-----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, U+Gs6/4djVfjW/l+on0lbEVXKBuWIOrLv6kmhhO/qO50+iwN+Jg2ZcL9s3v4CtdG 1d0hla7XX60Xx8Uu17UtBA== 0001095811-00-001494.txt : 20000516 0001095811-00-001494.hdr.sgml : 20000516 ACCESSION NUMBER: 0001095811-00-001494 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20000331 FILED AS OF DATE: 20000515 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PACER TECHNOLOGY CENTRAL INDEX KEY: 0000275866 STANDARD INDUSTRIAL CLASSIFICATION: ADHESIVES & SEALANTS [2891] IRS NUMBER: 770080305 STATE OF INCORPORATION: CA FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 000-08864 FILM NUMBER: 633806 BUSINESS ADDRESS: STREET 1: 9420 SANTA ANITA AVE CITY: RANCHO CUCAMONGA STATE: CA ZIP: 91730-6117 BUSINESS PHONE: 9099870550 MAIL ADDRESS: STREET 2: 9420 SANTA ANITA AVE CITY: RACHO CUCAMONGA STATE: CA ZIP: 91730 FORMER COMPANY: FORMER CONFORMED NAME: PACER TECHNOLOGY & RESOURCES INC DATE OF NAME CHANGE: 19841203 10-Q 1 FORM 10-Q FOR QUARTER ENDED MARCH 31, 2000 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended: March 31, 2000 ------------------------------------- OR [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from __________________ to____________________ Commission file number 0-8864 ------ PACER TECHNOLOGY - -------------------------------------------------------------------------------- (Exact name of small business issuer as specified in its charter) CALIFORNIA 77-0080305 - --------------------------------- ---------------------- (State or other jurisdiction (I.R.S. Employer of incorporation or organization) Identification Number) 9420 Santa Anita Avenue, Rancho Cucamonga, California 91730-6117 - ----------------------------------------------------- ---------------------- (Address of principal executive offices) (Zip Code) (909) 987-0550 - -------------------------------------------------------------------------------- (Registrant's telephone number, including area code) Not Applicable - -------------------------------------------------------------------------------- (Former name, former address and former fiscal year, if changed, since last year) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports); and (2) has been subject to such filing requirements for the past 90 days. YES XX NO . ---- ---- APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. 16,675,475 shares of Common Stock at March 31, 2000 2 PART I - FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS PACER TECHNOLOGY AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (IN THOUSANDS EXCEPT SHARE AMOUNTS)
March 31, June 30, -------- -------- 2000 1999 -------- -------- (unaudited) ASSETS CURRENT ASSETS: Cash $ 343 $ 534 Trade receivables, less allowance for doubtful accounts of $238 and $904, respectively 8,075 8,810 Other receivables 264 132 Notes receivable - Current (note 2) 158 220 Inventories (note 3) 12,779 13,706 Prepaid expenses 463 618 Deferred income taxes 996 996 -------- -------- Total Current Assets 23,078 25,016 EQUIPMENT AND LEASEHOLD IMPROVEMENTS: Cost 7,091 6,873 Accumulated depreciation & amortization (5,365) (4,950) -------- -------- Total Equipment & Leasehold Improvements 1,726 1,923 Notes Receivable Long-term 15 53 Deferred income taxes 283 192 Cost in excess of net assets acquired, net 3,196 3,407 Other Assets 25 27 -------- -------- Total Assets $ 28,323 $ 30,618 ======== ======== LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES: Current Portion of long-term debt (note 4) $ 917 $ 917 Accounts payable 3,910 3,619 Accrued payroll and related expenses 461 469 Other accrued expenses 565 1,186 -------- -------- Total Current Liabilities 5,853 6,191 Long-term debt, excluding current installments (note 4) 10,482 11,786 -------- -------- Total Liabilities 16,335 17,977 STOCKHOLDERS' EQUITY: Common stock, no par value Authorized: 50,000,000 shares; issued and outstanding: 16,675,475 shares at March 31, 2000 and 16,789,975 shares at June 30, 1999 8,653 8,802 Retained Earnings 3,341 3,899 Accumulated other comprehensive income (6) (13) Notes Receivable from Directors -- (47) -------- -------- Total stockholders' equity 11,988 12,641 -------- -------- Total Liabilities and Shareholders' Equity $ 28,323 $ 30,618 ======== ========
See accompanying notes to condensed consolidated financial statements. 2 3 PACER TECHNOLOGY AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (IN THOUSANDS EXCEPT PER SHARE AMOUNTS) (UNAUDITED)
