-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Amz20DGJUxQVvd1VK5Dmq1MtcVN3lpU/OYGawiq2pG4Q9b9GG5WVGAbnwlGdcUeY mSk7hDGW/LuC5usMdQqxSQ== 0001019687-08-004719.txt : 20081029 0001019687-08-004719.hdr.sgml : 20081029 20081029172957 ACCESSION NUMBER: 0001019687-08-004719 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20081029 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20081029 DATE AS OF CHANGE: 20081029 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LANTRONIX INC CENTRAL INDEX KEY: 0001114925 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER COMMUNICATIONS EQUIPMENT [3576] IRS NUMBER: 330362767 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-16027 FILM NUMBER: 081148675 BUSINESS ADDRESS: STREET 1: 15353 BARRANCA PARKWAY CITY: IRVINE STATE: CA ZIP: 92618 BUSINESS PHONE: 9494533990 MAIL ADDRESS: STREET 1: 15353 BARRANCA PARKWAY CITY: IRVINE STATE: CA ZIP: 92618 8-K 1 lantronix_8k-102908.htm CURRENT REPORT ON FORM 8-K lantronix_8k-102908.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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)

October 29, 2008
 
LANTRONIX, INC.
(Exact name of registrant as specified in its charter)

DELAWARE
 
1-16027
 
33-0362767
(State or other jurisdiction of incorporation)
 
(Commission File Number)
 
(IRS Employer
Identification No.)

15353 Barranca Parkway
Irvine, California 92618
(Address of principal executive offices, including zip code)

(949) 453-3990
(Registrant's telephone number, including area code)

Not Applicable
(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 (see General Instruction A.2. below):
 
 
[  ]   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))
 


 
 

 

Item 2.02 Results of Operations and Financial Condition.
 
On October 29, 2008, Lantronix, Inc. (the “Company”) issued a press release announcing preliminary results for its first fiscal quarter ended September 30, 2008.  The full text of this press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.
 

Item 9.01  Financial Statements and Exhibits.

(d)

Exhibit Number
 
Description
 
99.1
 
Press Release dated October 29, 2008.
 
     
 
 
 
 
 
 
 

 

 


 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.

 
Date: October 29, 2008
LANTRONIX, INC.
     
 
By: 
 /s/ Jerry D. Chase
 
   
Jerry D. Chase
President and Chief Executive Officer

 
 
 
 
 
 
 
 
 
 
 

 
 

 


EXHIBIT INDEX


Exhibit Number
 
Description
 
99.1
 
Press Release dated October 29, 2008.
 
     

EX-99.1 2 lantronix_8k-ex9901.htm PRESS RELEASE lantronix_8k-ex9901.htm

Exhibit 99.1
 
 


LANTRONIX REPORTS RESULTS FOR THE FIRST FISCAL QUARTER ENDED SEPTEMBER 30, 2008
NET REVENUES GROW BY 9 PERCENT

IRVINE, Calif., October 29, 2008 -- Lantronix, Inc. (Nasdaq: LTRX), a leading provider of secure, remote device networking and data center management technologies, today announced financial results for the first fiscal quarter ended September 30, 2008.


Highlights for the First Fiscal Quarter ended September 30, 2008

 
·
Net revenues were $14.2 million for the first fiscal quarter of 2009, an increase of 9%,  compared to $13.1 million for the first fiscal quarter of 2008;
 
 
·
Device networking net revenues were $13.5 million for the first fiscal quarter of 2009, an increase of 15%, compared to $11.8 million for the first fiscal quarter of 2008;
 
 
·
Operating expenses were $7.3 million for the first fiscal quarter of 2009, a decrease of 9%, compared to $8.1 million for the first fiscal quarter of 2008;
 
 
·
Net income of $184,000 for the first fiscal quarter of 2009, compared to a net loss of ($1.7) million for the first fiscal quarter of 2008;
 
 
·
Non-GAAP net income of $1.3 million for the first fiscal quarter of 2009, compared to a non-GAAP net loss of ($1.1) million for the first fiscal quarter of 2008.
 

During our last earnings call we stated our commitment to be more responsive to our customers, drive profitability, and generate positive cash flows,” said Jerry Chase, President and CEO.  “We also stated that with an improved financial situation, we would be able to focus our efforts on improving and expanding our product lines, and accelerating our growth and profitability.  For the first fiscal quarter of 2009, we are pleased to report positive progress toward our revenue, profitability and cash flow goals.”

