0001011570-15-000036.txt : 20150717 0001011570-15-000036.hdr.sgml : 20150717 20150717081714 ACCESSION NUMBER: 0001011570-15-000036 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20150717 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20150717 DATE AS OF CHANGE: 20150717 FILER: COMPANY DATA: COMPANY CONFORMED NAME: KNOLL INC CENTRAL INDEX KEY: 0001011570 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS FURNITURE & FIXTURES [2590] IRS NUMBER: 133873847 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12907 FILM NUMBER: 15992774 BUSINESS ADDRESS: STREET 1: 1235 WATER ST CITY: EAST GREENVILLE STATE: PA ZIP: 18041 BUSINESS PHONE: 2156797991 MAIL ADDRESS: STREET 1: 1235 WATER STREET CITY: EAST GREENVILLE STATE: PA ZIP: 18041 8-K 1 q220158-k.htm 8-K Q2 2015 8-K


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
Form 8-K
 
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 
Date of Report (Date of earliest event reported):  07/17/2015
 
Knoll, Inc.
(Exact name of registrant as specified in its charter)
 
Commission File Number:  001-12907
 
Delaware
  
13-3873847
(State or other jurisdiction of
  
(IRS Employer
incorporation)
  
Identification No.)
 
1235 Water Street, East Greenville, Pennsylvania 18041
(Address of principal executive offices, including zip code)
 
(215) 679-7991
(Registrant’s telephone number, including area code)
 
(Former name or former address, if changed since last report)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


[  ]   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


[  ]   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


[  ]   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


[  ]   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))






Item 2.02.    Results of Operations and Financial Condition
 
On July 17, 2015, Knoll, Inc. (the "Company") issued a press release reporting its financial results for the three-month period ending June 30, 2015. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.

The Company makes reference to non-GAAP financial measures in the attached press release. A reconciliation of these non-GAAP financial measures to the applicable GAAP financial measures is contained in the attached press release.
 
 Item 9.01.    Financial Statements and Exhibits
 
Exhibit 99.1 - Press Release, dated July 17, 2015, concerning financial results.
The information in this report and in the attached press release shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that Section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.
 
 

 
SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 
 
 
 
Knoll, Inc.
 
 
 
 
 
 
 
 
 
 
Date: July 17, 2015
 
By:
 
/s/    Michael A. Pollner
 
 
 
 
Michael A. Pollner
 
 
 
 
Senior Vice President, General Counsel & Secretary
 
 
 
 
 
 
 
 
 
 







EXHIBIT INDEX
 
Exhibit No.
  
Description
EX-99.1
  
Press Release



EX-99.1 2 q22015earningsrelease.htm EXHIBIT 99.1 Q2 2015 Earnings Release


1235 Water Street                    
East Greenville, PA 18041                
Tel 215 679-7991
Press Release        
Knoll Reports Double-Digit Operating Profit Margins
EAST GREENVILLE, PA, July 17, 2015 -- Knoll, Inc. (NYSE: KNL) today announced results for the second quarter ended June 30, 2015. Net sales were $268.6 million for the quarter, an increase of 1.0% from second quarter of 2014. Operating profit for the quarter was $28.3 million, compared to operating profit of $22.2 million in the second quarter of 2014. Net earnings for the second quarter of 2015 was $17.2 million, an increase of 59.3% when compared with the second quarter of 2014. Diluted earnings per share was $0.36 for the quarter compared to $0.23 per share in the prior year.
"Our strategy of diversifying our sources of revenue and profitability across workplace and high design residential settings is delivering the kind of improved profitability and double-digit margins we expect," commented Andrew Cogan, Knoll CEO. "While constant currency growth of 3.0% was slower than in Q1, we did benefit from a more profitable mix of business amongst and within our operating segments," he added.
Second Quarter Results
Second quarter 2015 financial results highlights are as follows:
Dollars in Millions, Except Per Share Data
 
