fiscal 2012 FFO increased by 65% to $8.3 million ($0.34 per share diluted) compared to $5.1 million for Fiscal 2011 ($0.25 per share diluted).

AFFO

Q4/12 AFFO increased by 95% to $1.8 million ($0.07 per share diluted) compared to $0.9 million in Q4/11 ($0.04 per share diluted). Fiscal 2012 AFFO increased by 73% to $7.3 million ($0.30 per share diluted) compared to $4.2 million for Fiscal 2011 ($0.21 per share diluted). Fiscal 2012 maintenance capital expenditures were $1.0 million (Fiscal 2011 - $0.8 million).

FFO and AFFO Adjusted

The Company, in assessing its results, adjusts FFO to exclude:

  1. losses from properties in lease-up as these losses are considered part of the development costs of the properties;
  2. stock-based compensation as it is a non-cash expense; and
  3. utilization of the income support fund.

The following table summarizes the impact of these adjustments to FFO and the impact on AFFO of the adjustments to FFO:

Q4/12 Q4/11 Fiscal 2012 Fiscal 2011
(Expressed in thousands of Canadian dollars) $ $ $ $
FFO as above 2,084 1,328 8,313 5,050
Add back: lease-up losses in FFO 884 1,214 3,906 3,697
Add back: stock-based compensation 83 53 515 460
Add back: income support fund 854 - 1,149 -
FFO Adjusted 3,905 2,595 13,883 9,207
AFFO as above 1,830 938 7,279 4,210
Add back: lease-up losses in FFO 884 1,214 3,906 3,697
Add back: stock-based compensation 83 53 515 460
Add back: income support fund 854 - 1,149 -
AFFO Adjusted 3,651 2,205 12,849 8,367

Property Ownership and Corporate Operations

The following table summarizes the Property Ownership and Corporate Operations segment results for Q4/12 compared to Q4/11 and Fiscal 2012 compared to Fiscal 2011:

Q4/12 Q4/11 Change Fiscal 2012 Fiscal 2011 Change
(Expressed in thousands of Canadian dollars) $ $ $ $ $ $
Revenues:
Retirement communities 19,988 15,831 4,157 71,449 53,053 18,396
Interest and other income 948 805 143 3,511 3,185 326
Distributions from other investments 124 - 124 320 146 174
21,060 16,636 4,424 75,280 56,384 18,896
Expenses and other items:
Retirement communities 12,961 10,607 2,354 45,997 35,075 10,922
General and administrative 697 731 (34 ) 2,779 2,767 12
Fees to management operations segment 1,219 997 222 4,413 3,354 1,059
Interest and other income credited to investments(1) 50 - 50 65 - 65
Depreciation 4,937 5,825 (888 ) 16,825 19,485 (2,660 )
Finance costs 3,596 2,449 1,147 11,446 8,995 2,451
Share of losses from associates 1,069 1,800 (731 ) 5,829 6,684 (855 )
(Gain) loss on sale of development property 19 - 19 (347 ) - (347 )
Gain on repayment of mortgage - - - - (670 ) 670
Gains on acquisitions (296 ) (7,380 ) 7,084 (296 ) (9,553 ) 9,257
Impairment loss 1,574 - 1,574 1,574 - 1,574
Transaction costs on business combination - - - 1,168 - 1,168
25,826 15,029 10,797 89,453 66,137 23,316
Earnings (loss) before income tax (4,766 ) 1,607 (6,373 ) (14,173 ) (9,753 ) (4,420 )
(1) These items are recorded as a reduction in the Company's investment in associates rather than as revenue in the Company's consolidated financial statements.

The loss from the Property Ownership and Corporate Operations segment was $4.8 million in Q4/12 compared to net income of $1.6 million in Q4/11. The loss from the Property Ownership and Corporate Operations segment increased to $14.2 million in Fiscal 2012, compared to a loss of $9.8 million for Fiscal 2011. The principal factor affecting the results was the decrease in gains associated with acquisitions.