Financial Results for the First Fiscal Quarter ended September 30, 2008

Net revenue was $14.2 million for the first fiscal quarter of 2009 compared to $13.1 million for the first fiscal quarter of 2008. Net revenue for the first fiscal quarter of 2009 included approximately $253,000 for a last-time purchase of one of our device networking products and approximately $213,000 for license revenues for one of our non-core products.

GAAP net income was $184,000, or $0.00 per share, for the first fiscal quarter of 2009 compared to a GAAP net loss of ($1.7) million, or ($0.03) per share, for the first fiscal quarter of 2008. GAAP net income for the first fiscal quarter of 2009 included a restructuring charge of $593,000.  The GAAP net loss for the first fiscal quarter of 2008 included expenses totaling approximately $1.0 million related to the departure of the Company's former president and chief executive officer and other former employees, expenses associated with the executive search for a permanent CEO, and $121,000 for a value added tax (VAT) liability in connection with an audit of a foreign subsidiary.

- more -
 
 

 
Page 2 of 8


Non-GAAP net income computed with the adjustments to GAAP reporting as set forth in the attached reconciliation was $1.3 million for the first fiscal quarter of 2009 compared to non-GAAP net loss of ($1.1) million for the first fiscal quarter of 2008.

Net revenue for the Americas region was $8.4 million for the first fiscal quarter of 2009, an increase of 6%, compared to $7.9 million for the first fiscal quarter of 2008. Net revenue for the EMEA region was $3.8 million for the first fiscal quarter of 2009, an increase of 13%, compared to $3.4 million for the first fiscal quarter of 2008. Net revenue for the Asia Pacific region was $2.0 million for the first fiscal quarter of 2009, an increase of 14%, compared to $1.7 million for the first fiscal quarter of 2008. As a percentage of net revenues, the Americas, EMEA and Asia Pacific regions were 59%, 27% and 14%, respectively, for the first fiscal quarter of 2009 compared to 61%, 26% and 13%, respectively, for the first fiscal quarter of 2008.

Gross profit margin was 52.9% for the first fiscal quarter of 2009, compared to 49.3% for the first fiscal quarter of 2008. The increase in gross profit margin percent was primarily attributable to increased absorption of manufacturing overhead costs as a result of higher net revenue and lower manufacturing costs, lower inventory reserve costs, and an increase in license revenue.

Selling, general and administrative expense was $5.2 million for the first fiscal quarter of 2009 compared to $6.3 million for the first fiscal quarter of 2008.  The first fiscal quarter of 2008 included expenses totaling approximately $880,000 related to the departure of the Company's former president and chief executive officer and other former employees, expenses associated with the executive search for a permanent CEO, and $121,000 for a VAT liability in connection with an audit of a foreign subsidiary.

Research and development expense was $1.5 million for the first fiscal quarter of 2009 compared to $1.8 million for the first fiscal quarter of 2008. The first fiscal quarter of 2008 included expenses totaling approximately $120,000 related to the departure of the former VP of Engineering.

Total operating expenses were $7.3 million for the first fiscal quarter of 2009 compared to $8.1 million for the first fiscal quarter of 2008. Operating expenses for the first fiscal quarter of 2009 included a restructuring charge of $593,000. Total operating expenses for the first fiscal quarter of 2008 included expenses totaling approximately $1.0 million related to the departure of the Company's former president and chief executive officer and other former employees, expenses associated with the executive search for a permanent CEO, and $121,000 for a VAT liability in connection with an audit of a foreign subsidiary.


 
 

 
Page 3  of  8



Balance Sheet Highlights

Cash and cash equivalents were $8.2 million as of September 30, 2008, an increase of $783,000 compared to $7.4 million as of June 30, 2008.

Accounts receivable, net, were $2.9 million as of September 30, 2008, a decrease of $1.3 million compared to $4.2 million as of June 30, 2008.

Inventories, net, were $8.1 million as of September 30, 2008, compared to $8.0 million as of June 30, 2008.

Accounts payable were $6.4 million as of September 30, 2008, a decrease of $1.3 million compared to $7.7 million as of June 30, 2008.

In August 2008, the Company entered into an amendment to its Line of Credit, which provides for a three-year $2.0 million Term Loan and a two-year $3.0 million Revolving Credit Facility. The Term Loan was funded on August 26, 2008. The addition of the Term Loan allows the Company to be more timely with our supply chain partners. This is an integral part of an ongoing initiative to optimize our supply chain with regards to cost, quality, and timeliness.

