8-K

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

 
July 7, 2003
Date of Report (Date of Earliest Event Reported)
 

Schering-Plough Corporation

(Exact name of registrant as specified in its charter)

New Jersey	1-6571	22-1918501
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification Number)

 
2000 Galloping Hill Road
Kenilworth, NJ 07033
(Address of principal executive offices, including Zip Code)

(908) 298-4000
(Registrant’s telephone number, including area code)

TABLE OF CONTENTS

	Item 5. Other Events and Regulation FD Disclosure
	Item 7. Financial Statements and Exhibits
SIGNATURES
Exhibit Index
PRESS RELEASE
PRESS RELEASE
PRESS RELEASE

Item 5. Other Events and Regulation FD Disclosure

Schering-Plough Corporation on July 7, 2003 issued press releases titled “Schering-Plough Comments on Earnings Outlook”, “Fred Hassan, Schering-Plough Chairman and CEO, Highlights Several New Action Steps in Turnaround Program”, and “Schering-Plough Announces New Organizational Structure For Global Pharmaceutical Business.” The press releases are attached to this 8-K as Exhibits 99.1, 99.2 and 99.3, respectively.

Item 7. Financial Statements and Exhibits

(c)  Exhibits. The following exhibits are filed with this 8-K:

99.1     Press Release Dated July 7, 2003, Titled “Schering-Plough Comments on Earnings Outlook”

99.2     Press Release Dated July 7, 2003, Titled “Fred Hassan, Schering-Plough Chairman and CEO, Highlights Several New Action Steps in Turnaround Program”

99.3     Press Release Dated July 7, 2003, Titled “Schering-Plough Announces New Organizational Structure For Global Pharmaceutical Business”

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.

Schering-Plough Corporation

By: /s/Thomas H. Kelly
Thomas H. Kelly
Vice President and Controller

Date: July 7, 2003

Exhibit Index

The following exhibits are filed with this 8-K:

99.1     Press Release Dated July 7, 2003, Titled “Schering-Plough Comments on Earnings Outlook”

99.2     Press Release Dated July 7, 2003, Titled “Fred Hassan, Schering-Plough Chairman and CEO, Highlights Several New Action Steps in Turnaround Program”

99.3     Press Release Dated July 7, 2003, Titled “Schering-Plough Announces New Organizational Structure For Global Pharmaceutical Business”

EX-99.1 3 y88216exv99w1.htm PRESS RELEASE

Exhibit 99.1

	News Release
	Schering-Plough Corporation 2000 Galloping Hill Road Kenilworth, New Jersey 07033-0530

FOR RELEASE: IMMEDIATELY	Investor Contacts:	Geraldine U. Foster Lisa W. DeBerardine Janet M. Barth (908) 298-7436
	Media Contact:	Robert J. Consalvo (908) 298-7409

SCHERING-PLOUGH COMMENTS ON EARNINGS OUTLOOK

KENILWORTH, N.J., July 7, 2003 – Schering-Plough Corporation (NYSE: SGP) today reported that 2003 second quarter diluted earnings are expected to be approximately 12 cents per share. This follows earnings of 12 cents per share in the 2003 first quarter, in the wake of the loss of U.S. sales and profits of the CLARITIN prescription franchise, which was introduced for over-the-counter sale in December 2002. The company’s earnings guidance for the second quarter excludes any possible charges for unusual items.

     Schering-Plough noted that the earnings estimate reflects continuing competitive pressures on its major product franchises. As previously reported, the company’s prescription allergy franchise (CLARINEX antihistamine and NASONEX nasal spray) is experiencing intense competition in the U.S. allergy market and its hepatitis C franchise (PEG-INTRON/REBETOL combination therapy) is being negatively impacted by a new competitor launched earlier this year.

     “Since joining Schering-Plough in late April, I have been working to implement a long-term Action Agenda aimed at stemming the declines in market shares, and getting Schering-Plough growing again,” said Fred Hassan, chairman and chief executive officer. “While addressing the company’s business situation, we have also been focusing as a top priority on our regulatory, legal and compliance issues. Based on what I have learned to date, I remain convinced that – as I outlined in our five-point Action Agenda – we can stabilize our company, repair it and subsequently launch a turnaround.”