Management Operations

Earnings from Management Operations in Q4/12 decreased by $0.4 million to $0.1 million (Q4/11 - $0.5 million) and in Fiscal 2012 increased by $0.4 million to $1.4 million (Fiscal 2011 - $1.0 million), summarized as follows:

Q4/12 Q4/11 Change Fiscal 2012 Fiscal 2011 Change
(Expressed in thousands of Canadian dollars) $ $ $ $ $ $
Revenues:
Management fees from 100% owned communities(1) 689 574 115 2,500 2,258 242
Management fees from less than 100% owned properties(1) 1,136 985 151 4,304 3,749 555
Design and marketing fees 134 200 (66 ) 588 314 274
1,959 1,759 200 7,392 6,321 1,071
Expenses:
General and administrative 1,675 1,222 453 5,321 5,146 175
Depreciation 58 36 22 201 200 1
Design and marketing fees credited to investments(2) 134 - 134 492 - 492
1,867 1,258 609 6,014 5,346 668
Earnings before income tax 92 501 (409 ) 1,378 975 403
(1) Includes management fees received from the Property Ownership and Corporate Operations segment that are eliminated upon consolidation.
(2) These fees are recorded as a reduction in the Company's investment in associates rather than as revenue in the Company's consolidated financial statements.

COMMUNITY UPDATE

Amica's seven communities in lease-up (Amica at Westboro Park, Amica at Thornhill, Amica at London, Amica at Whitby, Amica at Bayview Gardens - Rentals, Amica at Windsor and Quinte Gardens) continued to make steady progress during the fourth quarter of Fiscal 2012. Overall occupancy in the Company's communities in lease-up at May 31, 2012 was 66.1% (65% excluding Quinte Gardens) compared to 46.2% at May 31, 2011. Overall occupancy in the Company's communities in lease-up at August 6, 2012 was 65.9% (65.2% excluding Quinte Gardens), which is anticipated to increase to 70.3% (70.2% excluding Quinte Gardens) following an additional 50 (45 excluding Quinte Gardens) net pending move-ins. Net pending move-ins reflects suites that have been reserved with a deposit made for the reservation, less suites for which notice of termination has been received. The Company expects to continue to achieve further quarter over quarter growth in overall occupancy in its communities in lease-up. This is a product of the effective execution of the Company's business plan combined with the strength of the Amica brand in key markets Amica operates in.

The following four communities will become mature communities during Fiscal 2013 and will be incorporated into the Company's mature same community MARPAS and occupancy statistics as noted below with the comparative periods adjusted to also include these communities:

  • Amica at Westboro Park, effective October 2012
  • Amica at Thornhill, effective December 2012
  • Quinte Gardens, effective January 2013
  • Amica at London, effective April 2013

Subsequent to year end, on June 1, 2012, the Company completed the acquisition of an additional 73.5% in Amica at Westboro Park, increasing the Company's ownership position to 87.5% from 14%. As a result of the increase in the Company's ownership position, the method of accounting for the Company's investment in Amica at Westboro Park changed from cost accounting to consolidation as of June 1, 2012. The Company's consolidated interim financial statements for the three months ended August 31, 2012 will include the assets and liabilities of Amica at Westboro Park and the operating results and cash flows of Amica at Westboro Park from June 1, 2012 to August 31, 2012.

On June 22, 2012, the Company through equity fundings of $4.3 million increased its ownership in Amica at Oakville to 44.79%.

The construction of the Company's Amica at Aspen Woods project is estimated to be complete in the summer of 2013. The Company expects to commence site mobilization in the fall of 2012 on Amica at Oakville and continues to advance the design and planning for the Amica at Dundas and Amica at Swan Lake expansion projects.

FINANCIAL POSITION

The Company's consolidated cash and cash equivalents balance as at May 31, 2012 was $31.3 million.

As at May 31, 2012, the balance drawn on the Company's demand operating loan is $nil.

During Q4/12, the Company sold 3,132,300 common shares on a bought deal basis at $9.00 per common share for gross proceeds of approximately $28.2 million.

