GreenSky, Inc. Reports Strong Q3 Net Income and Adjusted EBITDA
GreenSky, Inc. (NASDAQ: GSKY) reported strong Q3 2021 financial results, with a net income of $39.8 million and diluted EPS of $0.19. Adjusted EBITDA reached a record $58.3 million, representing a 51% increase year-over-year. The company announced a pending acquisition by Goldman Sachs valued at approximately $2.24 billion, expected to close by Q1 2022. Despite challenges in the home improvement sector, transaction volume rose to $1.5 billion, and credit performance remained stable with a delinquency rate of just 0.73%. Liquidity at September 30, 2021, stood at $342 million.
- Net income increased to $39.8 million, up from $2.8 million year-over-year.
- Diluted EPS rose to $0.19 compared to $0.01 in Q3 2020.
- Record Adjusted EBITDA of $58.3 million, a 51% increase from $38.7 million in Q3 2020.
- Transaction volume increased by 4% to $1.5 billion compared to Q3 2020.
- Liquidity of $342 million at September 30, 2021, including $242 million in cash.
- Transaction fee revenue decreased to $98.6 million, impacted by lower transaction fee rates.
- Suspension of financial guidance following the announcement of the merger.
Net Income of
Adjusted EBITDA of
“I am thrilled to report that GreenSky posted another strong quarter of outstanding profitability metrics which underscores our continued generation of attractive operating results,” said
With the pending merger transaction expected to close in Q4 2021 or in Q1 2022, GreenSky will not be hosting an earnings conference call and is suspending financial guidance going forward.
Third Quarter Financial Highlights:
-
Transaction Volume: Third quarter transaction volume was
, an increase of$1.5 billion 4% when compared to the third quarter of 2020. Home improvement approved credit lines were and represented an all-time third quarter record.$2.6 billion
-
Transaction
Fee Rate and APR at Origination: For the third quarter the average transaction fee rate was6.40% , versus6.63% for the second quarter of 2021, while the third quarter APR at origination was13.6% , compared to13.5% for the second quarter of 2021 as product mix continued to move toward higher APR plans.
-
Revenue: Third quarter total revenue was
.$128.1 million -
Transaction fee revenue was
, a decrease from the third quarter of 2020 as the growth in transaction volume was offset by the reduction in transaction fee rate.$98.6 million -
Total servicing revenue was
in the third quarter with servicing fee revenue flat year-over-year.$26.1 million
-
Transaction fee revenue was
-
Cost of Revenue: Total cost of revenue decreased
, or$58.9 million 63% , compared to the third quarter of 2020. The reduction includes a13% improvement in operational costs due to improved efficiency, a46% improvement on our bank waterfall costs due to strong credit performance and a92% improvement in our loan sale cost of funds.
-
Credit Quality: Credit performance was stable, with thirty-day plus delinquencies of
0.73% atSeptember 30, 2021 , an improvement of 26 basis points versus0.99% at year-endDecember 31, 2020 .
-
Net Income and Diluted Earnings per Share: For the third quarter of 2021, the Company recognized net income of
compared to net income of$39.8 million for the same period of 2020, resulting in diluted earnings per share of$2.8 million , compared to diluted earnings per share of$0.19 in the third quarter of 2020.$0.01
-
Adjusted Pro Forma Net Income and Adjusted Earnings per Share(1): For the third quarter of 2021, the Company recognized adjusted pro forma net income of
, compared to$37.6 million for the third quarter of 2020, which resulted in adjusted pro forma diluted earnings per share of$3.9 million , compared to$0.21 for the third quarter of 2020.$0.03
-
Adjusted EBITDA(1): Third quarter Adjusted EBITDA was a company record
, an increase of$58.3 million 51% from in the third quarter of 2020. Adjusted EBITDA margin improved to$38.7 million 45% in the third quarter of 2021, up from27% in the third quarter of 2020. The Company’s 2021 year-to-date Adjusted EBITDA margin is40% .
(1) Adjusted Pro Forma Net Income, Adjusted Pro Forma Diluted Earnings per Share, Adjusted EBITDA and Adjusted EBITDA Margin are non-GAAP measures. Refer to “Non-GAAP Financial Measures” for important additional information.