     The company has started taking actions aimed at addressing the competitive challenges

-more-

- 2 -

and stemming the declines in market share for key products. However, Hassan cautioned that this may take some time. “Our objective for Schering-Plough is to build a solid foundation for growth – it’s not about making quick fixes,” he said. Hassan emphasized that during the second half of 2003, the company faces additional private-label competition for its OTC CLARITIN line of nonsedating antihistamines, as the initial 180-day period of exclusivity expires for the first OTC generic competitor. Also, the company’s largest U.S. franchise – the INTRON franchise, including PEG-INTRON/REBETOL combination therapy for hepatitis C, faces potential generic competition for REBETOL (ribavirin). As a result, earnings in the 2003 second half may not reach the levels achieved in the first half (excluding any possible charges for unusual items).

     Hassan added that Schering-Plough is encouraged by the steady growth and long-term potential of the ezetimibe molecule, ZETIA, a novel cholesterol absorption inhibitor, which is partnered with Merck & Co., Inc. in most territories around the world. The initial ezetimibe single-entity product is beginning to penetrate the approximately $20 billion global cholesterol-management market. The launch of ZETIA has already resulted in over 1.5 million prescriptions filled since it became available in the United States in mid-November of last year. (Source: IMS Health) The partnership remains on track to file a once-daily combination tablet containing ZETIA and Merck’s cholesterol-management medicine Zocor in late 2003.

     As previously reported, Hassan will lead the 2003 second quarter earnings conference call on July 23, during which he is expected to discuss the progress of his early action steps to stabilize and repair the company and subsequently to set the stage for a turnaround. (Please refer to the June 27 press release for further details regarding the earnings conference call.)

     DISCLOSURE NOTICE: The information in this press release includes certain “forward-looking” statements relating to the company’s business prospects, projected earnings for the 2003 second quarter and earnings outlook for the 2003 full year. The company’s financial performance and its ability to achieve the projected earnings are dependent on the market viability of the company’s marketed and pipeline products, possible changes in business strategies and the ability to successfully implement those business strategies, and other factors, all of which are subject to substantial risks and uncertainties. The reader of this release should also understand that the forward-looking statements may also be adversely affected by general market and economic factors, competitive product development, market and patient acceptance of new products, product availability, current and future branded, generic or OTC competition, federal and state regulations and legislation, the regulatory process for new products and indications, existing and new manufacturing issues that may arise, trade buying patterns, patent

-more-

- 3 -

positions, litigation and investigations and instability or destruction in a geographic area important to the company due to reasons such as war or SARS. For further details and a discussion of these and other risks and uncertainties, see the company’s Securities and Exchange Commission filings, including the company’s 10-Q for the 2003 first quarter and its 8-Ks.

     Schering-Plough is a research-based company engaged in the discovery, development, manufacturing and marketing of pharmaceutical products worldwide.

# # #

45-0703

EX-99.2 4 y88216exv99w2.htm PRESS RELEASE

Exhibit 99.2

	News Release
	Schering-Plough Corporation 2000 Galloping Hill Road Kenilworth, New Jersey 07033-0530

FOR RELEASE: IMMEDIATELY Contact: Robert J. Consalvo
(908) 298-7409

FRED HASSAN, SCHERING-PLOUGH CHAIRMAN AND CEO,
HIGHLIGHTS SEVERAL NEW ACTION STEPS IN TURNAROUND PROGRAM

KENILWORTH, N.J., July 7, 2003 – Fred Hassan, chairman and chief executive officer of Schering-Plough Corporation (NYSE: SGP), today highlighted several important steps the company has taken as part of his Action Agenda to revitalize Schering-Plough and build long-term growth. “Through changes in strategy, structure, people and processes, we are establishing the foundation for a top-tier, cohesive business organization designed to operate with greater shared accountability and transparency while delivering excellence in execution,” Hassan said.

     Schering-Plough today announced a new organizational structure for its Global Pharmaceutical Business (GPB) designed to consolidate the company’s prescription pharmaceutical business units into a single, globally integrated operation under the leadership of Carrie Cox, executive vice president and president, Global Pharmaceuticals. The company also announced the appointment of Stanley Barshay as chairman of the newly organized Consumer Health Care (CHC) group. Barshay, who has an extensive background in health care and related consumer products, will bring his leadership in transforming Schering-Plough’s over-the-counter (OTC) products business.

     The company also announced organizational changes within Schering-Plough Research Institute (SPRI). In order to fully integrate all drug discovery functions within SPRI, John Curnutte, M.D., Ph.D., president and CEO of DNAX Research, Inc., will report to Catherine Strader, Ph.D., executive vice president, discovery research, Schering-Plough Research Institute. Curnutte will assume responsibility for all drug discovery activities in the SPRI laboratories in California, including research activities at Canji Inc. These organizational changes streamline the research programs in biologics, including protein therapeutics, therapeutic antibodies and gene therapy, and are expected to improve the flow of new product discoveries.