Three Months Ended
 
Percent
 
 
6/30/2015
 
6/30/2014
 
Change
Net Sales
 
$
268.6

 
$
265.9

 
1.0
 %
Gross Profit
 
101.2

 
97.3

 
4.0
 %
Gross Profit %
 
37.7
%
 
36.6
%
 
3.0
 %
Operating Expenses
 
72.9

 
75.0

 
(2.8
)%
Operating Profit
 
28.3

 
22.2

 
27.5
 %
Operating Profit %
 
10.5
%
 
8.3
%
 
26.5
 %
Net Earnings
 
17.2

 
10.8

 
59.3
 %
Earnings Per Share - Diluted
 
0.36

 
0.23

 
56.5
 %





Net sales for the Office segment were $160.9 million during the second quarter of 2015, an increase of 1.1%, or 1.9% on a constant currency basis, when compared with the second quarter of 2014. Increased sales in the Office segment were the result of improved systems sales year-over-year; this increase in systems sales was partially offset by lower storage sales. Net sales for the Studio segment were $77.8 million, an increase of $1.4 million, or 1.8%, when compared with the second quarter of 2014. On a constant currency basis, Studio sales increased by 6.8% from a year ago. The increase in sales in the Studio segment was attributable to strong growth in North America and Holly Hunt. Net sales for the Coverings segment were $29.9 million, a decrease of (1.6%), or (0.7%) on a constant currency basis, when compared with the second quarter a year ago. Improved sales performance in our textiles business was offset by decreased sales in our leather businesses.
Gross profit for the second quarter of 2015 was $101.2 million, an increase of $3.9 million, or 4.0%, when compared with the same period in 2014. During the second quarter of 2015, gross margin (gross profit as a percentage of net sales) increased to 37.7% from 36.6% a year ago. The increase in gross margin from the second quarter of 2014 mainly resulted from benefits achieved from net price realization and foreign exchange savings across our segments.
Operating expenses were $72.9 million, or 27.1% of net sales, compared to $75.0 million, or 28.2% of net sales, for the second quarter of 2014. Increased showroom expenses associated with our Holly Hunt business and higher pension expense were offset with foreign exchange savings, lower incentive accruals, and other cost containment savings. Operating expenses in the second quarter of 2014 included $0.2 million of restructuring charges.
Operating profit for the second quarter of 2015 was $28.3 million, or 10.5% of net sales. Operating profit for the second quarter of 2014 was $22.2 million, or 8.3% of net sales. Operating profit for the Office segment was $9.1 million in the second quarter of 2015 compared to $6.4 million a year ago. Office segment operating margins increased year over year from 4.0% to 5.7%. Operating profit for the Studio segment was $12.1 million, an increase of $2.6 million, when compared with the second quarter of 2014. Studio operating margins for the second quarter of 2015 and 2014 were 15.6% and 12.4%, respectively. Operating profit for the Coverings segment was $7.1 million for the second quarter of 2015 compared to operating profit of $6.3 million for the second quarter of 2014. Operating margins for the Coverings segment increased from 20.7% a year ago to 23.7% for the second quarter of 2015.
During the second quarter of 2015 and 2014, other (income) expense was $0.2 million and $2.7 million, respectively. Foreign exchange losses during the second quarter of 2015 and 2014 were $0.4 million and $2.4 million, respectively. Other (income) expense for the second quarter of 2014 included $0.3 million of expense for the write-off of deferred financing fees related to the refinancing of our credit facility, which now matures in May 2019.
The mix of pretax income and the varying effective tax rates in the countries in which we operate directly affects our consolidated effective tax rate. The effective tax rate was 34.3% for the second quarter of 2015, as compared to 38.4% for the same period last year.
Net earnings for the second quarter 2015 was $17.2 million, or $0.36 diluted earnings per share, as compared to $10.8 million, or $0.23 per share, for the second quarter of 2014.
During the second quarter of 2015 and 2014, cash provided by operations was $33.8 million and $18.4 million, respectively. Capital expenditures for the period totaled $7.5 million compared to $9.9 million in the comparable period for 2014. During the second quarter of 2015, the Company paid a quarterly dividend of $5.8 million, or $0.12 per share, compared to a quarterly dividend of $5.7 million, or $0.12 per share, in the second quarter of 2014.






“Maintaining a strong and flexible balance sheet remains a top priority. Continued net earnings growth coupled with working capital improvement have enabled $26.0 million of debt paydown in the quarter. Our leverage ratio has improved from 2.94 a year ago to 2.22 as of Q2 2015,” commented Craig B. Spray, SVP & CFO.

