Final Results

Smith(David S)(Holdings) PLC 28 June 2001 28 June 2001 DAVID S SMITH (HOLDINGS) PLC 2000/01 FULL YEAR RESULTS SOLID PROGRESS AS SALES AND PROFITS MOVE AHEAD - Adjusted earnings per share increased by 25% to 16.2p (13.0p)* - Group turnover up 15% at £1,399.1m (£1,217.7m) - Group operating margins rose to 6.1% from 5.6% * - Total dividends increased by 3.5% to 8.8p per share (8.5p) - Strong balance sheet with interest cover of 6.8 times, gearing of 38% - Increased profits in all business segments - Progress through sales development, performance improvements and rationalisation * before exceptional items and amortisation of goodwill and other intangibles Commenting on the full year results and the outlook Chairman Antony Hichens said: 'We are pleased to report another year of solid progress with profits increasing in all our business segments. We have benefitted from the measures taken to develop sales in our key markets, reduce our cost base and improve our efficiency. 'Trading prospects for this year will be affected by the deteriorating European economy and the weakness of the euro. Nevertheless all divisions except St Regis Paper are expected to improve their performance this year. All operations will benefit from the ongoing programme of market development, cost reduction and performance improvement. Overall the Group will make progress this year, albeit at a slower pace than in the past year.' Enquiries: David S.Smith (Holdings) PLC 020 7932 5000 Peter Williams, Group Chief Executive David Buttfield, Finance Director Paul Froud, Investor Relations Financial Dynamics 020 7831 3113 Richard Mountain Chairman's and Chief Executive's Statement Highlights We are pleased to report another year of solid progress with increased profits from all the business segments of the Group and particularly good volume growth at Spicers Wholesaling and in plastic and corrugated packaging. Adjusted earnings per share increased by 25% to 16.2p, mainly due to the upturn in our corrugated and paper businesses in the first half of the year. Trading conditions were generally weak in the UK but much stronger, although slowing, on the continent. Much of our progress was due to good sales development in our key markets, to our performance improvement programmes and to the ongoing restructuring and rationalisation of our operations. In addition over the past year we have put in place strong succession for several retiring senior executives, largely by internal promotion. Group Trading Turnover for the year ended 28 April 2001 rose by 15 % to £1,399.1 million from £1,217.7 million in 1999/00. This increase was attributable to higher prices and increased demand in the Packaging segment and further growth in office products wholesaling. Operating profit before exceptional items and amortisation of goodwill and other intangibles increased by 25% to £84.9 million from £67.8 million. Group operating margins improved to 6.1% from 5.6%. Profit before taxation excluding exceptional items and amortisation of intangibles was £72.2 million, up from £57.7 million last year. The underlying effective tax rate remained at 27%. Adjusted earnings per share were 16.2p compared with 13.0p the previous year. Exceptional items and amortisation of intangibles amounted to £5.4 million. On an FRS 3 basis earnings per share were 14.9p compared with 11.7p the year before. Net borrowing rose to £193.4 million at the year end from £162.4 million last year. Gearing increased to 38.0% from 33.6%; interest cover was 6.8 times before exceptionals, the same as in the previous year. Expenditure on acquisitions including acquired borrowings amounted to £14.4 million and capital expenditure increased to £75.8 million from £55.3 million last year. Capital expenditure is expected to continue at a similar level in the current financial year as several significant expansionary projects are implemented across the Group. Operations The Group's Packaging businesses increased operating profit (before exceptional items and amortisation of intangibles) and return on capital employed (ROCE) to £60.2 million and 11% respectively. Growth in the corrugated packaging market has slowed in mainland Europe to around 1% in the first calendar quarter of 2001 compared to last year; the UK market declined by 3% in the same period. The outlook is for a continuation of slow growth across Europe. This low level of growth is insufficient to absorb the new papermaking capacity that has been entering the market with the result that corrugated case materials (CCM) prices have