     The company is also implementing organizational changes in Global Finance. Building on the initial Action Steps announced in May, these changes reflect Schering-Plough’s commitment around the world to the concept of functional excellence and the consolidation of shared services and key support functions.

- 2 -

     Schering-Plough today also provided an earnings guidance for the 2003 second quarter, reporting that diluted earnings are expected to be approximately 12 cents per share. This follows earnings of 12 cents per share in the 2003 first quarter, in the wake of the loss of U.S. sales and profits of the CLARITIN prescription franchise, which was introduced as an over-the-counter product in December 2002. The company’s earnings guidance for the second quarter excludes any possible charges for unusual items.

     “We are moving swiftly to address urgent issues – especially in the areas of legal, quality and compliance – while also taking definitive actions designed to build a strong Schering-Plough for the long term,” Hassan said. “I have been working closely with our executive management team to implement strategic changes aimed at stemming the declines in market shares and getting Schering-Plough growing again. The steps announced today begin to install the strong, globalized management and systems that are required to lead us toward our goal of success and renewed prosperity.”

     DISCLOSURE NOTICE: The information in this press release includes certain “forward-looking” statements concerning, among other things, the company’s business prospects and projected earnings for the 2003 second quarter. The company’s financial performance is dependent on the market viability of the company’s marketed and pipeline products, possible changes in business strategies and other factors, all of which are subject to substantial risks and uncertainties. The reader of this release should also understand that the forward-looking statements may also be adversely affected by general market and economic factors, competitive product development, product availability, current and future branded, generic and OTC competition, market and patient acceptance of new products, federal and state regulations and legislation, the regulatory review process in the United States and foreign countries for new products and indications, existing manufacturing issues and new manufacturing issues that may arise, timing of trade buying, patent positions, litigation and investigations, and instability or destruction in a geographic area important to the company due to reasons such as war or SARS. For further details and a discussion of these and other risks and uncertainties, see the company’s Securities and Exchange Commission filings, including the company’s 10-Q for the 2003 first quarter and its 8-Ks.

     Schering-Plough is a research-based company engaged in the discovery, development, manufacturing and marketing of pharmaceutical products worldwide.

# # #

46-0703

EX-99.3 5 y88216exv99w3.htm PRESS RELEASE

Exhibit 99.3

	News Release
	Schering-Plough Corporation 2000 Galloping Hill Road Kenilworth, New Jersey 07033-0530

FOR RELEASE: IMMEDIATELY Contact: Robert J. Consalvo
(908) 298-7409

SCHERING-PLOUGH ANNOUNCES NEW ORGANIZATIONAL STRUCTURE
FOR GLOBAL PHARMACEUTICAL BUSINESS

KENILWORTH, N.J., July 7, 2003 – Schering-Plough Corporation (NYSE: SGP) today announced a new organizational structure for its Global Pharmaceutical Business (GPB), consolidating several previously autonomous prescription pharmaceutical business units into a unified, globally integrated operation under the leadership of Carrie Cox, executive vice president and president, Global Pharmaceuticals. The changes become effective August 1.

     “The organizational blueprint announced today will help to strengthen the company’s performance by focusing on the critical U.S. market,” explained Cox. “Through this structure and driven by top executives in the industry, Schering-Plough will be positioned to maximize our global in-line product portfolio and help build our pipeline for the future.”

     The new GPB structure focuses on key products, countries and customer groups. Guiding principles for this new organization include:

• Flat organizational design (lean, efficient and action-oriented);

• Global roles for the senior team;

• P&L accountability with a focus on key products and countries;

• Deep functional expertise; and

• Greater shared accountability across the organization.

     The new organization will feature a globally consolidated P&L in which countries and regions share accountability with global brand teams. It will consist of seven units organized by geographies, customers and products. The heads of the seven units will report directly to Cox. The intent is to sharpen the company’s focus on its key products in major markets around the world, while providing enhanced support to drive performance in all countries.

- 2 -

Regions: J-LAFE and EUCAN

The company’s current international pharmaceutical business will be broken out into two regions: Japan, Latin America, Far East (J-LAFE) and Europe, Canada, Middle East and Africa (EUCAN). Tom Lauda, who has been the acting head of the international pharmaceutical business, will head the J-LAFE region. Lauda has extensive international experience in these critical markets and will focus on launching and maximizing the company’s product portfolio in Japan, the world’s second-largest pharmaceutical market.