FIRST QUARTER DIVIDEND

The Company's Board of Directors has approved a quarterly dividend of $0.105 per common share on all issued and outstanding common shares which will be payable on September 14, 2012, to shareholders of record on August 31, 2012.

RESULTS CONFERENCE CALL

Amica has scheduled a conference call to discuss the results on Monday, August 13, 2012 at 10:00 am Pacific Time (1:00 pm Eastern Time). To access the call, dial (647) 438-4398 (Local/International access) or 1-866-971-7629 (North American toll-free access). A slide presentation to accompany management's comments during the conference call will be available. To view the slides, access Amica's website at www.amica.ca and click on "Investor Relations" - "Webcasts". Please log on at least 15 minutes before the call commences.

The Company's audited financial statements for the year ended May 31, 2012 and the management's discussion and analysis are available on SEDAR at www.sedar.com and available on the Company's website at www.amica.ca.

CONSOLIDATED STATEMENT OF FINANCIAL POSITION HIGHLIGHTS
May 31, 2012 May 31, 2011 June 1, 2010
(Expressed in thousands of Canadian dollars) $ $ $
ASSETS
Current
Cash and cash equivalents 31,277 10,195 8,212
Other 5,700 6,252 7,921
36,977 16,447 16,133
Non-current
Loans receivable 34,845 23,071 23,929
Investments in co-tenancies 10,932 16,107 23,308
Property, plant & equipment 384,906 318,889 180,118
Other 950 804 770
431,633 358,871 228,125
Total assets 468,610 375,318 244,258
LIABILITIES
Current
Mortgages payable 85,612 35,764 10,512
Other 14,574 12,170 6,745
100,186 47,934 17,257
Non-current
Mortgages payable 168,145 165,510 93,202
Deferred income taxes 11,839 14,847 16,174
Obligation to investments in associates 3,836 2,393 809
Other 353 678 -
184,173 183,428 110,185
Total liabilities 284,359 231,362 127,442
EQUITY
Equity attributable to owners of the company 173,169 131,407 115,143
Non-controlling interests 11,082 12,549 1,673
Total equity 184,251 143,956 116,816
Total liabilities and equity 468,610 375,318 244,258
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME (LOSS) HIGHLIGHTS
For the year ended May 31,
2012 2011
(Expressed in thousands of Canadian dollars, except per share amounts) $ $
Revenues:
Retirement communities 71,449 53,053
Other 6,253 6,298
77,702 59,351
Expenses and other items:
Retirement communities 45,997 35,075
General and administrative 8,100 7,913
Depreciation 17,026 19,685
Finance costs 11,446 8,995
Share of losses from associates 5,829 6,684
Gain on disposal of development property (347 ) -
Gain on repayment of mortgage - (670 )
Gains on acquisitions (296 ) (9,553 )
Impairment loss on other investments 1,574 -
Transaction costs on business combination 1,168 -
90,497 68,129
Loss before income tax (12,795 ) (8,778 )
Income tax recovery 2,207 4,498
Net loss and comprehensive loss (10,588 ) (4,280 )
Net loss and comprehensive loss attributable to:
Owners of the Company (9,473 ) (3,037 )
Non-controlling interests (1,115 ) (1,243 )
(10,588 ) (4,280 )
Basic and diluted loss per share (0.39 ) (0.15 )

ABOUT AMICA MATURE LIFESTYLES INC.

Amica Mature Lifestyles Inc., a Vancouver based public company, is a leader in the management, marketing, design, development and ownership of luxury seniors residences. There are 23 Amica Wellness & Vitality™ Residences in operation in Ontario and British Columbia, Canada, including one that the Company is transitioning to rebrand. Additionally, Amica has one residence under construction in Calgary, Alberta and one in pre-development in Oakville, Ontario. Amica has two existing operational residences that have expansions that are in pre-development. The common shares of Amica are traded on the Toronto Stock Exchange under the symbol "ACC". For more information, visit www.amica.ca.

Forward-Looking Information

This news release contains "forward-looking information" within the meaning of applicable securities laws ("forward-looking statements").

