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    Priority Technology Holdings, Inc. Announces Third Quarter 2023 Financial Results

    11/9/23 7:30:00 AM ET
    $PRTH
    Real Estate
    Real Estate
    Get the next $PRTH alert in real time by email

    Strong Third Quarter Growth Driven by Performance Across Diverse Business Segments

    Priority Technology Holdings, Inc. (NASDAQ:PRTH) ("Priority" or the "Company"), the platform for unified commerce that delivers integrated payments and banking services at scale, today announced its third quarter 2023 financial results including strong quarter-over-quarter diversified revenue growth.

    Highlights of Consolidated Results

    Third Quarter 2023 Compared with Third Quarter 2022

    Financial highlights of the third quarter of 2023 compared with the third quarter of 2022, are as follows:

    • Revenue of $189.0 million increased 13.6% from $166.4 million
    • Adjusted gross profit (a non-GAAP measure1) of $72.3 million increased 23.6% from $58.5 million
    • Adjusted gross profit margin (a non-GAAP measure1) of 38.3% increased 310 basis points from 35.2%
    • Operating income of $23.5 million increased 66.7% from $14.1 million
    • Adjusted EBITDA (a non-GAAP measure1) of $45.0 million increased 28.2% from $35.1 million

    "Building on the momentum we saw in the first half of the year, during the third quarter we continued to execute in all three segments of our business, delivering strong results in SMB Acquiring, B2B and Enterprise Payments," said Tom Priore, Chairman & CEO of Priority. "We are delivering on the promise of unified commerce with clear and sustainable financial performance, as clearly evidenced in our results throughout the tumultuous economic environments like the pandemic and today. We have invested thoughtfully in technology and built scalable operations and financial resources that will continue to outperform as market demands evolve."

    (1)

     

    See "Non-GAAP Financial Measures" and the reconciliations of Adjusted Gross Profit (non-GAAP), Adjusted Gross Profit Margin (non-GAAP), and Adjusted EBITDA, to their most comparable GAAP measures provided below for additional information.

    Updated Full Year 2023 Financial Guidance

    Based on a combination of results for the nine month period ended September 30, 2023 and the forecasted results for the Company's fourth quarter, the Company has updated its outlook for the full year 2023 as follows:

    • Revenue forecast revised to range between $755 million to $765 million, a growth rate of 14% to 15%, compared to fiscal results 2022 results
    • Adjusted EBITDA (a non-GAAP measure) forecast to range between $167 million to $170 million, a growth rate of 19% to 21% compared to fiscal 2022 results

    Conference Call

    Priority's leadership will host a conference call on Thursday, November 9, 2023 at 11:00 a.m. EST to discuss its third quarter 2023 financial results. Participants can access the call by phone in the U.S. or Canada at (833) 636-1319 or internationally at (412) 902-4286.

    The Internet webcast link and accompanying slide presentation can be accessed at https://edge.media-server.com/mmc/p/iucimqrs and will also be posted in the "Investor Relations" section of the Company's website at www.prioritycommerce.com.

    An audio replay of the call will be available shortly after the conference call until November 16, 2023 at 2:00 p.m. EST. To listen to the audio replay, dial (877) 344-7529 or (412) 317-0088 and enter conference ID number 2955856. Alternatively, you may access the webcast replay in the "Investor Relations" section of the Company's website at www.prioritycommerce.com.

    Non-GAAP Financial Measures

    This communication includes certain non-GAAP financial measures that we regularly review to evaluate our business and trends, measure our performance, prepare financial projections, allocate resources, and make strategic decisions. We believe these non-GAAP measures help to illustrate the underlying financial and business trends relating to our results of operations and comparability between current and prior periods. We also use these non-GAAP measures to establish and monitor operational goals. However, these non-GAAP measures are not superior to or a substitute for prominent measurements calculated in accordance with GAAP. Rather, the non-GAAP measures are meant to be a complement to understanding measures prepared in accordance with GAAP.