     Apet Iskenderian will be joining Schering-Plough as the head of the EUCAN region. Iskenderian has more than 30 years of extensive and diversified international experience in the industry, including a deep knowledge of the markets that he will manage. Most recently, he was the group vice president and president of Europe, Middle East & Africa at Pharmacia. At this time, no additional changes to the EUCAN infrastructure, individual country general managers or sales organizations are being implemented.

U.S. and Global Marketing

Schering-Plough is making significant changes in the U.S. and global marketing organization to accelerate the turnaround and drive the performance of the company’s brands worldwide. A customer-facing philosophy is core to the design of the new organization, which has been re-oriented around customers and products, and organized into global brand groups. Customer Groups will contain U.S. sales and marketing and regional marketing, which will work with the country operations.

     In the new organization, the global marketing department is eliminated and its people will be folded into the Customer Groups. The new organization has fewer layers, and brings senior management closer to the customer interface. An external search is ongoing for executives to head the Global Primary Care Customer Group and the Global Specialty Customer Group.

     The Primary Care Customer Group will be composed of three areas: products (including CLARINEX, NASONEX, ASMANEX), U.S. sales and consumer communications. Chuck Ziakas will be joining Schering-Plough as vice president of primary care sales and will also be responsible for U.S. sales training, reporting to the head of the Global Primary Care Customer Group. Ziakas brings 27 years of sales experience and was previously vice president of oncology sales, U.S.A., at Novartis.

     The Specialty Customer Group will encompass four global product groups organized around key specialty growth drivers: the PEG-INTRON hepatitis C franchise, REMICADE, INTEGRILIN and oncology products, which includes TEMODAR. Global brand teams for these product groups will report to the respective customer group head.

- 3 -

ZETIA

A new position has been created to represent Schering-Plough in the Merck/Schering-Plough Pharmaceuticals joint venture. This role will focus on implementation in the United States, working with the regions and charting the future for ZETIA in Japan, where Schering-Plough retains sole development rights. Lauda will serve as the acting head as the company conducts a search to fill this important role. This position also will oversee the company’s U.S. managed care group.

Global Business Operations

Schering-Plough is committed around the world to the concept of functional excellence and the consolidation of shared services. Consequently, the company has consolidated and streamlined key support functions as part of the Global Business Operations (GBO) unit, which will have responsibility for U.S. sales operations and distribution, global training, global planning and financial forecasting, new product development, global market research, pricing/contracting, finance and information technology (IT). As part of this unit, the company is creating a new function, commercial development, to provide commercial input on compounds and products in the pipeline, and to work jointly with R&D on portfolio assessment and management. The GBO unit will provide functional support in these areas to all regions, products and customers. In addition, GBO will have responsibility for the Warrick Pharmaceuticals generics business. This unit is headed by Bruce Reid, who joins Schering-Plough as senior vice president, Global Business Operations, reporting to Cox. Reid previously was group vice president of Global Business Operations at Pharmacia.

Global Scientific Research & Health Outcomes

The Global Scientific Research & Health Outcomes Group will report to Cox with a dotted line relationship to Schering-Plough Research Institute (SPRI). Uli Goldmann, M.D., will serve as acting head of this newly expanded area. He previously managed the company’s global pharmacoeconomics studies, international product labeling, U.S. Phase IV studies and Drug Information Services. The activities of this group are important in helping to further develop scientific knowledge and data about the company’s products for the benefit of physicians and patients. The company will set and enforce high standards for post-marketing research to ensure compliance, business integrity and scientific rigor.

     The company today also announced that Richard Zahn intends to retire following a transition period from his position as president, Schering Laboratories, after 11 years of service to the company. The company wishes to express its thanks to Zahn for his significant contributions,

- 4 -

noting that he pioneered efforts in direct-to-patient advertising that helped catalyze the growth of Schering-Plough into a leading pharmaceutical company. Schering-Plough would also like to thank Hans-Jorg Kummer, chairman Europe/Canada/Middle East, Africa, for his outstanding contributions throughout his 34 years at the company, during which he managed diverse businesses across numerous countries and continents.