Working capital was $7.4 million as of September 30, 2008, an increase of $1.7 million compared to $5.7 million as of June 30, 2008.

NASDAQ Listing Compliance

On October 16, 2008, NASDAQ filed an immediately effective rule change with the Securities and Exchange Commission, providing that companies will not be cited for any new concerns related to bid price or market value of publicly held share deficiencies. The prior rules will be reinstated on Monday, January 19, 2009. As a result of the suspension, all companies presently in the compliance process, including Lantronix, will remain at that same stage of the process.

The NASDAQ letter has no effect on the listing of the Common Stock at this time. If the Company is not able to demonstrate compliance with the Rule by March 26, 2009 Lantronix will be notified that its common stock will be delisted. At that time, the Company may appeal the determination to delist its common stock.

Discussion of Non-GAAP Financial Measures
 
Non-GAAP net income (loss) consists of net income (loss) excluding share-based compensation, depreciation and amortization, litigation settlement, interest income (expense), other income (expense), income tax provision (benefit) and restructuring charges, as well as charges and gains that are driven primarily by discrete events that management does not consider to be directly related to the company's core operating performance.
 

 
 

 
Page 4 of  8

 
Lantronix believes that the presentation of non-GAAP net income (loss) provides important supplemental information to management and investors regarding financial and business trends relating to the company's financial condition and results of operations. The non-GAAP financial measures disclosed by the Company should not be considered a substitute for, or superior to, financial measures calculated in accordance with GAAP, and the financial results calculated in accordance with GAAP and reconciliations to those financial statements should be carefully evaluated. The non-GAAP financial measures used by the Company may be calculated differently from, and therefore may not be comparable to, similarly titled measures used by other companies. The Company has provided reconciliations of the non-GAAP financial measures to the most directly comparable GAAP financial measures.
 
Conference Call and Webcast

Management will conduct a conference call with simultaneous webcast on Wednesday, October 29, 2008 at 5:00 p.m. Eastern time. President and Chief Executive Officer Jerry Chase and Chief Financial Officer Reagan Sakai will be on the call to discuss the first fiscal quarter results and answer questions.

Interested parties may participate in the live conference call by dialing 800-901-5226 (International dial-in 617-786-4513) and entering passcode 31406106, prior to the initiation of the call. The live webcast of the conference call may be accessed by visiting About Us: Investor Relations: Presentations at the Lantronix web site at http://www.lantronix.com.
 
A telephonic replay of the conference call will be available through November 29, 2008 by dialing 888-286-8010 (international dial-in 617-801-6888) and entering passcode 73125603. The webcast will be archived on the Company's web site for twelve months.
 
About Lantronix

Lantronix, Inc. (Nasdaq: LTRX) is a global leader of secure communication technologies that simplify remote access, management and control of any electronic device. Its solutions empower businesses to make better decisions based on real-time information, and gain a competitive advantage by generating new revenue streams, improving productivity and increasing efficiency and profitability. Easy to integrate and deploy, Lantronix products remotely connect and control electronic equipment via the Internet; provide secure remote access to firewall-protected equipment; and enable remote management of IT equipment over the Internet. Founded in 1989, Lantronix serves some of the largest security, industrial and building automation, medical, transportation, retail/POS, financial, government, consumer electronics/appliances, IT/data center and pro-AV/signage entities in the world. The company's headquarters are located in Irvine, Calif. For more information, visit www.lantronix.com


 
 

 
Page 5 of 8

This news release contains forward-looking statements, including statements concerning our future business plans and focus. These forward-looking statements are based on current management expectations and are subject to risks and uncertainties that could cause actual reported results and outcomes to differ materially from those expressed in the forward-looking statements. Factors that could cause our expectations and reported results vary, include, but are not limited to: final accounting adjustments and results; quarterly fluctuations in operating results; our ability to identify and profitably develop new products that will be attractive to its target markets, including products in our device networking business and the timing and success of new product introductions; changing market conditions and competitive landscape; government and industry standards; market acceptance of our products by our customers; pricing trends; actions by competitors; future revenues and margins; changes in the cost or availability of critical components; unusual or unexpected expenses; and cash usage including cash used for product development or strategic transactions; and other factors that may affect financial performance. For a more detailed discussion of these and other risks and uncertainties, see our SEC filings, including our Quarterly Report on Form 10-Q for the quarter ended September 30, 2007 and our Annual Report on Form 10-K for the year ended June 30, 2008. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof, and the Company undertakes no obligation to update these forward-looking statements to reflect subsequent events or circumstances.
 