-
Cash Flows: Net cash flows provided (used) by operating activities for the nine months ended
September 30, 2021 and 2020 were and ($301 million ), respectively.$430 million
Business Updates:
-
Merger Agreement: GreenSky entered into a definitive agreement pursuant to which Goldman Sachs will acquire GreenSky in an all-stock transaction valued at approximately
at the time of announcement. The transaction, which is anticipated to close in the fourth quarter of 2021 or first quarter of 2022, is subject to approval by GreenSky stockholders, the receipt of required regulatory approvals, and satisfaction of other customary closing conditions.$2.24 billion
-
Funding: During the third quarter, GreenSky completed
in forward flow and other asset sales.$469 million
-
Liquidity: At
September 30, 2021 , the Company had of available corporate liquidity, consisting of unrestricted cash of$342 million and$242 million undrawn and available under a revolving credit facility.$100 million
About
Forward-Looking Statements
This press release contains forward-looking statements that reflect the Company's current views with respect to, among other things, the proposed acquisition of GreenSky by Goldman Sachs and the anticipated timing, results and benefits thereof; its operations; and its operating and financial performance. You generally can identify these statements by the use of words such as “outlook,” “potential,” “continue,” “may,” “seek,” “approximately,” “predict,” “believe,” “expect,” “plan,” “intend,” “estimate” or “anticipate” and similar expressions or the negative versions of these words or comparable words, as well as future or conditional verbs such as “will,” “should,” “would,” “likely” and “could.” These statements are subject to certain risks and uncertainties that could cause actual results to differ materially from those included in the forward-looking statements. These risks and uncertainties include, without limitation, risks and uncertainties associated with Goldman Sachs’s and GreenSky’s ability to complete the proposed acquisition on the proposed terms or on the anticipated timeline, or at all, including: risks and uncertainties related to securing the necessary regulatory and stockholder approvals and satisfaction of other closing conditions to consummate the proposed acquisition; the occurrence of any event, change or other circumstance that could give rise to the termination of the merger agreement relating to the proposed acquisition; risks related to diverting the attention of Goldman Sachs and/or GreenSky management from ongoing business operations; failure to realize the expected benefits of the proposed acquisition; significant transaction costs and/or unknown or inestimable liabilities; the risk of litigation in connection with the proposed acquisition, including resulting expense or delay; the risk that GreenSky’s business will not be integrated successfully or that such integration may be more difficult, time-consuming or costly than expected; risks related to future opportunities and plans for the GreenSky business, including the uncertainty of financial performance and results of Goldman Sachs following completion of the proposed acquisition; disruption from the proposed acquisition, making it more difficult to conduct business as usual or for GreenSky to maintain relationships with bank partners, other funding sources or purchasers of receivables related to, or economic participations in, loans originated by GreenSky’s bank partners, merchants, sponsors of merchants, consumers, suppliers, distributors, partners, employees, regulators or other third parties; effects relating to the announcement of the proposed acquisition or any further announcements or the consummation of the proposed acquisition on the market price of Goldman Sachs common stock or GreenSky common stock; the possibility that, if Goldman Sachs does not achieve the perceived benefits of the proposed acquisition as rapidly or to the extent anticipated by financial analysts or investors or at all, the market price of Goldman Sachs common stock could decline; the definitive documentation in respect of the backstop participation purchase facility is subject to negotiation between the parties; regulatory initiatives and changes in tax laws; market volatility and changes in economic conditions; and other risks and uncertainties affecting Goldman Sachs and GreenSky, including those described from time to time under the caption “Risk Factors” and elsewhere in Goldman Sachs’s and GreenSky’s
Non-GAAP Financial Measures
This press release presents information about the Company’s Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted Pro Forma Net Income and Adjusted Pro Forma Diluted Earnings Per Share, which are non-GAAP financial measures provided as supplements to the results provided in accordance with accounting principles generally accepted in
We are presenting these non-GAAP measures to assist investors in evaluating our financial performance and because we believe that these measures provide an additional tool for investors to use in comparing our core financial performance over multiple periods with other companies in our industry.