been slipping since January. Thus far, lower waste paper prices have to some extent offset the fall in CCM selling prices maintaining profitability at the paper mills at satisfactory levels. The risk remains that prices may decline beyond the level that can be compensated for by lower waste paper prices. The corrugated operations of David S Smith Packaging in the UK had a challenging year in which they had to operate in a declining market and respond to the pressures of rising paper prices. Although paper prices have fallen since January, the previous increases had not been fully recovered in box prices. Despite these adverse external forces the division was on an improving trend throughout the year, benefiting from some sales and market development successes, operational improvements as well as the closure of the Bracknell plant. The Fordham plant achieved further efficiency gains and is now operating profitably. The division's positive trend should continue into the current financial year helped by lower paper prices and the performance improvement programme. The corrugated and paper operations of Kaysersberg in continental Europe had a good year benefiting from increased volumes and cost reduction. The board mills and corrugated plants in France improved their profitability. Toscana Ondulati had an excellent year. Its presence in the heavy-duty market was extended by the start-up of new converting equipment and its new plant, designed to concentrate on lightweight products, will be operational by March 2002. The Polish operation returned to profitability, whilst the Turkish business struggled because of the extremely difficult economic environment in that country. The outlook for the division is for further improvement in the year ahead. The paper operations of St Regis had another excellent result, helped by the buoyancy of CCM pricing early in the year. Towards the end of the year sharply higher energy costs and the slowdown of CCM markets began to restrain profitability. The Kemsley mill had another record output for the year while Taplow had a particularly good performance among our other CCM mills. The specialist mills continued to struggle although they were on an improving trend at year-end helped by the closure of UK competitors. Severnside had an excellent year being able to expand collections with the assistance of funding from the sale of Packaging Recovery Notes under the UK packaging waste legislation. Sentiment in the European CCM market is fairly negative as a result of considerable additional capacity coming on stream this year and some significant new capacity announced and being considered in Germany. The outlook for this year is dependent on how well European CCM markets hold up in the current slowdown and the performance of the euro. The Plastics and Logistics packaging division grew strongly both as a result of organic growth and acquisitions. Operating profit increased but lagged behind sales growth as a result of sales mix and a deterioration in the profitability of the logistics business where pricing came under severe competitive pressure. The liquid packaging business performed well and has a number of significant projects underway that will contribute to future growth. Despite higher polymer prices the extrusion and other injection moulding businesses made progress benefiting from higher activity levels and from some specific customer projects. Overall the outlook for the division is for further solid sales growth which should lead to an improved result. The Group's Office Products businesses made good progress increasing operating profits by 11% to £24.7 million and ROCE to 16%. Spicers Wholesaling grew sales by 16% overall with the fastest growth in France and Germany. Approximately one third of Spicers sales are now on the continent. The strongest growth was in the lower margin electronic office supplies category but growth also accelerated in traditional products. Spicers Germany was profitable and will be expanded rapidly over the next few years. Operations will commence in Spain early in 2002 but are not expected to be profitable during the first two years. The programme of depot rationalisation, productivity improvement and IT upgrades continued in the UK, temporarily restraining profitability; virtually all this programme should be completed this year. The outlook is for continued solid sales growth. John Dickinson Stationery made slow but steady progress. Sales volumes were reduced in both envelopes and stationery products but a better sales mix and the benefits from