Business Segment Results
The following information categorizes the Company's results into its defined reporting segments.
The Office segment serves corporate, government, healthcare, retail and other customers in the United States and Canada providing a portfolio of office furnishing solutions including office systems, seating, storage, tables, desks and KnollExtra® ergonomic accessories. The Office segment also includes international sales of our North American office products. The Studio segment includes KnollStudio®, Knoll Europe which sells primarily KnollStudio products, Richard Schultz® Design, and HOLLY HUNT®. The Coverings segment includes, KnollTextiles®, Spinneybeck®, Edelman® Leather, and Filzfelt. These businesses serve a wide range of customers offering high quality textiles and leather.

 
 
 
Three Months Ended
June 30,
Net Sales (in millions)
 
2015
 
2014
Office
 
$
160.9

 
$
159.1

Studio
 
77.8

 
76.4

Coverings
 
29.9

 
30.4

Total Net Sales
 
$
268.6

 
$
265.9



 
 
 
Three Months Ended
June 30,
Operating Profit (in millions)
 
2015
 
2014
Office
 
$
9.1

 
$
6.4

Studio
 
12.1

 
9.5

Coverings
 
7.1

 
6.3

Total Operating Profit
 
$
28.3

 
$
22.2


 





Reconciliation of Non-GAAP Financial Measures
This press release contains certain non-GAAP financial measures. A "non-GAAP financial measure" is defined as a numerical measure of a company's financial performance that excludes or includes amounts so as to be different than the most directly comparable measure calculated and presented in accordance with U.S. generally accepted accounting principles ("GAAP") in the statements of income, balance sheets, or statements of cash flow of the company. Pursuant to applicable reporting requirements, the company has provided reconciliations below of non-GAAP financial measures to the most directly comparable GAAP measure.

The non-GAAP financial measures presented within the company's earnings release are Net Sales, Adjusted and Adjusted EBITDA. These non-GAAP measures are not indicators of our financial performance under GAAP and should not be considered as an alternative to the applicable GAAP measure. These non-GAAP measures have limitations as analytical tools, and you should not consider them in isolation or as a substitute for analysis of our results as reported under GAAP. In addition, in evaluating these non-GAAP measures, you should be aware that in the future we may incur expenses similar to the adjustments in this presentation. Our presentation of these non-GAAP measures should not be construed as an inference that our future results will be unaffected by unusual or infrequent items. We compensate for these limitations by providing equal prominence of our GAAP results and using non-GAAP measures only supplementally.

The following table reconciles Net Sales, Adjusted to GAAP Net Sales for the periods indicated.
 
Office
 
Studio
 
Coverings
 
Knoll, Inc.
Q2 2015 Net Sales
$
160.9

 
$
77.8

 
$
29.9

 
$
268.6

Currency translation effects (1)
1.2

 
3.8

 
0.3

 
5.3

Q2 2015 Net Sales, Adjusted
162.1

 
81.6

 
30.2

 
273.9

 
 
 
 
 
 
 
 
Q2 2014 Net Sales
159.1

 
76.4

 
30.4

 
265.9

 
 
 
 
 
 
 
 
Adjusted Growth / (Decline) $
$
3.0

 
$
5.2

 
$
(0.2
)
 
$
8.0

Adjusted Growth / (Decline) %
1.9
%
 
6.8
%
 
(0.7
)%
 
3.0
%
(1) - Currency translation effects represent the estimated net impact of translating current period sales using the average exchange rates applicable to the comparable prior year period.

 





The following table illustrates the computation of our bank leverage calculation and is in accordance with our Second Amended and Restated Credit Agreement dated May 20, 2014.