These non-GAAP measures are presented for supplemental informational purposes only. These non-GAAP measures have limitations as analytical tools and should not be considered in isolation from, or as a substitute for, the analysis of other GAAP financial measures, such as net income. The non-GAAP measures GreenSky uses may differ from the non-GAAP measures used by other companies. A reconciliation of these non-GAAP financial measures to the most directly comparable GAAP financial measure is provided below for each of the fiscal periods indicated.
(tables follow)
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Dollars in thousands, except share data) |
|||||||
|
|
|
|
||||
Assets |
|
|
|
||||
Cash and cash equivalents |
$ |
241,970 |
|
|
$ |
147,775 |
|
Restricted cash |
264,387 |
|
|
319,879 |
|
||
Loan receivables held for sale, net |
327,045 |
|
|
571,415 |
|
||
Accounts receivable, net of allowance of |
17,629 |
|
|
21,958 |
|
||
Property, equipment and software, net |
22,630 |
|
|
21,452 |
|
||
Deferred tax assets, net |
407,239 |
|
|
387,951 |
|
||
Other assets |
124,120 |
|
|
52,643 |
|
||
Total assets |
$ |
1,405,020 |
|
|
$ |
1,523,073 |
|
|
|
|
|
||||
Liabilities and Equity (Deficit) |
|
|
|
||||
Liabilities |
|
|
|
||||
Accounts payable |
$ |
10,797 |
|
|
$ |
15,418 |
|
Accrued compensation and benefits |
16,624 |
|
|
13,666 |
|
||
Other accrued expenses |
15,880 |
|
|
5,207 |
|
||
Finance charge reversal liability |
139,307 |
|
|
185,134 |
|
||
Term loan |
451,190 |
|
|
452,806 |
|
||
Warehouse facility |
278,278 |
|
|
502,830 |
|
||
Tax receivable agreement liability |
332,299 |
|
|
310,425 |
|
||
Financial guarantee liability |
114,472 |
|
|
131,894 |
|
||
Other liabilities |
120,695 |
|
|
81,169 |
|
||
Total liabilities |
1,479,542 |
|
|
1,698,549 |
|
||
|
|
|
|
||||
Commitments, Contingencies and Guarantees |
|
|
|
||||
|
|
|
|
||||
Equity (Deficit) |
|
|
|
||||
Class A common stock, |
1,056 |
|
|
912 |
|
||
Class B common stock, |
95 |
|
|
107 |
|
||
Additional paid-in capital |
115,234 |
|
|
110,938 |
|
||
Retained earnings |
68,192 |
|
|
33,751 |
|
||
|
(150,104) |
|
|
(147,360) |
|
||
Accumulated other comprehensive income (loss) |
(3,457) |
|
|
(4,340) |
|
||
Noncontrolling interests |
(105,538) |
|
|
(169,484) |
|
||
Total equity (deficit) |
(74,522) |
|
|
(175,476) |
|
||
Total liabilities and equity (deficit) |
$ |
1,405,020 |
|
|
$ |
1,523,073 |
|
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) (Dollars in thousands, except per share data) |
||||||||||||||||
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||
|
2021 |
|
2020 |
|
2021 |
|
2020 |
|||||||||
Revenue |
|
|
|
|
|
|
|
|
||||||||
Transaction fees |
|
$ |
98,597 |
|
|
$ |
107,538 |
|
|
$ |
286,694 |
|
|
$ |
299,199 |
|
Servicing |
|
26,116 |
|
|
27,446 |
|
|
92,158 |
|
|
87,210 |
|
||||
Interest and other |
|
3,436 |
|
|
7,039 |
|
|
10,987 |
|
|
10,433 |
|
||||
Total revenue |
|
128,149 |
|
|
142,023 |
|
|
389,839 |
|
|
396,842 |
|
||||
Costs and expenses |
|
|
|
|
|
|
|
|
||||||||
Cost of revenue (exclusive of depreciation and amortization shown separately below) |
|
33,867 |
|
|
92,728 |
|
|
141,799 |
|
|
230,410 |
|
||||
Compensation and benefits |
|
22,858 |
|
|
21,301 |
|
|
67,249 |
|
|
65,190 |
|
||||