the reorganisation and productivity improvement programme enabled the business to make a small profit for the first time in several years. Although markets remain difficult further improvement is expected in the year ahead. Strategy The Group's strategy continues to be to create value for shareholders by developing its core activities through organic growth and acquisitions. The core activities are recycled papermaking, fibre and plastics based packaging and the distribution of office products. There are two developments that have particular strategic significance for the Group. Spicers Germany is now operating profitably and has good prospects for rapid sales growth - thus proving the robustness of the Spicers model in another European market. As a result of the success in Germany we have committed to a similar greenfield start-up in Spain which will be operational in the spring of 2002. The Rapak acquisition in the USA has met our expectations and has propelled our bag-in-box business onto the global stage, creating many exciting opportunities for growth. Other significant events in support of the Group's strategy were:- * The development and approval of a five-year detailed strategic plan for Spicers Wholesaling which will form the basis for its future expansion * The expansion into Spain of our transit and corrugated plastics business, the former by a green field start-up, the latter by acquisition * The entry into strategic alliances with Georgia-Pacific on corrugated packaging and SP Richards on office products wholesaling * The completion of the modernisation programme at our Polish corrugated operations and its return to profitability * The commitment to a multi-year modernisation programme at our Triwall UK corrugated operation * The return to profitability of John Dickinson Stationery * The commitment to a major upgrading of the Wansbrough paper mill to improve its product range and cost competitiveness Dividends The Board is recommending a final dividend of 6.0p net per ordinary share which, together with the interim dividend of 2.8p net per ordinary share, will make a total dividend for the year of 8.8p net per ordinary share. This is an increase of 3.5% on the total dividend of 8.5p paid last year. Dividend cover, based on adjusted earnings per share, is 1.8 times. Name Change As will be seen in the notice of the Annual General Meeting the Board is also recommending a change in the name of the Group to D S Smith Plc, a shorter and simpler version of the present name. This will help draw together the use of the name across the Group's operations to provide a more cohesive image in different regions and markets. People The Group employs around 10,500 people, 35% of whom reside outside the UK, mostly in continental Europe. Once again we are grateful to all employees for their contribution to the Group's performance and their willingness to adapt to new challenges as the Group continues to grow. Over the last year there have been a number of changes to the Board and senior management. Tony Thorne joined the Group in January 2001 as Chief Operating Officer having previously worked for Shell and more recently as President of SCA Packaging's Corrugated Business division. He is expected to succeed Peter Williams as Group Chief Executive later this year with Peter's role changing to Deputy Chairman. After 15 years as an Executive Director of the Group and 50 years service with St Regis Paper, Sandy Stratton has retired as Executive Chairman of the division. Sandy will remain on the Board as a non-Executive Director until the AGM in September. The Group is grateful to Sandy for his tremendous devotion to the company and his undoubted success in establishing St Regis as a modern, efficient papermaker. Eric Smith, Executive Chairman of Spicers, will also retire as a Director at the Group's AGM. Eric, who has been with Spicers for the last 26 years, has been a Director of the Group since 1993 and we are indebted to him for his able leadership in the development of Spicers into the foremost European office products wholesaling operation. Stuart Russell took early retirement at the end of the financial year and we thank him for his significant contribution during his 12 years with the Group. Carolyn Cattermole joined the Group in November 2000 as Company Secretary. She was previously Company Secretary of Courtaulds Textiles plc. Due to increased external responsibilities Michael Pragnell stood down as a non-Executive Director at the AGM in September 2000. He served on the Board for just under five years