 
6/30/2014
 
9/30/2014
 
12/31/2014
 
3/31/2015
 
6/30/2015
Debt Levels (1)
$
287.8

 
$
283.7

 
$
275.5

 
$
316.7

 
$
290.7

LTM Net Earnings ($mm)
27.7

 
34.8

 
46.6

 
56.2

 
62.6

LTM Adjustments
 
 
 
 
 
 
 
 
 
Interest
5.9

 
6.3

 
6.7

 
6.9

 
6.8

Taxes
17.5

 
21.8

 
29.2

 
35.0

 
37.2

Depreciation and Amortization
17.8

 
18.6

 
20.0

 
20.6

 
21.1

Non-cash items and Other (2)
29.1

 
22.1

 
11.9

 
5.7

 
3.3

LTM Adjusted EBITDA
$
98.0

(4) 
$
103.6

(4) 
$
114.4

(4) 
$
124.4


$
131.0

Bank Leverage Calculation (3)
2.94

 
2.74

 
2.41

 
2.55

 
2.22

 
 
 
 
 
 
 
 
 
 
(1) - Outstanding debt levels include outstanding letters of credit and guarantee obligations. Excess cash over $15.0 million reduces outstanding debt per the terms of our credit facility, a copy of which was filed with the Securities and Exchange Commission on May 21, 2014.
 
(2) - Non-cash items and Other includes, but is not limited to, a pension settlement and other postretirement benefit curtailment, stock-based compensation expenses, unrealized gains and losses on foreign exchange, and restructuring charges.
 
(3) - Debt divided by Last Twelve Months ("LTM") Adjusted EBITDA, as calculated in accordance with our credit facility.
 
(4) - Includes an annualized proforma EBITDA for HOLLY HUNT, which was acquired on February 3, 2014.






Conference Call Information
Knoll will host a conference call on Friday, July 17, 2015 at 10:00 A.M. EST to discuss its financial results.
The call will include slides; participants are encouraged to listen to and view the presentation via webcast at http://www.knoll.com; go to "About Knoll" and click on "Investor Relations".
The conference call may also be accessed by dialing:
North America     866 953-6857
International     617 399-3481
Passcode      60947842
A replay of the webcast can be viewed by visiting the Investor Relations section of the Knoll corporate website.
In addition, an audio replay of the conference call will be available through July 24, 2015 by dialing 888 286-8010. International replay: 617 801-6888 (Passcode: 22412538).

About Knoll
Knoll is recognized internationally for workplace and residential design that inspires, evolves and endures. Our portfolio of furniture, textile, leather and accessories brands, including Knoll, KnollStudio, KnollTextiles, KnollExtra, Spinneybeck, FilzFelt, Edelman Leather, and HOLLY HUNT, reflects our commitment to modern design that meets the diverse requirements of high performance offices and luxury interiors. A recipient of the National Design Award for Corporate and Institutional Achievement from the Smithsonian`s Cooper-Hewitt, National Design Museum, Knoll is aligned with the U.S. Green Building Council and the Canadian Green Building Council and can help organizations achieve Leadership in Energy and Environmental Design LEED workplace certification. Knoll is the founding sponsor of the World Monuments Fund Modernism at Risk program.





Cautionary Statement Regarding Forward-Looking Information
This press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements regarding Knoll, Inc.'s expected future financial position, results of operations, revenue and profit levels, cash flows, business strategy, budgets, projected costs, capital expenditures, products, competitive positions, growth opportunities, plans and objectives of management for future operations, as well as statements that include words such as "anticipate," "if," "believe," "plan," "goals,” "estimate," "expect," "intend," "may," "could," "should," "will," and other similar expressions are forward-looking statements. This includes, without limitation, our statements and expectations regarding any current or future recovery in our industry, our publicly announced plans for increased capital and investment spending to achieve our long-term revenue and profitability growth goals, and our expectations with respect to leverage. Such forward-looking statements are inherently uncertain, and readers must recognize that actual results may differ materially from the expectations of Knoll management. Knoll does not undertake a duty to update such forward-looking statements. Factors that may cause actual results to differ materially from those in the forward-looking statements include corporate spending and service-sector employment, price competition, acceptance of Knoll's new products, the pricing and availability of raw materials and components, foreign currency exchange, transportation costs, demand for high quality, well designed furniture solutions, changes in the competitive marketplace, changes in the trends in the market for furniture or coverings, the financial strength and stability of our suppliers, customers and dealers, access to capital, our ability to successfully integrate acquired businesses, and other risks identified in Knoll's annual report on Form 10-K, and other filings with the Securities and Exchange Commission. Many of these factors are outside of Knoll's control.