    Adjusted Gross Profit and Adjusted Gross Profit Margin

    The Company's adjusted gross profit metric represents revenues less cost of revenue (excluding depreciation and amortization). Adjusted gross profit margin is adjusted gross profit divided by revenues. We review these non-GAAP measures to evaluate our underlying profit trends. The reconciliation of adjusted gross profit to its most comparable GAAP measure is provided below:

     

     

     

     

    (in thousands)

    Three Months Ended September 30,

     

     

    2023

     

     

     

    2022

     

    Revenues

    $

    189,015

     

     

    $

    166,417

     

    Cost of revenue (excluding depreciation and amortization)

     

    (116,682

    )

     

     

    (107,958

    )

    Adjusted gross profit

    $

    72,333

     

     

    $

    58,459

     

    Adjusted gross profit margin

     

    38.3

    %

     

     

    35.1

    %

    Depreciation and amortization of revenue generating assets

     

    (3,000

    )

     

     

    (2,629

    )

    Gross profit

    $

    69,333

     

     

    $

    55,830

     

    Gross profit margin

     

    36.7

    %

     

     

    33.5

    %

    EBITDA and Adjusted EBITDA

    EBITDA and adjusted EBITDA are performance measures. EBITDA is earnings before interest, income tax, and depreciation and amortization expenses ("EBITDA"). Adjusted EBITDA begins with EBITDA but further excludes certain non-cash costs, such as stock-based compensation and the write-off of the carrying value of investments or other assets, as well as debt extinguishment and modification expenses and other expenses and income items considered non-recurring, such as acquisition integration expenses, certain professional fees, and litigation settlements. We review the non-GAAP adjusted EBITDA measure to evaluate our business and trends, measure our performance, prepare financial projections, allocate resources, and make strategic decisions.

    The reconciliation of adjusted EBITDA to its most comparable GAAP measure is provided below:

    (in thousands)

    Three Months Ended September 30,

     

     

    2023

     

     

     

    2022

     

    Net loss

    $

    (87

    )

     

    $

    (792

    )

    Interest expense

     

    19,997

     

     

     

    13,412

     

    Income tax expense

     

    4,328

     

     

     

    1,691

     

    Depreciation and amortization

     

    17,275

     

     

     

    17,817

     

    EBITDA

     

    41,513

     

     

     

    32,128

     

    Non-recurring gain

     

    (166

    )

     

     

    —

     

    Selling, general and administrative (non-recurring)

     

    2,114

     

     

     

    760

     

    Non-cash stock-based compensation

     

    1,501

     

     

     

    1,104

     

    Change in the fair value of contingent consideration

     

    —

     

     

     

    1,072

     

    Adjusted EBITDA

    $

    44,962

     

     

    $

    35,064

     

    Further detail of certain of these adjustments, and where these items are recorded in our consolidated statements of operations, is provided below:

    (in thousands)

    Three Months Ended September 30,

     

     

    2023

     

     

    2022

    Selling, general and administrative expenses (non-recurring):

     

     

     

    Certain legal fees

    $

    656

     

    $

    199

    Professional, accounting and consulting fees

     

    1,364

     

     

    95

    Other expenses, net

     

    94

     

     

    466

     

    $

    2,114

     

    $

    760

    Priority does not provide a reconciliation of forward-looking non-GAAP financial measures to their comparable GAAP financial measures because it could not do so without unreasonable effort due to the unavailability of the information needed to calculate reconciling items and due to the variability, complexity and limited visibility of the adjusting items that would be excluded from the non-GAAP financial measures in future periods. When planning, forecasting and analyzing future periods, the Company does so primarily on a non-GAAP basis without preparing a GAAP analysis as that would require estimates for various cash and non-cash reconciling items that would be difficult to predict with reasonable accuracy. For example, stock-based compensation expense would be difficult to estimate because it depends on the Company's future hiring and retention needs, as well as the future fair market value of the Company's common stock, all of which are difficult to predict and subject to constant change. As a result, the Company does not believe that a GAAP reconciliation would provide meaningful supplemental information about the Company's outlook.

    About Priority Technology Holdings, Inc.

    Priority is a solution provider in Payments and Banking as a Service operating at scale with 820k active customers across its SMB, B2B and Enterprise channels processing $118B in annual transaction volume and providing administration for $850M in average daily deposits. Priority's purpose-built technology enables clients to collect, store, borrow and send and provides customers the acceptance and AP payment applications and Passport financial tools that best optimize their cash flow and maximize working capital. Additional information can be found at www.prioritycommerce.com.