     DISCLOSURE NOTICE: The information in this press release includes certain “forward-looking” statements concerning, among other things, the company’s business prospects, which the reader of this release should understand are subject to substantial risks and uncertainties. The company’s business prospects may also be adversely affected by general market and economic factors, competitive product development, product availability, current and future branded, generic and OTC competition, market and patient acceptance of new products, federal and state regulations and legislation, the regulatory review process in the United States and foreign countries for new products and indications, existing manufacturing issues and new manufacturing issues that may arise, timing of trade buying, patent positions, litigation and investigations, and instability or destruction in a geographic area important to the company due to reasons such as war or SARS. For further details and a discussion of these and other risks and uncertainties, see the company’s Securities and Exchange Commission filings, including the company’s 10-Q for the 2003 first quarter and its 8-Ks.

     Schering-Plough is a research-based company engaged in the discovery, development, manufacturing and marketing of pharmaceutical products worldwide.

# # #

47-0703

GRAPHIC 6 y88216y8821600.gif GRAPHIC begin 644 y88216y8821600.gif M1TE&.#EA!P$O`/<``(P``(P`"(P`$(P`&)0`$)0`&)0`(90`*924E)24G)2< MG)P`*9P(*9P(,9P0,9P8,9P8.9R[UK>[VUM;V]O;V]QKW& MQL9K>\9KA,9SA,9[A,9[C,:]O<;&QL;&SL;.SLZ$E,Z,E,Z,G,[&QL[&SL[. MSL[.UL[6UM:4I=:UM;>WMZEM=ZMM=ZMO=ZU MM=ZUO=[6UM[6WM[>WM[GY^>UQN>]QN?&SN?.SN?>WN?GY^?OY^?O[^_.UN_6 MUN_6WN_>WN_>Y^_GY^_O[^_W[_?>Y_?GY_?G[_?O[_?W[_?W]__O[__O]__W M]___]_______________________________________________________ M____________________________________________________________ M____________________________________________________________ M____________________________________________________________ M____________________________________________________________ M____________________________________________________________ M____________________________________________________________ M____________________________________________________________ M____________________________________________________________ M_____________________RP`````!P$O```(_@#K"*0C<&#!.@0+)C2HL""; M(2G:JW*-6L= M'0(8#!TK=*R!`5Z4=MSJM:U4JV_=8HU+=ZY=MBXQKMV;-T6!H67'$B4K0(K. MPW+QWH6[.#%CQ9`?2W;,URF/OX(#DQT;H$O>M9/K1J8L.G3CTJ1/Y\Q9^:,9 M`8`%#\Y,](!&G:!3CT;-6_5NWZ9_=]6+$8+8V`Z,#B@`5/``*\0_J^TM/+AU MW=>I9Z?*.GK#(09D_C<8@,*+&S12'(1/[N$M[NG`L`&_`UUU>VU57GX+WV>?