and in that time made a particularly valuable contribution to the Group. Bob Beeston joined the Board as a non-Executive Director in December 2000. Bob is Chief Executive of FKI plc. At senior management level Bill Armstrong, who was responsible for Spicers UK and Ireland, became Chief Executive of Spicers, responsible for all of the European office products wholesaling operations. Don Coates became Chief Executive of St Regis Paper having formerly headed the UK conventional corrugated plants. Bob McLellan was appointed as Chief Executive of the David S Smith Packaging Division having previously been Managing Director of the Group's Abbey Corrugated operation. Outlook The Group's trading prospects for the year will be affected by the deteriorating European economy and by the continued weakness of the euro. The downturn in waste paper and CCM markets is likely to adversely impact St Regis Paper. Nevertheless all divisions except St Regis Paper are expected to improve their performance this year. All operations will benefit from the ongoing programme of market development, cost reduction and performance improvement as well as from the extensive capital investment programme. On balance, therefore, the Board believes that the Group will make progress this year, albeit at a slower pace than in the past year. Group Profit and Loss Account For the financial year ended 28 April 2001 2001 2000 Before Exceptional Total Before Exceptional Total exceptional items and exceptional items and items and amortisa- items and amortisation amortisa- tion of amortisation of intangibles tion of intangibles of intangibles intangibles (Note 2) (Note 2) Note £m £m £m £m £m £m Turnover 1 1,399.1 - 1,399.1 1,217.7 - 1,217.7 Group 1 84.9 (1.1) 83.8 67.8 (0.6) 67.2 operating profit Share of (0.2) - (0.2) (0.2) - (0.2) losses of associated undertakings Total 84.7 (1.1) 83.6 67.6 (0.6) 67.0 operating profit Exceptional - (4.3) (4.3) - (6.9) (6.9) loss on termination of operations Profit on 84.7 (5.4) 79.3 67.6 (7.5) 60.1 ordinary activities before interest Net interest (12.5) - (12.5) (9.9) (1.6) (11.5) payable Profit on 72.2 (5.4) 66.8 57.7 (9.1) 48.6 ordinary activities before taxation Tax on (19.5) 1.2 (18.3) (15.6) 5.1 (10.5) profit on ordinary activities Profit on 52.7 (4.2) 48.5 42.1 (4.0) 38.1 ordinary activities after taxation Minority (0.8) - (0.8) (0.5) - (0.5) interests - equity Profit 51.9 (4.2) 47.7 41.6 (4.0) 37.6 for the financial year Dividends (28.2) - (28.2) (27.2) - (27.2) paid and proposed Retained 23.7 (4.2) 19.5 14.4 (4.0) 10.4 profit for the financial year Earnings 3 per share: Basic 14.9p 11.7p Diluted 14.9p 11.7p Adjusted 16.2p 13.0p Dividends per share 8.5p 8.5p Notes: (a) The Group's results shown above are derived from continuing operations. There were no material acquisitions or discontinued operations in either year. (b) The difference between the reported and historical cost profits for each of the financial years reported above is not material. (c) The Annual Report and Accounts for the financial year ended 28 April 2001 will be posted to shareholders in July 2001. (d) Subject to approval of shareholders at the Annual General Meeting to be held on Wednesday 5 September 2001, the final dividend of 6.0p will be paid on 2 October 2001 to ordinary shareholders on the register on 17 August 2001. (e) The 2000/01 and 1999/00 results in this preliminary statement are not the Group's statutory accounts for these financial years. The 2000/01 and 1999/00 results have been extracted from statutory accounts which contained unqualified audit reports with no adverse statement under Section 237 (2) or (3) of the Companies Act 1985. The 1999/00 statutory accounts have been filed with the Registrar of Companies. Group Statement of Total Recognised Gains and Losses For the financial year ended 28 April 2001 2001 2000 £m £m Profit for the financial year 47.7 37.6 Exchange differences on foreign currency net 5.6 (5.5) investments Total recognised gains and losses relating to the 53.3 32.1 financial year Group Reconciliation of Movements in Shareholders' Funds For the financial year ended 28 April 2001 2001 2000 £m £m Profit for the financial year 47.7 37.6 Dividends (28.2) (27.2) Retained profit for the financial year 19.5 10.4 Exchange differences on foreign exchange currency net 5.6 (5.5) investments New share capital issued - 0.1 Increase in shareholders' funds 25.1 5.0 Opening shareholders' funds 483.3 478.3 Closing shareholders' funds 508.4 483.3 Group Balance Sheet 28 April 29 April Note 2001 2000 £m £m Fixed assets 