    Forward-Looking Statements

    This press release contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements include, but are not limited to, statements about future financial and operating results, our plans, objectives, expectations and intentions with respect to future operations, products and services, and other statements identified by words such as "may," "will," "should," "anticipates," "believes," "expects," "plans," "future," "intends," "could," "estimate," "predict," "projects," "targeting," "potential" or "contingent," "guidance," "outlook" or words of similar meaning. These forward-looking statements include, but are not limited to, our 2023 outlook and statements regarding our market and growth opportunities. Such forward-looking statements are based upon the current beliefs and expectations of our management and are inherently subject to significant business, economic and competitive risks, trends and uncertainties that could cause actual results to differ materially from those projected, expressed, or implied by such forward-looking statements. Our actual results could differ materially, and potentially adversely, from those discussed or implied herein.

    We caution that it is very difficult to predict the impact of known factors, and it is impossible for us to anticipate all factors that could affect our actual results. All forward-looking statements are expressly qualified in their entirety by these cautionary statements. You should evaluate all forward-looking statements made in this press release in the context of the risks and uncertainties disclosed in our SEC filings, including our most recent Annual Report on Form 10-K filed with the SEC on March 23, 2023. These filings are available online at www.sec.gov or www.prioritycommerce.com.

    We caution you that the important factors referenced above may not contain all of the factors that are important to you. In addition, we cannot assure you that we will realize the results or developments we expect or anticipate or, even if substantially realized, that they will result in the consequences we anticipate or affect us or our operations in the way we expect. You are cautioned not to place undue reliance on forward-looking statements as a predictor of future performance. The forward-looking statements included in this press release are made only as of the date hereof. We undertake no obligation to publicly update or revise any forward-looking statement as a result of new information, future events or otherwise, except as otherwise required by law. If we do update one or more forward-looking statements, no inference should be made that we will make additional updates with respect to those or other forward-looking statements. We qualify all of our forward-looking statements by these cautionary statements.

    Priority Technology Holdings, Inc.

    Unaudited Consolidated Statements of Operations and Comprehensive Loss

    (in thousands, except per share amounts)

     

     

    Three Months Ended September 30,

     

    Nine Months Ended September 30,

     

     

    2023

     

     

     

    2022

     

     

     

    2023

     

     

     

    2022

     

    Revenues

    $

    189,015

     

     

    $

    166,417

     

     

    $

    556,333

     

     

    $

    486,086

     

    Operating expenses

     

     

     

     

     

     

     

    Cost of revenue (excludes depreciation and amortization)

     

    116,682

     

     

     

    107,958

     

     

     

    353,929

     

     

     

    320,187

     

    Salary and employee benefits

     

    20,129

     

     

     

    16,384

     

     

     

    58,286

     

     

     

    48,231

     

    Depreciation and amortization

     

    17,275

     

     

     

    17,817

     

     

     

    53,303

     

     

     

    52,675

     

    Selling, general and administrative

     

    11,423

     

     

     

    10,178

     

     

     

    31,328

     

     

     

    27,027

     

    Total operating expenses

     

    165,509

     

     

     

    152,337

     

     

     

    496,846

     

     

     

    448,120

     

    Operating income

     

    23,506

     

     

     

    14,080

     

     

     

    59,487

     

     

     

    37,966

     

    Other (expense) income

     

     

     

     

     

     

     

    Interest expense

     

    (19,997

    )

     

     

    (13,412

    )

     

     

    (55,461

    )

     

     

    (37,282

    )

    Other income, net

     

    732

     

     

     

    231

     

     

     

    1,319

     

     

     

    311

     

    Total other expense, net

     

    (19,265

    )

     

     

    (13,181

    )

     

     

    (54,142

    )

     

     

    (36,971

    )

    Income before income taxes

     

    4,241

     

     

     

    899

     

     

     

    5,345

     

     

     

    995

     

    Income tax expense

     

    4,328

     

     

     

    1,691

     

     

     

    6,550

     

     

     

    1,833

     

    Net loss

     

    (87

    )

     

     

    (792

    )

     

     

    (1,205

    )

     

     

    (838

    )

    Less: Dividends and accretion attributable to redeemable senior preferred stockholders

     

    (12,192

    )

     

     

    (9,466

    )

     

     

    (35,252

    )

     

     