Three-Months Ended Nine-Months Ended March 31, March 31, ----------------------- ----------------------- 2000 1999 2000 1999 -------- -------- -------- -------- Net Sales $ 11,119 $ 9,994 $ 35,756 $ 35,492 Cost of Sales 8,681 6,869 24,976 23,313 -------- -------- -------- -------- Gross Profit 2,438 3,125 10,780 12,179 Selling, General and Administrative Expenses 4,641 3,438 10,757 9,675 Restructuring Charges 315 -- 315 -- -------- -------- -------- -------- Operating Income (Loss) (2,518) (313) (292) 2,504 Other (Income) Expense: Interest expense, net 235 242 730 762 Other income, net (8) (18) (86) (133) -------- -------- -------- -------- Income/(Loss) before income taxes (2,745) (537) (936) 1,875 Income tax expense (benefit) (1,138) (145) (378) 889 -------- -------- -------- -------- Net Income (Loss) $ (1,607) $ (392) $ (558) $ 986 ======== ======== ======== ======== Basic Earnings (Loss) Per Share $ (0.10) $ (0.02) $ (0.03) $ 0.06 ======== ======== ======== ======== Weighted Average Shares - Basic 16,666 16,116 16,761 15,965 ======== ======== ======== ======== Diluted Earnings (Loss) Per Share $ (0.10) $ (0.02) $ (0.03) $ 0.06 ======== ======== ======== ======== Adjusted Weighted Average Shares - Diluted 16,666 16,116 16,761 17,369 ======== ======== ======== ========
See accompanying notes to condensed consolidated financial statements. 3 4 PACER TECHNOLOGY AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) (IN THOUSANDS)
Nine-Months Ended March 31, ----------------------- 2000 1999 -------- -------- Net Income (Loss) $ (558) $ 986 Adjustments to reconcile net income(loss) to net cash provided by (used in) operating activities: Depreciation 415 485 Amortization of other assets 211 212 (Gain) Loss on sale of property and equipment (10) 11 Increase (decrease) in allowance for doubtful accounts (666) 401 (Increase) decrease in trade accounts receivable 1,401 (1,847) (Increase) decrease in other receivables (125) 32 Decrease in notes receivables 100 (2,160) Decrease in prepaid expenses and other assets 157 11 Increase in deferred income taxes (91) -- Increase (decrease)in accounts payable 291 (240) Increase (decrease) in accrued payroll and related expenses (8) 165 Increase (decrease) in accrued expenses and other liabilities (621) 24 -------- -------- Net Cash Provided by (Used in) Operating Activities 1,423 (1,849) Cash Flows from Investing Activities: Proceeds from sale of property and equipment 38 -- Capital expenditures (246) (654) -------- -------- Net Cash Used in Investing Activities (208) (654) Cash Flows from Financing Activities: Payments on line of credit (13,618) (22,357) Payments on term loan (688) (1,049) Borrowings on long-term debt 13,002 25,911 Issuance of Common Stock 50 334 Repurchase of Common Stock (199) -- Repayment of Notes Receivables from Directors 47 64 -------- -------- Net Cash Provided by (Used in) Financing Activities (1,406) 2,903 Net increase (decrease) in cash (191) 400 Cash at beginning of period 534 277 -------- -------- Cash at End of Nine-Month Period $ 343 $ 677 ======== ========
See accompanying notes to condensed consolidated financial statements. 4 5 PACER TECHNOLOGY AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) 1. CONSOLIDATED FINANCIAL STATEMENTS: The consolidated financial statements for the three-month and the nine-month periods ended March 31, 2000 and March 31, 1999 have been prepared by the Company without audit. In the opinion of Management, adjustments necessary to present fairly the consolidated financial position at March 31, 2000 and the results of operations for the period then ended have been made. All such adjustments are of a normal recurring nature. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted. It is suggested that these consolidated financial statements be read in conjunction with the consolidated financial statements and notes thereto included in the Company's Annual Report to shareholders. The results of operations for the periods ended March 31, 2000 and March 31, 1999 are not necessarily indicative of the operating results for the full year. 2. NOTES RECEIVABLE: Several customers have converted trade receivable balances to term notes. The notes are payable in monthly installments of principal and interest at a rate higher than the rate of interest charged to Pacer for its borrowing of funds from its predominant bank. 3. INVENTORIES: Inventories consisted of the following: March 31, 2000 June 30, 1999 -------------- ------------- (In thousands) Raw materials $ 7,265 $ 7,456 Work-in-process 350 571 Finished goods 5,164 5,679 ------- ------- Total inventories $12,779 $13,706 ======= ======= 4. LONG-TERM DEBT: On January 19, 1999, we obtained a new line of credit from a bank under which we may borrow up to $18.0 million, primarily for working capital requirements. Borrowings under the credit line bear interest at the bank's prime rate (9% at March 31, 2000) less 0.5%, or a rate based on the bank's LIBOR base rate from time to time in effect. At March 31, 2000, $5 million of our borrowings under this credit line bore interest at the Bank's LIBOR Rate of 6.125% plus 1.625 and another $3 million bore interest at a LIBOR rate of 6.25% plus 1.625. We are required to make monthly interest-only payments on this credit line until its maturity date of January 2, 2001. Prepayments of the principal balance are permitted without penalty. In December 1999 the bank agreed to permit us to use a portion of the borrowings under the credit line to repurchase shares of our common stock in the open market in amounts not to exceed an aggregate of $100,000 per fiscal quarter. In addition, we have entered into other agreements with the bank as follows: (1) Commercial Letter of Credit, Standby Letter of Credit, and Banker's Acceptance sub-features, each not to exceed $5.0 million from January 19, 1999 to January 2, 2001. As of March 31, 2000, outstanding letters of credit totaled $44,000. 