These forward-looking statements are made as of the date of this news release and the Company does not intend, and does not assume any obligation, to update these forward-looking statements, except as otherwise required by law. Users of forward-looking statements are cautioned that actual results may vary from forward-looking statements contained herein. Forward-looking statements include, but are not limited to, statements regarding future occupancy rates; anticipated future revenues and financial results; future MARPAS growth; completing construction of Amica at Aspen Woods in the summer of 2013; commencing site mobilization in the fall of 2012 on Amica at Oakville; the advancement of the Amica at Dundas and Amica at Swan Lake expansion projects; dividends and other similar statements concerning anticipated future events, conditions or results that are not historical facts. In certain cases, forward-looking statements can be identified by the use of words such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or statements that certain actions, events or results "may", "could", "would", "might" or "will be taken", "occur" or "be achieved". While the Company has based these forward-looking statements on its expectations about future events as at the date that such statements were prepared, the statements are not a guarantee of the Company's future performance and are subject to risks, uncertainties, assumptions and other factors which could cause actual results to differ materially from future results expressed or implied by such forward-looking statements.

Such factors and assumptions include, amongst others, the effects of general economic and market conditions; actions by government authorities, including the granting of zoning and other approvals and permits; uncertainties associated with potential legal proceedings and negotiations, including negotiations with respect to construction financing and debt refinancing; and misjudgements in the course of preparing forward-looking statements. In addition, there are known and unknown risk factors which could cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Known risk factors include, among others, risks related to dependence on the ability of Amica's co-tenancy participants to meet their obligations; interest rate volatility in the marketplace; job actions including strikes and labour stoppages; possible liability under environmental laws and regulations, relating to removal or remediation of hazardous or toxic substances on properties owned or operated by Amica; risks associated with new developments, including cost overruns and start-up losses; the ability of seniors to pay for Amica's services; regulatory changes; risks inherent in the ownership of real property; operational risks inherent in owning and operating residences; the risks associated with global events such as infectious diseases, extreme weather conditions and natural disasters; the availability of capital to finance growth or refinance debt as it comes due; Amica's ability to attract seniors with its services and keep pace with changing consumer preferences, as well as those factors discussed in the "Risks and Uncertainties" section of the Company's Management's Discussion and Analysis for the year ended May 31, 2012, and in the "Risk Factors" section of the Company's Annual Information Form dated August 10, 2012, filed with the Canadian Securities Administrators and available at www.sedar.com. Although the Company has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. There can be no assurance that forward-looking statements, or the material factors or assumptions used to develop such forward looking statements, will prove to be accurate. Accordingly, readers should not place undue reliance on forward- looking statements.

NON-IFRS FINANCIAL MEASURES

This news release makes reference to the following terms: "Cash Flow From Operations (CFFO)", "EBITDA", "EBITDA Adjusted", "Funds From Operations (FFO)", "Funds From Operations Adjusted (FFO Adjusted)", "Adjusted Funds From Operations (AFFO)", "Adjusted Funds From Operations Adjusted (AFFO Adjusted)" and "MARPAS" (collectively the "Non-IFRS Financial Measures"). These Non-IFRS Financial Measures are not recognized under IFRS and do not have standardized meanings prescribed by IFRS. The Company considers these Non-IFRS Financial Measures relevant in evaluating the operating and financial performance of the Company, along with IFRS measures such as net earnings (loss) and comprehensive income (loss), basic and diluted income (loss) per share and cash provided by (used in) operations. Definitions and detailed descriptions of these terms are contained in Amica's Management Discussion and Analysis for the year ended May 31, 2012.

  1. Mature Same Communities: Effective June 1, 2011, mature same communities was defined by the Company to be mature communities that are classified as income-producing properties for thirteen months after the earlier of reaching 90% occupancy or 36 months of operation. Prior to June 1, 2011, mature same communities was defined by the Company to be mature communities that are classified as income-producing properties for thirteen months after the earlier of reaching 95% occupancy or 24 months of operation. The Company changed the definition to reflect the longer lease-up period for new communities that has been experienced with developments completed in late 2008 and 2009.

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