    (26,415

    )

    Net loss attributable to common stockholders

     

    (12,279

    )

     

     

    (10,258

    )

     

    $

    (36,457

    )

     

    $

    (27,253

    )

    Other comprehensive loss

     

     

     

     

     

     

     

    Foreign currency translation adjustments

     

    (65

    )

     

     

    —

     

     

     

    (34

    )

     

     

    —

     

    Comprehensive loss

    $

    (12,344

    )

     

    $

    (10,258

    )

     

    $

    (36,491

    )

     

    $

    (27,253

    )

     

     

     

     

     

     

     

     

    Loss per common share:

     

     

     

     

     

     

     

    Basic and diluted

    $

    (0.16

    )

     

    $

    (0.13

    )

     

    $

    (0.47

    )

     

    $

    (0.35

    )

     

     

     

     

     

     

     

     

    Weighted-average common shares outstanding:

     

     

     

     

     

     

     

    Basic and diluted

     

    78,381

     

     

     

    77,984

     

     

     

    78,270

     

     

     

    78,392

     

    Priority Technology Holdings, Inc.

    Unaudited Consolidated Balance Sheets

    (in thousands)

     

     

    September 30, 2023

     

    December 31, 2022

    Assets

     

     

     

    Current assets:

     

     

     

    Cash and cash equivalents

    $

    24,595

     

     

    $

    18,454

     

    Restricted cash

     

    13,890

     

     

     

    10,582

     

    Accounts receivable, net of allowances

     

    61,134

     

     

     

    78,113

     

    Prepaid expenses and other current assets

     

    13,274

     

     

     

    11,832

     

    Current portion of notes receivable, net of allowance

     

    1,561

     

     

     

    1,471

     

    Settlement assets and customer/subscriber account balances

     

    712,170

     

     

     

    532,018

     

    Total current assets

     

    826,624

     

     

     

    652,470

     

    Notes receivable, less current portion

     

    3,616

     

     

     

    3,191

     

    Property, equipment and software, net

     

    41,851

     

     

     

    34,687

     

    Goodwill

     

    375,794

     

     

     

    369,337

     

    Intangible assets, net

     

    285,490

     

     

     

    288,794

     

    Deferred income taxes, net

     

    18,879

     

     

     

    16,447

     

    Other noncurrent assets

     

    11,145

     

     

     

    8,437

     

    Total assets

    $

    1,563,399

     

     

     

    1,373,363

     

    Liabilities, Redeemable Senior Preferred Stock and Stockholders' Deficit

     

     

     

    Current liabilities:

     

     

     

    Accounts payable and accrued expenses

    $

    56,107

     

     

    $

    51,864

     

    Accrued residual commissions

     

    31,023

     

     

     

    35,979

     

    Customer deposits and advance payments

     

    6,634

     

     

     

    2,618

     

    Current portion of long-term debt

     

    6,200

     

     

     

    6,200

     

    Settlement and customer/subscriber account obligations

     

    710,068

     

     

     

    533,340

     

    Total current liabilities

     

    810,032

     

     

     

    630,001

     

    Long-term debt, net of current portion, discounts and debt issuance costs

     

    616,781

     

     

     

    598,926

     

    Other noncurrent liabilities

     

    18,545

     

     

     

    11,643

     

    Total noncurrent liabilities

     

    635,326

     

     

     

    610,569

     

    Total liabilities

     

    1,445,358

     

     

     

    1,240,570

     

    Redeemable senior preferred stock, net of discounts and issuance costs

     

    252,923

     

     

     

    235,579

     

    Stockholders' deficit:

     

     

     

    Preferred stock

     

    —

     

     

     

    —

     

    Common stock

     

    77

     

     

     

    76

     

    Treasury stock, at cost

     

    (12,577

    )

     

     

    (11,559

    )

    Additional paid-in capital

     

    —

     

     

     

    9,650

     

    Accumulated other comprehensive loss

     

    (34

    )

     

     

    —

     

    Accumulated deficit

     

    (123,714

    )

     

     

    (102,208

    )

    Total stockholders' deficit attributable to stockholders of PRTH

     

    (136,248

    )

     

     

    (104,041

    )

    Non-controlling interest

     

    1,366

     

     

     

    1,255

     

    Total stockholders' deficit

     

    (134,882

    )

     

     

    (102,786

    )

    Total liabilities, redeemable senior preferred stock and stockholders' deficit

    $

    1,563,399

     

     

    $

    1,373,363

     

    Priority Technology Holdings, Inc.