587.6 546.5 Current assets Stocks 155.2 130.1 Debtors 334.6 296.4 Short term investments 4 19.3 4.4 Cash at bank and in hand 4 10.0 12.4 519.1 443.3 Creditors: amounts falling due within one year Trade and other creditors (334.0) (289.6) Borrowings 4 (22.1) (80.7) Net current assets 163.0 73.0 Total assets less current liabilities 750.6 619.5 Creditors: amounts falling due after more than one year Borrowings 4 (200.6) (98.5) Other (6.8) (1.8) Provisions for liabilities and charges (29.8) (31.9) 513.4 487.3 Minority interests - equity (5.0) (4.0) Net assets 508.4 483.3 Capital and reserves Called up share capital 32.1 32.1 Share premium account 188.0 188.0 Revaluation reserve 9.5 10.7 Profit and loss account 278.8 252.5 Shareholders' funds - equity 508.4 483.3 Group Cash Flow Statement For the financial year ended 28 April 2001 Note 2001 2000 £m £m Net cash inflow from operating activities 5(a) 98.6 94.7 Returns on investments and servicing of finance 5(b) (12.2) (10.3) Taxation (3.0) (13.6) Capital expenditure and financial investment 5(c) (62.8) (50.2) Acquisitions and disposals 5(d) (9.1) (18.0) Equity dividends paid (27.5) (26.2) Net cash outflow before use of liquid resources (16.0) (23.6) and financing Management of liquid resources 5(e) (13.9) 18.8 Net cash inflow/(outflow) from financing 5(f) 29.6 (6.9) Decrease in cash in the financial year (0.3) (11.7) Reconciliation of net cash flow to movement in net debt Note 2001 2000 £m £m Decrease in cash in the financial year (0.3) (11.7) (Increase)/decrease in debt and lease financing (29.6) 7.0 Increase/(decrease) in liquid resources 13.9 (18.8) Increase in net debt resulting from cash flow (16.0) (23.5) Loans and finance leases acquired with subsidiary (5.3) (0.9) undertakings Exchange differences (9.7) 16.3 Increase in net debt in the financial year (31.0) (8.1) Opening net debt (162.4) (154.3) Closing net debt 4,6 (193.4) (162.4) Notes to the Accounts 1 Analysis of Group turnover, operating profit and capital employed Operating profit before Capital exceptional items and employed amortisation of Operating excluding Capital 2001 Turnover intangibles profit intangibles employed £m £m £m £m £m Packaging Corrugated 702.1 51.3 51.1 484.4 489.5 and Paper Plastics and 161.1 8.9 8.0 82.0 102.6 Logistics 863.2 60.2 59.1 566.4 592.1 Office Products Wholesaling 485.0 24.4 24.4 122.7 122.7 Manufacturing 71.4 0.3 0.3 36.4 36.4 Intra-segment (20.5) - - - - sales 535.9 24.7 24.7 159.1 159.1 Total 1,399.1 84.9 83.8 725.5 751.2 United 898.6 56.6 56.5 497.8 498.7 Kingdom Rest of World 500.5 28.3 27.3 227.7 252.5 Total 1,399.1 84.9 83.8 725.5 751.2 The operating profits shown above exclude the exceptional items relating to the termination of operations shown below operating profit on the face of the consolidated profit and loss account (see note 2). Operating profit before Capital exceptional items and employed amortisation of Operating excluding Capital 2000 Turnover intangibles profit intangibles employed £m £m £m £m £m Packaging Corrugated 620.5 37.4 37.2 459.4 464.3 and Paper Plastics and 123.1 8.2 7.8 59.4 68.1 Logistics 743.6 45.6 45.0 518.8 532.4 Office Products Wholesaling 419.4 23.0 23.0 104.8 104.8 Manufacturing 74.5 (0.8) (0.8) 36.1 36.1 Intra-segment (19.8) - - - - sales 474.1 22.2 22.2 140.9 140.9 Total 1,217.7 67.8 67.2 659.7 673.3 United 813.7 47.8 47.8 484.0 484.6 Kingdom Rest of World 404.0 20.0 19.4 175.7 188.7 Total 1,217.7 67.8 67.2 659.7 673.3 Capital employed as shown above excludes items of a financing nature, corporation tax balances and fixed asset investments. 2 Exceptional items and amortisation of intangibles 2001 2000 £m £m Charged in arriving at operating profit: Amortisation of intangibles (1.1) (0.6) Exceptional loss on termination of operations: Costs of closure (4.3) (6.9) Amount written off fixed asset investments - (1.6) (5.4) (9.1) Tax on exceptional costs of closure 1.2 2.1 Exceptional tax credit - 3.0 Total (4.2) (4.0) The exceptional loss on termination of operations in the financial year ended 28 April 2001 relates to the closure of the Group's Bracknell corrugated packaging plant. The exceptional loss on termination of operations in the previous year related to the closure of two UK paper mills. 3 Earnings per share Basic earnings per share are calculated on the profit for the financial year of £47.7m (2000 - £37.6m) and on 320.2m (2000 - 320.3m) ordinary shares being the weighted average in issue and fully paid during the year. The adjusted earnings per share is calculated on the profit for the financial year excluding exceptional items and amortisation of intangibles and on the same number of shares. Diluted earnings per share are calculated on the same earnings numbers as basic earnings per share but on 321.1m (2000 - 320.8m) shares. 