Property, office and technology |
|
4,289 |
|
|
4,143 |
|
|
13,277 |
|
|
12,242 |
|
||||
Depreciation and amortization |
|
3,548 |
|
|
2,973 |
|
|
10,343 |
|
|
8,180 |
|
||||
Sales, general and administrative |
|
6,689 |
|
|
11,614 |
|
|
32,212 |
|
|
30,068 |
|
||||
Financial guarantee expense (benefit) |
|
2,033 |
|
|
(302) |
|
|
(7,730) |
|
|
28,354 |
|
||||
Merger-related costs |
|
5,036 |
|
|
— |
|
|
5,036 |
|
|
— |
|
||||
Related party |
|
435 |
|
|
350 |
|
|
1,339 |
|
|
1,304 |
|
||||
Total costs and expenses |
|
78,755 |
|
|
132,807 |
|
|
263,525 |
|
|
375,748 |
|
||||
Operating profit |
|
49,394 |
|
|
9,216 |
|
|
126,314 |
|
|
21,094 |
|
||||
Other income (expense), net |
|
|
|
|
|
|
|
|
||||||||
Interest and dividend income |
|
146 |
|
|
157 |
|
|
423 |
|
|
1,025 |
|
||||
Interest expense |
|
(6,801) |
|
|
(6,775) |
|
|
(20,136) |
|
|
(18,289) |
|
||||
Other gains, net |
|
1,406 |
|
|
410 |
|
|
2,834 |
|
|
2,216 |
|
||||
Total other income (expense), net |
|
(5,249) |
|
|
(6,208) |
|
|
(16,879) |
|
|
(15,048) |
|
||||
Income before income tax expense |
|
44,145 |
|
|
3,008 |
|
|
109,435 |
|
|
6,046 |
|
||||
Income tax expense |
|
4,368 |
|
|
197 |
|
|
10,822 |
|
|
799 |
|
||||
Net income |
|
$ |
39,777 |
|
|
$ |
2,811 |
|
|
$ |
98,613 |
|
|
$ |
5,247 |
|
Less: Net income attributable to noncontrolling interests |
|
25,388 |
|
|
1,850 |
|
|
64,096 |
|
|
|
3,487 |
|
|||
Net income attributable to |
|
$ |
14,389 |
|
|
$ |
961 |
|
|
$ |
34,517 |
|
|
$ |
1,760 |
|
|
|
|
|
|
|
|
|
|
||||||||
Earnings per share of Class A common stock: |
|
|
|
|
|
|
|
|
||||||||
Basic |
|
$ |
0.19 |
|
|
$ |
0.01 |
|
|
$ |
0.47 |
|
|
$ |
0.03 |
|
Diluted |
|
$ |
0.19 |
|
|
$ |
0.01 |
|
|
$ |
0.46 |
|
|
$ |
0.02 |
|
|
|
|
|
|
|
|
|
|
||||||||
Weighted average shares of Class A common stock outstanding: |
|
|
|
|
|
|
|
|
||||||||
Basic |
|
75,670,931 |
|
69,960,268 |
|
73,372,935 |
|
66,267,288 |
||||||||
Diluted |
|
180,926,632 |
|
178,057,682 |
|
180,109,622 |
|
177,536,866 |
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (Dollars in thousands) |
|||||||
|
Nine Months Ended |
||||||
|
2021 |
|
2020 |
||||
Cash flows from operating activities |
|
|
|
||||
Net income |
$ |
98,613 |
|
|
$ |
5,247 |
|
Adjustments to reconcile net income to net cash provided by operating activities: |
|
|
|
||||
Depreciation and amortization |
10,343 |
|
|
8,180 |
|
||
Share-based compensation expense |
11,769 |
|
|
11,306 |
|
||
Fair value change in servicing assets and liabilities |
(9,995) |
|
|
(1,370) |
|
||
Operating lease liability payments |
105 |
|
|
(342) |
|
||
Financial guarantee expense (benefit) |
(20,286) |
|
|
26,274 |
|
||
Amortization of debt related costs |
2,535 |
|
|
1,748 |
|
||
Original issuance discount on term loan payment |
(54) |
|
|
(18) |
|
||
Income tax expense |
10,820 |
|
|
799 |
|
||
Mark to market on loan receivables held for sale |
3,863 |
|
|
17,332 |
|
||
Other |
7 |
|
|
200 |
|
||
Changes in assets and liabilities: |
|
|
|
||||
(Increase) decrease in loan receivables held for sale |
240,506 |
|
|
(508,722) |
|
||
(Increase) decrease in accounts receivable |
4,329 |
|
|
(1,442) |
|
||
(Increase) decrease in other assets |
(54,082) |
|
|
(3,354) |
|
||
Increase (decrease) in accounts payable |
(4,621) |
|
|
3,184 |
|
||