    Unaudited Consolidated Statements of Cash Flows

    (in thousands)

     

     

    Nine Months Ended September 30,

     

     

    2023

     

     

     

    2022

     

    Cash flows from operating activities:

     

     

     

    Net loss

    $

    (1,205

    )

     

    $

    (838

    )

    Adjustments to reconcile net loss to net cash provided by operating activities:

     

     

     

    Depreciation and amortization of assets

     

    53,303

     

     

     

    52,675

     

    Stock-based compensation

     

    5,183

     

     

     

    4,204

     

    Amortization of debt issuance costs and discounts

     

    2,812

     

     

     

    2,613

     

    Deferred income tax

     

    (2,432

    )

     

     

    (3,567

    )

    Change in contingent consideration

     

    906

     

     

     

    —

     

    Other non-cash items, net

     

    (169

    )

     

     

    (154

    )

    Change in operating assets and liabilities:

     

     

     

    Accounts receivable

     

    17,931

     

     

     

    (11,265

    )

    Prepaid expenses and other current assets

     

    (2,630

    )

     

     

    (2,575

    )

    Income taxes (receivable) payable

     

    498

     

     

     

    1,003

     

    Notes receivable

     

    (668

    )

     

     

    569

     

    Accounts payable and other accrued liabilities

     

    302

     

     

     

    13,711

     

    Customer deposits and advance payments

     

    3,802

     

     

     

    (1,910

    )

    Other assets and liabilities, net

     

    (4,953

    )

     

     

    (3,908

    )

    Net cash provided by operating activities

     

    72,680

     

     

     

    50,558

     

    Cash flows from investing activities:

     

     

     

    Acquisition of business, net of cash acquired

     

    (28,182

    )

     

     

    —

     

    Additions to property, equipment and software

     

    (15,268

    )

     

     

    (11,380

    )

    Notes receivable, net

     

    151

     

     

     

    (3,250

    )

    Acquisitions of assets and other investing activities

     

    (7,925

    )

     

     

    (6,465

    )

    Net cash used in investing activities

     

    (51,224

    )

     

     

    (21,095

    )

    Cash flows from financing activities:

     

     

     

    Debt issuance and modification costs paid

     

    (807

    )

     

     

    —

     

    Repayments of long-term debt

     

    (4,650

    )

     

     

    (4,650

    )

    Borrowings under revolving credit facility

     

    44,000

     

     

     

    23,000

     

    Repayments of borrowings under revolving credit facility

     

    (23,500

    )

     

     

    (32,000

    )

    Repurchases of Common Stock and shares withheld for taxes

     

    (1,018

    )

     

     

    (4,674

    )

    Dividends paid to redeemable senior preferred stockholders

     

    (17,908

    )

     

     

    (11,478

    )

    Settlement and customer/subscriber accounts obligations, net

     

    165,610

     

     

     

    25,695

     

    Payment of contingent consideration related to business combination

     

    (4,698

    )

     

     

    (3,992

    )

    Net cash provided by (used in) financing activities

     

    157,029

     

     

     

    (8,099

    )

    Net change in cash and cash equivalents and restricted cash:

     

     

     

    Net increase in cash and cash equivalents, and restricted cash

     

    178,485

     

     

     

    21,364

     

    Cash and cash equivalents and restricted cash at beginning of period

     

    560,610

     

     

     

    518,093

     

    Cash and cash equivalents and restricted cash at end of period

    $

    739,095

     

     

    $

    539,457

     

     

     

     

     

    Reconciliation of cash and cash equivalents, and restricted cash:

     

     

     

    Cash and cash equivalents

    $

    24,595

     

     

    $

    12,707

     

    Restricted cash

     

    13,890

     

     

     

    11,624

     

    Cash and cash equivalents included in settlement assets and customer/subscriber account balances

     

    700,610

     

     

     

    515,126

     

    Total cash and cash equivalents, and restricted cash

    $

    739,095

     

     

    $

    539,457

     

    Priority Technology Holdings, Inc.