4 Borrowings 2001 2000 £m £m The Group's net borrowings are: Bank loans and overdrafts and other loans 219.6 176.5 Finance lease liabilities 3.1 2.7 Short term investments (19.3) (4.4) Cash at bank and in hand (10.0) (12.4) 193.4 162.4 Gearing (net borrowings expressed as a Percentage of shareholders' funds) 38.0% 33.6% 5 Group cash flow statement 2001 2000 £m £m (a) Reconciliation of operating profit to net cash inflow from operating activities: Operating profit before exceptional items and amortisation of 84.9 67.8 intangibles Depreciation 60.4 57.0 Profit on sale of tangible fixed assets (3.2) (3.2) Increase in working capital (39.7) (19.7) Decrease in provisions (0.1) (0.2) Other non cash operating items 0.8 - Cash flow from operating activities before exceptional items 103.1 101.7 Operating cash flow relating to exceptional items (see below) (4.5) (7.0) Net cash inflow from operating activities 98.6 94.7 The operating cash flows relating to exceptional items mainly comprise the cash costs incurred in closing operations during the year. (b) Returns on investments and servicing of finance: Interest received 3.9 2.4 Interest paid (15.9) (12.5) Interest element of finance lease rental payments (0.2) (0.2) (12.2) (10.3) (c) Capital expenditure and financial investment: Purchase of tangible fixed assets (70.7) (52.6) Sale of tangible fixed assets 10.1 2.8 Purchase of David S. Smith (Holdings) PLC shares (0.1) (0.4) Purchase of fixed asset investments (2.1) (0.2) Sale of fixed asset investments - 0.2 (62.8) (50.2) (d) Acquisitions and disposals: Purchase of subsidiary undertakings (9.9) (17.1) Net cash acquired with subsidiaries 1.1 - Investment in associated undertakings (0.3) (0.9) (9.1) (18.0) (e) Net (purchase)/sale of short term investments (13.9) 18.8 Short term investments mainly comprise deposits with banks (f) Net cash inflow/(outflow) from financing: Issue of ordinary shares - 0.1 New borrowings 93.9 6.2 Borrowings repaid (64.3) (13.2) 29.6 (6.9) 6 Analysis of changes in net debt At 29 At 28 April Exchange April 2000 Acquired Cash flow movements 2001 £m £m £m £m £m Cash at bank and in 12.4 - (3.3) 0.9 10.0 hand Overdrafts (17.7) - 3.0 (3.4) (18.1) (5.3) - (0.3) (2.5) (8.1) Debt due after one (96.2) - (91.8) (10.2) (198.2) year Debt due within one (62.6) (5.1) 62.2 2.2 (3.3) year Finance leases (2.7) (0.2) - (0.2) (3.1) (161.5) (5.3) (29.6) (8.2) (204.6) Short term 4.4 - 13.9 1.0 19.3 investments Total (162.4) (5.3) (16.0) (9.7) (193.4) 7 Acquisitions On 11 August 2000, the Group acquired the entire membership interests of Packaging Systems L.L.C., which trades as Rapak, and is a leading supplier of bag-in-box liquid packaging based in Chicago, USA. The guaranteed consideration for the acquisition, net of acquired net debt of £4.8m, was £ 12.3m of which £4.3m has been deferred for three years. A further amount of up to $18m may become payable after three years dependent on Rapak's profits in this period. The goodwill arising totalled £7.5m. Group Profit and Loss Account First Half / Second Half Split First half Second half (Unaudited) (Unaudited) Total year For the financial year ended 28 2001 2000 2001 2000 2001 2000 April 2001 £m £m £m £m £m £m Turnover 689.2 594.2 709.9 623.5 1,399.1 1,217.7 Operating profit before 45.0 28.3 39.9 39.5 84.9 67.8 exceptional items Share of losses of associated (0.1) (0.1) (0.1) (0.1) (0.2) (0.2) undertakings Exceptional items and amortisation of intangibles (2.6) (5.6) (2.8) (1.9) (5.4) (7.5) Profit on ordinary activities 42.3 22.6 37.0 37.5 79.3 60.1 before interest Interest (note 1) (5.5) (4.5) (7.0) (7.0) (12.5) (11.5) Profit on ordinary activities 36.8 18.1 30.0 30.5 66.8 48.6 before taxation Tax on profit on ordinary (11.1) (5.5) (7.2) (5.0) (18.3) (10.5) activities Profit on ordinary activities 25.7 12.6 22.8 25.5 48.5 38.1 after taxation Minority interests - equity (0.4) (0.3) (0.4) (0.2) (0.8) (0.5) Profit for the period 25.3 12.3 22.4 25.3 47.7 37.6 Earnings per share: Basic 7.9p 3.8p 7.0p 7.9p 14.9p 11.7p Adjusted (note 2) 8.5p 5.1p 7.7p 7.9p 16.2p 13.0p Notes 1. Interest in the second half of 1999/00 includes a £1.6m exceptional charge relating to an amount written off a fixed asset investment. 2. Adjusted earnings per share exclude exceptional items and amortisation of intangibles.

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