5 6 (2) A term loan of $2.75 million effective January 19, 1999, with a maturity date of January 2, 2002. Principal became payable beginning March 2, 1999 in monthly installments of $76,000 each. This term loan bears interest at the Prime Rate (9.00% at March 31, 2000) less 0.5%. On March 8, 2000, the Company entered into a three-month fixed LIBOR base rate on this facility of 6.125% plus 1.625 initial spread. As of March 31, 2000 the outstanding balance was $1.8 million. (3) A term loan commitment of $750,000 effective January 19, 1999, with an original maturity date of January 2, 2000. Borrowings under this term loan commitment bear interest at the Prime Rate (9.00% at March 31, 2000) less 0.5%. At March 31, 2000 there were no borrowings under commitment. On January 14, 2000, the term loan commitment was extended for an additional one-year term to January 2, 2001. The agreements with the bank require us to maintain certain financial ratios and require us to meet certain restrictive covenants. As of March 31, 2000, we were in compliance with all of these covenants with the exception of an EBITDA covenant, which non-compliance was waived by the bank. 5. COMMITMENTS AND CONTINGENCIES: We have entered into sales agreements with many of our customers that contain pricing terms, including the amounts of promotional allowances and co-op advertising, renewability clauses, and provisions that convey trademark rights. Each of these agreements is unique and may include one or more of these features as part of its terms. A lawsuit was filed on September 27, 1999 in the Superior Court of California by James T. Munn and Roberto J. Cavazos, Jr., former officers of the Company. The lawsuit alleged that Pacer and its Board of Directors breached their fiduciary duties to shareholders and that the Board of Directors sought special treatment in a proposed sale of the Company in June 1998 and cites their failure to publicly disclose the offer to shareholders. The Company filed a demurrer to the complaint which led the court to dismiss the suit. On March 15, 2000, the plaintiffs re-filed their suit in the California Superior Court as a shareholder derivative action in which they are seeking unspecified damages. The Company intends to vigorously defend against the suit and management believes that it is unlikely the plaintiffs will prevail and also believes that such litigation will be resolved without material effect on Pacer's financial position, results of operations or cash flows. 6. COMPREHENSIVE INCOME: On July 1, 1998, the Company adopted Financial Accounting Standard Board's Statement of Financial Accounting Standards No. 130 (SFAS No. 130), "Reporting Comprehensive Income". SFAS No. 130 establishes standards for reporting and presentation of comprehensive income and its components in a full set of financial statements. Comprehensive income consists of net income or loss and foreign currency translation adjustments. The total comprehensive loss for the quarter ended March 31, 2000 was $1.6 million compared to a loss of $.4 million for the same quarter in the prior fiscal year. The difference is the result of an increase in net loss. The total comprehensive loss for the nine-month period ended March 31, 2000 was $.6 million compared to comprehensive income of $1.0 million for the comparable nine-month period in the prior fiscal year. The difference was primarily the result of a increase in net loss. The impact of changes in foreign currency valuation was nominal and did not materially affect total comprehensive income or loss. 6 7 7. RESTRUCTURING CHARGE: In the quarter ended March 31, 2000, we implemented a program designed to restructure and streamline operations in order to lower our cost structure. In connection with that program we recorded a pre-tax restructuring charge of $315,000 for the quarter ended March 31, 2000. The restructuring program currently contemplates the consolidation of our four current facilities, including our Memphis, Tennessee facility, into one new facility to be located in Southern California, in December of 2000. The restructuring charge includes $264,000 that relates to lease termination charges associated with these actions. The other $51,000 relates to employee termination benefits arising from the termination of approximately 6 warehouse employees at our Memphis, Tennessee facility by June 30, 2000. As of March 31, 2000 none of these benefits have been paid. Because the payment of benefits will be deferred over a period of up to five-months, cash payments will occur after jobs have been eliminated. Other costs directly related to the consolidation, such as equipment and product relocation charges, are estimated to be approximately $310,000 and will be expensed as incurred. 7 8 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS. RESULTS OF OPERATION The following table presents each of the line items from the Company's statements of operations for the three and nine month periods ended March 31, 2000 and 1999 as a percentage of net sales:
Three Months Ended Nine Months Ended March 31, March 31, -------------------- -------------------- 2000 1999 2000 1999 ----- ----- ----- ----- Sales 100.0% 100.0% 100.0% 100.0% Gross Profit 21.9% 31.3% 30.1% 34.3% Selling, General and Administrative Expense 44.6% 34.4% 31.0% 27.3% Operating Profit/(Loss) (22.7%) (3.1%) (0.9%) 7.0% Interest Expense, net (2.1%) (2.4%) (2.0%) (2.1%) Other (Income) loss - net 0.1% 0.1% 0.3% 0.4% Income (loss) before income taxes (24.7%) (5.4%) (2.6%) 5.3%
Net Sales. Net sales for the quarter ended March 31, 2000 increased by 11.3% to $11.1 million from $10.0 million for the same quarter in the prior year. This increase was primarily attributable to increased demand for the Company's Super Glue products. This increase largely offset the loss of sales in the second quarter of fiscal 2000 that resulted from a customer's decision to offer its own private label holiday gift sets in place of the gift sets that we had sold to the customer in prior years. As a result, net sales for the nine-months ended March 31, 2000 were approximately equal to our net sales for the same nine months of fiscal 1999. Gross Profit. Our gross profit for the quarter ended March 31, 2000 was $2.4 million, or 21.9% of sales versus $3.1 million, or 31.3% of sales in the same period in the prior year. This decrease was primarily due to an inventory write-down of $1.5 million in the quarter ended March 31, 2000. In the absence of the inventory write-down, our gross profit, as a percent of net sales, would have been 35.4%. The gross profit in the prior year was affected by product returns, sales discounts and charge backs associated with the retail account base and expenses associated with the Cook Bates business integration. For the nine-months ended March 31, 2000, gross profit was $10.8 million or 30.1% of net sales, compared to $12.2 million or 34.3% of sales for the same period in the prior year. Excluding the inventory write-down, the gross profit for the first nine-months of fiscal 2000 would have been 34.1% as compared to 34.3% for the comparable nine-month period last year. That difference was the result of a change in the mix of products sold to include a greater proportion of lower margin products in the nine months ended March 31, 2000 than in the corresponding period of the prior year. Selling, General and Administrative Expenses. Selling, general and administrative expenses for the quarter ended March 31, 2000 were $5.0 million or 44.6% of net sales as compared to $3.4 million or 34.4% of sales for the same quarter of the prior year. This increase was primarily due to non-recurring expenses consisting of asset write-downs associated with promotional and advertising expenses in the amount of $1.3 million and a restructuring charge of $0.3 million. Without these non-recurring items, selling, general and administrative expenses would have been largely unchanged in the quarter ended March 31, 2000 from the same quarter of the prior year. For the nine-month period ended March 31, 2000, selling, general and administrative expenses were $11.1 million, or 31.0% of sales as compared to $9.7 million or 27.3% of sales for the same nine-month period in the prior year. This increase includes the asset write-downs and the restructuring charge mentioned above that occurred in the third quarter of this year, and approximately $324,000 of expenses incurred to defend a proxy contest waged by a group of dissident shareholders at 8 9 our annual shareholders meeting held in November 1999. These selling, general and administrative expense increases in the current year were partially offset by cost reductions in bad debt and administrative payroll expense. The operating losses and net losses we incurred in the three and nine month periods ended March 31, 2000 were attributable to the declines in gross profit and the increases in general, selling and administrative expenses described above. LIQUIDITY AND CAPITAL RESOURCES: Net cash consumed by all activities during the first nine-months of fiscal year 2000 was $191,000, compared to cash provided of $400,000 during the first nine-months of the prior year. Cash provided by operations during the first nine-months of fiscal year 2000 was $1.4 million compared to cash consumed of $1.8 million during the comparable period in fiscal year 1999. Cash flow from operations improved during the current year due to a decrease in trade accounts receivable and inventories, partially offset by decreases in accrued expenses compared to the prior year. Cash consumed by investing activities during the first nine-months of fiscal year 2000 was $207,000 as compared to $654,000 during the comparable period in fiscal year 1999. Cash flow from investing activities