Contacts
Investors:
Craig B. Spray
Senior Vice President and Chief Financial Officer
Tel 215 679-1752
cspray@knoll.com
Media:
David E. Bright
Senior Vice President, Communications
Tel 212 343-4135
dbright@knoll.com





KNOLL, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Dollars in thousands, except per share data)
 
 
 
Three Months Ended
June 30,
 
Six Months Ended
June 30,
 
 
2015
 
2014
 
2015
 
2014
 
 
(Unaudited)
 
(Unaudited)
 
(Unaudited)
 
(Unaudited)
Net sales
 
$
268,622

 
$
265,943

 
$
535,120

 
$
495,544

Cost of sales
 
167,431

 
168,669

 
338,620

 
321,672

Gross profit
 
101,191

 
97,274

 
196,500

 
173,872

Selling, general, and administrative expenses
 
72,936

 
74,833

 
145,946

 
139,555

Restructuring charges
 

 
203

 

 
795

Operating profit
 
28,255

 
22,238

 
50,554

 
33,522

Interest expense
 
1,851

 
1,944

 
3,736

 
3,615

Other (income) expense, net
 
200

 
2,700

 
(6,957
)
 
196

Income before income tax expense
 
26,204

 
17,594

 
53,775

 
29,711

Income tax expense
 
8,982

 
6,753

 
19,118

 
11,038

Net earnings
 
17,222

 
10,841

 
34,657

 
18,673

Net loss attributable to noncontrolling interests
 
(17
)
 
(14
)
 
(25
)
 
(8
)
Net earnings attributable to Knoll, Inc. stockholders
 
$
17,239

 
$
10,855

 
$
34,682

 
$
18,681

 
 
 
 
 
 
 
 
 
Earnings per share attributable to Knoll, Inc. stockholders:
 
 
 
 
 
 
 
 
Basic
 
$
0.36

 
$
0.23

 
$
0.73

 
$
0.40

Diluted
 
$
0.36

 
$
0.23

 
$
0.72

 
$
0.39

 
 
 
 
 
 
 
 
 
Weighted-average shares outstanding:
 
 
 
 
 
 
 
 
Basic
 
47,760,961

 
47,365,780

 
47,705,222

 
47,283,396

Diluted
 
48,509,546

 
47,974,559

 
48,445,060

 
48,012,233

 





KNOLL, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Dollars in thousands)
 
 
 
June 30, 2015
 
December 31, 2014
 
 
(Unaudited)
 
 
ASSETS
 
 
 
 
Current assets:
 
 
 
 
Cash and cash equivalents
 
$
10,342

 
$
19,021

Customer receivables, net
 
104,374

 
114,551

Inventories
 
143,440

 
140,835

Prepaid and other current assets
 
39,426

 
37,412

Total current assets
 
297,582

 
311,819

Property, plant, and equipment, net
 
164,649

 
165,019

Goodwill and Intangible assets, net
 
380,830

 
382,657

Other non-current assets
 
8,305

 
9,448

Total Assets
 
$
851,366

 
$
868,943

LIABILITIES AND EQUITY
 
 
 
 
Current liabilities:
 
 
 
 
Current maturities of long-term debt
 
$
10,000

 
$
10,000

Accounts payable
 
75,738

 
114,914

Other current liabilities
 
96,283

 
106,860

Total current liabilities
 
182,021

 
231,774

Long-term debt
 
264,000

 
248,000

Other non-current liabilities
 
176,554

 
175,951

Total liabilities
 
622,575

 
655,725

Total equity
 
228,791

 
213,218

Total Liabilities and Equity
 
$
851,366

 
$
868,943







KNOLL, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Dollars in thousands)
 
 
 
Six Months Ended
 
 
June 30,
 
 
2015
 
2014
 
 
(Unaudited)
 
(Unaudited)
Net earnings
 
$
34,657

 
$
18,673

Cash Flows provided by Operating Activities
 
7,442

 
31,277

Cash Flows used in Investing Activities
 
(12,670
)
 
(111,405
)
Cash Flows provided by (used in) Financing Activities
 
(1,169
)
 
76,296

Effect of exchange rate changes on cash and cash equivalents
 
(2,282
)
 
279

Decrease in cash and cash equivalents
 
(8,679
)
 
(3,553
)
Cash and cash equivalents at beginning of period
 
19,021

 
12,026

Cash and cash equivalents at end of period
 
$
10,342

 
$
8,473




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