Increase (decrease) in finance charge reversal liability |
(45,827) |
|
|
(18,523) |
|
||
Increase (decrease) in guarantee liability |
(25,151) |
|
|
(64) |
|
||
Increase (decrease) in other liabilities |
77,980 |
|
|
29,073 |
|
||
Net cash provided by (used in) operating activities |
300,854 |
|
|
(430,492) |
|
||
Cash flows from investing activities |
|
|
|
||||
Purchases of property, equipment and software |
(11,311) |
|
|
(12,120) |
|
||
Net cash used in investing activities |
(11,311) |
|
|
(12,120) |
|
||
Cash flows from financing activities |
|
|
|
||||
Proceeds from term loan |
— |
|
|
70,494 |
|
||
Repayments of term loan |
(3,509) |
|
|
(3,170) |
|
||
Proceeds from Warehouse facility |
328,781 |
|
|
570,000 |
|
||
Repayments of Warehouse facility |
(553,333) |
|
|
(137,160) |
|
||
Member distributions |
(16,746) |
|
|
(50,965) |
|
||
Payments under tax receivable agreement |
(4,098) |
|
|
(12,755) |
|
||
Proceeds from option exercises |
817 |
|
|
— |
|
||
Tax withholding payments on equity compensation |
(2,752) |
|
|
(1,166) |
|
||
Net cash provided by (used in) financing activities |
(250,840) |
|
|
435,278 |
|
||
Net increase (decrease) in cash and cash equivalents and restricted cash |
38,703 |
|
|
(7,334) |
|
||
Cash and cash equivalents and restricted cash at beginning of period |
467,654 |
|
|
445,841 |
|
||
Cash and cash equivalents and restricted cash at end of period |
$ |
506,357 |
|
|
$ |
438,507 |
|
|
|
|
|
||||
Supplemental non-cash investing and financing activities |
|
|
|
||||
Distributions accrued but not paid |
1,570 |
|
|
3,470 |
|
||
Capitalized software costs accrued but not paid |
605 |
|
|
435 |
|
||
Tax withholding on equity awards accrued but not paid |
38 |
|
|
21 |
|
||
Beneficial interest in contingent consideration |
19,350 |
|
|
— |
|
Reconciliation of Adjusted EBITDA (Dollars in thousands) |
|||||||||||||||
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||
|
2021 |
|
2020 |
|
2021 |
|
2020 |
||||||||
Net income (loss) |
$ |
39,777 |
|
$ |
2,811 |
|
$ |
98,613 |
|
$ |
5,247 |
||||
Interest expense(1) |
6,801 |
|
6,775 |
|
20,136 |
|
18,289 |
||||||||
Income tax expense (benefit) |
4,368 |
|
197 |
|
10,822 |
|
799 |
||||||||
Depreciation and amortization |
3,548 |
|
2,973 |
|
10,343 |
|
8,180 |
||||||||
Share-based compensation expense(2) |
4,033 |
|
4,338 |
|
11,776 |
|
11,318 |
||||||||
Financial guarantee liability - Escrow(3) |
— |
|
(2,382) |
|
— |
|
26,274 |
||||||||
Servicing asset and liability changes(4) |
1,499 |
|
368 |
|
(9,995) |
|
(1,370) |
||||||||
Mark-to-market on sales facilitation obligations(5) |
(6,955) |
|
18,262 |
|
(6,174) |
|
18,262 |
||||||||
Merger-related costs(6) |
5,036 |
|
— |
|
5,036 |
|
— |
||||||||
Transaction and non-recurring expenses(7) |
157 |
|
5,367 |
|
13,608 |
|
8,625 |
||||||||
Adjusted EBITDA |
$ |
58,264 |
|
$ |
38,709 |
|
$ |
154,165 |
|
$ |
95,624 |
||||
Total revenue |
$ |
128,149 |
|
$ |
142,023 |
|
$ |
389,839 |
|
$ |
396,842 |
||||
Adjusted EBITDA Margin |
|
|
|
|
|
|
|
||||||||
(1) |
Interest expense on the Warehouse Facility and interest income on the loan receivables held for sale are not included in the adjustment above as amounts are components of cost of revenue and revenue, respectively. |
(2) |