improved during the current year due to lower capital expenditures in fiscal 2000 as compared to fiscal 1999 when we incurred acquisition related capital expenditures. Cash consumed by our financing activities was $1.4 million during the first nine months of fiscal year 2000 as compared to cash provided of $2.9 million during the same period in fiscal year 1999. Net borrowings on the line of credit decreased during the current year as cash flow improved due to a decrease in trade receivable balances and a reduction in capital expenditures compared to the prior year. The increase in the cash flow from financing activities during the first nine-months of fiscal year 1999 was attributed primarily to an increase in the Company's long term debt utilized to finance working capital and capital equipment to support higher volumes generated by the Cook Bates acquisition. We anticipate continued utilization of our credit line to meet cash requirements for working capital and capital equipment purchases during the coming year. We believe that borrowings under the credit line, together with internally generated cash flow will be sufficient to support the needs of the operation for at least the ensuing 12 months. RECENT ACCOUNTING PRONOUNCEMENTS In June 1998, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 133, "Accounting for Derivative Instruments and Hedging Activities" ("SFAS 133"). SFAS 133 establishes accounting and reporting standards for derivative instruments, including derivative instruments embedded in other contracts, and hedging activities. SFAS 133 is effective for all fiscal quarters of fiscal years beginning after June 15, 2000. Application of this accounting standard is not expected to have a material impact on the Company's consolidated financial position, results of operations or liquidity. CAUTIONARY STATEMENT The Private Securities Litigation Reform Act of 1995 provides a "safe harbor" for forward-looking statements. Certain information contained in the Company's filings with the Securities and Exchange Commission (as well as information included in oral statements or other written statements made or to be made by the Company) include statements that are forward-looking, such as statements relating to plans for future activities. Such forward-looking information involves important risks and uncertainties that could significantly affect results in the future and, accordingly, such results may differ from those expressed in any forward-looking statements made by or on behalf of 9 10 the Company. These risks and uncertainties include, but are not limited to, those relating to foreign and domestic economic conditions, seasonal and weather fluctuations, expansion and other activities of competitors, changes in federal or state laws and the administration of such laws and the general condition of the economy. PART II -- OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS A lawsuit was filed on September 27, 1999 in the Superior Court of California by James T. Munn and Roberto J. Cavazos, Jr., former officers of the company. The lawsuit alleges that Pacer Technology and its Board of Directors breached their fiduciary duties to shareholders and that the Board of Directors sought special treatment in a proposed sale of the Company in June 1998 and also cites a failure to publicly disclose the offer to shareholders. The Company filed a demurrer to the complaint which led to the Court to dismiss the suit. On March 15, 2000, the plaintiffs re-filed their suit in the California Superior Court as a shareholder derivative action in which they are seeking unspecified damages. The Company intends to vigorously defend against the suit and management believes that it is unlikely the plaintiffs will prevail and also believes that such litigation will be resolved without material effect on Pacer's financial position, results of operations or cash flows. ITEM 6. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K. (a) Exhibits: Exhibit No. Description ----------- ----------- 27 Financial Data Schedule (b) Reports on Form 8-K On February 11, 2000, the registrant filed a Current Report on Form 8-K to disclose, under Item 5, that the Company's Board of Directors had appointed Mr. Ellis T. Gravette Jr. to its Board of Directors. 10 11 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 thereunto duly authorized. PACER TECHNOLOGY Dated: May 15, 2000 By: /s/ TOM NIGHTINGALE III ------------- ------------------------------------- Tom Nightingale III President/Chief Executive Officer Dated: May 15, 2000 By: /s/ LAURENCE HUFF ------------- ------------------------------------- Laurence Huff Chief Financial Officer 11 12 EXHIBIT INDEX EXHIBIT NUMBER DESCRIPTION ------- ----------- 27 Financial Data Schedule EX-27 2 FINANCIAL DATA SCHEDULE
5 1,000 9-MOS JUN-30-2000 JUL-01-1999 MAR-31-2000 343 0 8,313 238 12,779 23,078 7,091 5,365 28,323 5,853 0 0 0 8,653 0 28,323 35,756 35,756 24,976 11,072 (86) 0 730 (936) (378) (558) 0 0 0 (558) (.03) .00
-----END PRIVACY-ENHANCED MESSAGE-----