    Unaudited Reportable Segments' Results

    (in thousands)

     

     

    Three Months Ended September 30,

     

    Nine Months Ended September 30,

     

     

     

    2023

     

     

     

    2022

     

     

     

    2023

     

     

     

    2022

     

    SMB Payments:

     

     

     

     

     

     

     

     

    Revenue

     

    $

    140,109

     

     

    $

    139,892

     

     

    $

    442,937

     

     

    $

    412,357

     

    Operating expenses

     

     

    128,288

     

     

     

    126,445

     

     

     

    407,563

     

     

     

    372,429

     

    Operating income

     

    $

    11,821

     

     

    $

    13,447

     

     

    $

    35,374

     

     

    $

    39,928

     

    Operating margin

     

     

    8.4

    %

     

     

    9.6

    %

     

     

    8.0

    %

     

     

    9.7

    %

    Depreciation and amortization

     

    $

    9,858

     

     

    $

    11,040

     

     

    $

    31,473

     

     

    $

    32,844

     

    Key indicators:

     

     

     

     

     

     

     

     

    Merchant bankcard processing dollar value

     

    $

    14,150,995

     

     

    $

    15,098,450

     

     

    $

    44,483,491

     

     

    $

    44,577,857

     

    Merchant bankcard transaction count

     

     

    178,721

     

     

     

    165,796

     

     

     

    522,470

     

     

     

    476,084

     

    B2B Payments:

     

     

     

     

     

     

     

     

    Revenue

     

    $

    13,748

     

     

    $

    4,868

     

     

    $

    19,505

     

     

    $

    16,088

     

    Operating expenses

     

     

    13,670

     

     

     

    4,651

     

     

     

    20,295

     

     

     

    14,799

     

    Operating income (loss)

     

    $

    78

     

     

    $

    217

     

     

    $

    (790

    )

     

    $

    1,289

     

    Operating margin

     

     

    0.6

    %

     

     

    4.5

    %

     

     

    (4.1

    )%

     

     

    8.0

    %

    Depreciation and amortization

     

    $

    772

     

     

    $

    295

     

     

    $

    1,024

     

     

    $

    441

     

    Key indicators:

     

     

     

     

     

     

     

     

    B2B issuing dollar volume

     

    $

    221,456

     

     

    $

    214,085

     

     

    $

    636,361

     

     

    $

    597,665

     

    B2B issuing transaction count

     

     

    267

     

     

     

    247

     

     

     

    829

     

     

     

    683

     

    Enterprise Payments:

     

     

     

     

     

     

     

     

    Revenue

     

    $

    35,158

     

     

    $

    21,657

     

     

    $

    93,891

     

     

    $

    57,641

     

    Operating expenses

     

     

    13,819

     

     

     

    12,345

     

     

     

    43,810

     

     

     

    38,137

     

    Operating income

     

    $

    21,339

     

     

    $

    9,312

     

     

    $

    50,081

     

     

    $

    19,504

     

    Operating margin

     

     

    60.7

    %

     

     

    43.0

    %

     

     

    53.3

    %

     

     

    33.8

    %

    Depreciation and amortization

     

    $

    6,154

     

     

    $

    6,203

     

     

    $

    19,557

     

     

    $

    18,599

     

    Key indicators:

     

     

     

     

     

     

     

     

    Average billed clients

     

     

    590,578

     

     

     

    387,384

     

     

     

    525,274

     

     

     

    364,766

     

    Average new enrollments

     

     

    56,269

     

     

     

    37,746

     

     

     

    51,864

     

     

     

    29,813

     

     

     

     

     

     

     

     

     

     

    Operating income of reportable segments

     

    $

    33,238

     

     

    $

    22,976

     

     

    $

    84,665

     

     

    $

    60,721

     

    Less: Corporate expense

     

     

    (9,732

    )

     

     

    (8,896

    )

     

     

    (25,178

    )

     

     

    (22,755

    )

    Consolidated operating income

     

    $

    23,506

     

     

    $

    14,080

     

     

    $

    59,487

     

     

    $

    37,966

     

    Corporate depreciation and amortization

     

    $

    491

     

     

    $

    279

     

     

    $

    1,249

     

     

    $

    791

     

     

    View source version on businesswire.com: https://www.businesswire.com/news/home/20231109550688/en/

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