See Note 12 to the Unaudited Condensed Consolidated Financial Statements included in Part I, Item 1 for additional discussion of share-based compensation. |
(3) |
Includes non-cash charges related to our financial guarantee arrangements with our ongoing |
(4) |
Includes the non-cash changes in the fair value of servicing assets and servicing liabilities related to our servicing assets associated with Bank Partner agreements and other contractual arrangements. |
(5) |
Mark-to-market on sales facilitation obligations reflects changes in the fair value in the embedded derivative for sales facilitation obligations. The changes in fair value are recognized as a mark-to-market expense in cost of revenue for the period. See Note 3 to the Notes to Unaudited Condensed Consolidated Financial Statements included in Part I, Item 1 for additional discussion. |
(6) |
Includes professional services fees related to the pending merger with Goldman Sachs. |
(7) |
The three and nine months ended |
Reconciliation of Adjusted Pro Forma Net Income (Dollars in thousands) |
|||||||||||
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||
|
2021 |
|
2020 |
|
2021 |
|
2020 |
||||
Net income (loss) |
$ |
39,777 |
|
$ |
2,811 |
|
$ |
98,613 |
|
$ |
5,247 |
Merger-related costs(1) |
|
5,036 |
|
|
— |
|
|
5,036 |
|
|
— |
Transaction and non-recurring expenses(2) |
157 |
|
5,367 |
|
13,608 |
|
8,625 |
||||
Change in financial guarantee liability - Escrow |
0 |
|
(2,382) |
|
0 |
|
26,274 |
||||
Incremental pro forma tax expense(3) |
(7,346) |
|
(1,929) |
|
(19,787) |
|
(3,307) |
||||
Adjusted Pro Forma Net Income |
$ |
37,624 |
|
$ |
3,867 |
|
$ |
97,470 |
|
$ |
36,839 |
(1) |
Includes professional services fees related to the pending merger with Goldman Sachs. |
(2) |
The three months ended |
(3) |
Represents the incremental tax effect on net income, adjusted for transaction and non-recurring expenses, assuming that all consolidated net income was subject to corporate taxation a full year effective tax rate of |
Reconciliation of Adjusted Pro Forma Diluted EPS (Dollars in thousands) |
|||||||||||
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||
|
2021 |
|
2020 |
|
2021 |
|
2020 |
||||
GAAP Diluted EPS |
$ |
0.19 |
|
$ |
0.01 |
|
$ |
0.46 |
|
$ |
0.02 |
Merger-related costs |
|
0.03 |
|
|
— |
|
|
0.10 |
|
|
— |
Transaction and non-recurring expenses |
— |
|
0.03 |
|
0.03 |
|
0.05 |
||||
Incremental pro forma tax expense(1) |
(0.01) |
|
(0.01) |
|
(0.02) |
|
(0.01) |
||||
Adjusted Pro Forma Diluted EPS(2) |
$ |
0.21 |
|
$ |
0.03 |
|
$ |
0.57 |
|
$ |
0.06 |
|
|
|
|
|
|
|
|
||||
Weighted average shares of Class A common stock outstanding – diluted |
180,926,632 |
|
178,057,682 |
|
180,109,622 |
|
177,536,866 |
(1) |
Represents the incremental tax effect on net income, adjusted for transaction and non-recurring expenses, assuming that all consolidated net income was subject to corporate taxation a full year effective tax rate of |
(2) |
Adjusted Pro Forma Diluted EPS represents Adjusted Pro Forma Net Income divided by GAAP weighted average diluted shares outstanding. |
View source version on businesswire.com: https://www.businesswire.com/news/home/20211104006294/en/
(470) 284-7017
investors@greensky.com
Source:
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