@;?JMYL$!LAD0Q&$9%,"#=!RNMF""('XH M8H-;0:C4B59@-E@##'AGQ@`GYN;=;3(^&"*)-]HX(G<+=9&$$D#^"*02223! M11WA:8;6B06-`6&-"#)YH(D,KJ9CE%):666),799!QHH+&?`F&26&4`=,U!( MU@$G%`3'%#J@`$(*.WB&()08P8$$#1QPL,$(/H3A94I/%(IG=G`4^D0:-.)( M4***1OH$&'`6L<)`JBI66`&*)%&?_[!6(<;_F$6 M<,`!#!C%W(4S/GE0#1%,H,&OOFJ@P`B5YNJ1!A,@X.&,6<&10`0*/)'K@FD\ M.X$$$_0J0:\1L%`L%!%(P,&RG'Z$A@(2J("E&;**)YL##$!01P5JFJ5$'4*4 M2AM@X;D1H97((KLMLA%HL(&OHA*T@081&(NG377`4?`$TN:'71UI1,`!P0QG M"VP$C&8A@08C&#@EB&@4S(+)=7@A0&":M@:8>_I1%L&&"`H0487QP-;!TB:U""TW?> MA\8$$R1=XP`[[WQ`#'7TIYD`;B11,W)X-V"`_L-*98QLQ1C=\"O3'"X]+WP4]$6Q*;SR;@*"*UV&XQ;E[U2B6#V,\\@2WC8"L#V`43,+B9"]F+MHK M/`F'ZH$=(*L!LV+_G!, M06=#*0`(IF`%'C1G-@>`P>4*8H3A_0XC;ZC!MA20-D8)Q'!I8$$$H#6!'ISH M"2-0P`PG4(,"LJ`&_DD#@@@FD`47L(`$C_JA#^H`AA%`*P(C0`)(C)##&9:` M43_TUG2L]JO;U,!7/M#"R"Q7$"0X<5M0E.*N@.C"@_C`B&`P2!9*,,->&:$. M1F`!"S1UMK2!S8DS%(&TZ)`"L92E`?)*B0X>*!0&9&""%4Q"<8XS&-M`["1? MT-@$1M#&&8'K6MP25L4V1D068@M8CCO("+"5K>$E(%1UX!8<3AF!+/Q*`>Z# M`PM9\`1T>>Q:9*S#'-"F@6VM\&P:2$!.^)<28#5!"P4;VZ,"MJUK,4P#]2-8 M'!L2M%H6I`43"U>V?'"#;4'A2P6K`1'"U2N"U:`.%]",`99P&S10;RP"_JB# M!UO7IH:@X0L1A;4.I2`80J-)<,$4E0&UN&@*N5`!'!WD()%H%*^`AE)OMA%!.AP MAA)`@`_@$*R`%;68$;AC':(P1H'85PPD8>@+&4;?@D"5B'7X'P])DMH);#6_ MGBW(%Q2;`;@>:2UR(J96*]U4!K$R*QS>W@GA&S0,"S!^)VHJ&Y0PQB?@`0C/,$(F!H! MVC25W[Q"-F*'U8GQ4BH[#;B@)))U7-:P)@8PH`$.7.Q?E@S[V\%JX)T:X>@= M45KAC18S"W2(W&U(^>'-*<4-C!U!%[JG'@^4KPYM`,$#`0.C&6R[*"^0TNKT M-M=&E_-79BQFA=>RNXY$#@[)BY\QV4DP38U,?NPMIDK%5A+C!;75-E1*GW7= MMYRR+`I#[;%&28(^"=PQMB2Y\%$+5MZ/B-JI*?-C0^90L)+]13/6^TF[_C9C M@"2\@56!::L5F"`%)DS!Y=ZFI%#>AC@)IL1X$_`!SEW($DN31&AO""`'2$MT M%Q"=!7'4&-,60;.[DPS/#5D?V_WN_7.JJG0"DC_)JNOPA*#"$TEY=Y M"[%J(9AS2E%@RY1DW<%U#B8L]9,0^<+,9`B!)`I(9!I`#<;,Z4G@``G!M)]00J>5L>2)JZZ5+Z'40K;8R MC6<01U8'@K-A8#@[L415)-%TJ,9OXY:B&>2"!@@+!4KYB1+U"`SHU$EFG:S+2?F_80@(10_FU M/[BE@A'C`XN(886XC7?5`AZC81\V`;7G$;='1@G1!2\``0,@<@(``4-0$,0W M&`/`!5P0`+/2C_ZH'`\@252S;#E%3,.3+7:87]>27QJU,!4GC,(R4&+03MIB M7S=0$!37AMD26;AUB`4EAP51`^C",!(`9NK56OB79!"#!45XC>V$+2^I_E\A M653VI0`M<%U[A5/9DBT:4P>KME6XQ79N@"WJXA)NT`5>4$#@(7>/=`(HD`)/ M&950B0(RH`1LP"0)`X;"4DTEM7")Q2T%LU28-ZIEF_8TL<4)?@!)8\-!(8 M-6]W9`0+TY9@8P0U@`3;M#25@@8:$`(T\!%SL)GI>$D#D6+X9(KXDWSFDP:S MUH$=H9IAT(&YHQ182*, MA6]7>#*?:#II51H_^.$[-B>:+Y$%"+`M M$>8KV/<^O-,%]U0;-2>=T7F=K8&:OB-XO@-V$/B&A#.?P7,R];D0FA95!X%2 M@-.?)Q,4LI&/WPF?]@F?6=F;#0JA?#8Q&P`%:*`%F,4P/^:?)@,QCG$0O\(P M/Y`%8/`$J/2>$"H0^[0F(.`\B?.@"\J@!AJA[M%+!\4M$Z"=`WE)X`F=;\!" M'P-*A\BCA_,JG?@?(>:B1-IH33.?\``H&ZJ9/:IB_*I-5EJ1(ZJI<*G1=#-BQQ!B\S&$'1@$W* M,GUJJI%*J6_:I_'IJWZJJ:LJG_IS$!U0`1=@`1>`K`_`!*P:IZF*JKOJI,&J /JIRJJX9ZA1^Z$0$!```[ ` end -----END PRIVACY-ENHANCED MESSAGE-----

EX-99.1

PRESS RELEASE

EX-99.2

PRESS RELEASE

EX-99.3

PRESS RELEASE