Investor Relations Contact:
 
Lantronix, Inc.
Reagan Y. Sakai, Chief Financial Officer
(949) 453-3990



– Tables to Follow –

 
 

 
Page 6  of  8


 
LANTRONIX, INC.
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
 
(In thousands)
 
 

   
September 30,
2008
   
June 30,
2008
 
Assets
           
Current assets:
           
Cash and cash equivalents
  $ 8,217     $ 7,434  
Accounts receivable, net
    2,933       4,166  
Inventories, net
    8,101       8,038  
Contract manufacturers' receivable
    745       676  
Prepaid expenses and other current assets
    669       566  
Total current assets
    20,665       20,880  
Property and equipment, net
    2,349       2,271  
Goodwill
    9,488       9,488  
Purchased intangible assets, net
    352       382  
Other assets
    164       144  
Total assets
  $ 33,018     $ 33,165  
Liabilities and stockholders' equity
               
Current liabilities:
               
Accounts payable
  $ 6,362     $ 7,684  
Accrued payroll and related expenses
    1,363       2,203  
Warranty reserve
    349       342  
Restructuring reserve
    649       744  
Short-term debt
    667       -  
Other current liabilities
    3,903       4,221  
Total current liabilities
    13,293       15,194  
Non-current liabilities:
               
Long-term liabilities
    217       210  
Long-term capital lease obligations
    491       515  
Long-term debt
    1,278       -  
Total non-current liabilities
    1,986       725  
Total liabilities
    15,279       15,919  
Commitments and contingencies
               
Stockholders' equity:
               
Common stock
    6       6  
Additional paid-in capital
    188,031       187,626  
Accumulated deficit
    (170,723 )     (170,907 )
Accumulated other comprehensive income
    425       521  
Total stockholders' equity
    17,739       17,246  
Total liabilities and stockholders' equity
  $ 33,018     $ 33,165  

 
# # #

 
 

 
Page 7  of  8


LANTRONIX, INC.
Unaudited Consolidated Statements of Operations
(In thousands, except per share data)

 
     
Three Months Ended
September 30,
 
     
2008 
     
2007 
 
Net revenue (1)
 
$
14,212
   
$
13,054
 
Cost of revenue
   
6,688
     
6,613
 
Gross profit
   
7,524
     
6,441
 
Operating expenses:
               
Selling, general and administrative 
   
5,208
     
6,279
 
Research and development
   
1,503
     
1,768
 
Restructuring charge
   
593
     
-
 
Amortization of purchased intangible assets 
   
18
     
18
 
 Total operatingexpenses
   
7,322
     
8,065
 
Income (loss) from operations 
   
202
     
(1,624
)
Interest expense, net
   
(26
)
   
(19
)
Other income, net
   
22
     
11
 
Income (loss) before income taxes
   
198
     
(1,632
)
Provision for income taxes
   
14
     
21
 
Net income (loss)
 
$
184
   
$
(1,653
)
Net income (loss) per share (basic)
 
$
0.00
   
$
(0.03
)
Net income (loss) per share (diluted) 
 
$
0.00
   
$
(0.03
)
Weighted-average shares (basic) 
   
60,374
     
59,943
 
Weighted-average shares (diluted)
   
60,479
     
59,943
 
(1) Includes net revenue from related party
 
$
181
   
$
291
 
 
 
 
 

 
Page 8  of  8


 
 
 
 
     
Three Months Ended
September 30,
 
     
2008 
     
2007 
 
                 
GAAP net income (loss)
  $ 184     $ (1,653 )
Non-GAAP adjustments:
               
Cost of revenues:
               
Share-based compensation
    12       27  
Depreciation and amortization
    42       40  
Total adjustments to cost of revenues
    54       67  
Selling, general and adminstrative:
               
Share-based compensation
    229       270  
Depreciation and amortization
    130       83  
Total adjustments to selling, general and administrative
    359       353  
Research and development:
               
Share-based compensation
    82       112  
Depreciation and amortization
    18       12  
Total adjustments to research and development
    100       124  
Restructuring charge
    593       -  
Amortization of purchased intangible assets
    18       18  
Interest expense, net
    26       19  
Other income, net
    (22 )     (11 )
Provision for income taxes
    14       21  
Total non-GAAP adjustments
    1,142       591  
Non-GAAP net income (loss)
  $ 1,326     $ (1,062 )
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