-----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, RGsMd/JGfF72TLrRv9CwzmO3MAxiFA0SAHU0EAOC4WjULC8PKb74Mk+djttJHd3O Rb4ysPGdWq7X3krWmDVweA== 0000793074-10-000029.txt : 20100722 0000793074-10-000029.hdr.sgml : 20100722 20100722161517 ACCESSION NUMBER: 0000793074-10-000029 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20100721 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20100722 DATE AS OF CHANGE: 20100722 FILER: COMPANY DATA: COMPANY CONFORMED NAME: WERNER ENTERPRISES INC CENTRAL INDEX KEY: 0000793074 STANDARD INDUSTRIAL CLASSIFICATION: TRUCKING (NO LOCAL) [4213] IRS NUMBER: 470648386 STATE OF INCORPORATION: NE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-14690 FILM NUMBER: 10964973 BUSINESS ADDRESS: STREET 1: 14507 FRONTIER ROAD CITY: OMAHA STATE: NE ZIP: 68138 BUSINESS PHONE: 4028956640 MAIL ADDRESS: STREET 1: P.O. BOX 45308 CITY: OMAHA STATE: NE ZIP: 68145 8-K 1 wern8k072110.txt WERNER ENTERPRISES, INC. 8-K 07/21/10 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): July 21, 2010 ------------------- WERNER ENTERPRISES, INC. (Exact name of registrant as specified in its charter) NEBRASKA 0-14690 47-0648386 (State or other jurisdiction of (Commission File (IRS Employer incorporation) Number) Identification No.) 14507 FRONTIER ROAD POST OFFICE BOX 45308 OMAHA, NEBRASKA 68145 (Address of principal (Zip Code) executive offices) Registrant's telephone number, including area code: (402) 895-6640 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 21, 2010, the registrant issued a press release regarding, among other things, its revenues and earnings for the second quarter ended June 30, 2010. A copy of the press release is furnished as Exhibit 99.1 to this Form 8-K. In accordance with General Instruction B.2 to the Form 8-K, the information under this Item 2.02 and the press release exhibit to this Form 8-K 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 18, nor shall such information and exhibit be deemed incorporated by reference in any filing under the Exchange Act or the Securities Act of 1933, as amended (the "Securities Act"), unless the registrant expressly states that such information and exhibit are to be considered "filed" under the Exchange Act or incorporates such information and exhibit by specific reference in an Exchange Act or Securities Act filing. The press release furnished as Exhibit 99.1 to this Form 8-K may contain forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act and made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, as amended. Such forward-looking statements are based on information presently available to the registrant's management and are current only as of the date made. Actual results could also differ materially from those anticipated as a result of a number of factors, including, but not limited to, those discussed in the registrant's Annual Report on Form 10-K for the year ended December 31, 2009. For those reasons, undue reliance should not be placed on any forward-looking statement. The registrant assumes no duty or obligation to update or revise any forward-looking statement, although it may do so from time to time as management believes is warranted or as may be required by applicable securities law. Any such updates or revisions may be made by filing reports with the U.S. Securities and Exchange Commission, through the issuance of press releases or by other methods of public disclosure. ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS. (d) Exhibits. --------- 99.1 Press release issued by the registrant on July 21, 2010, "Werner Enterprises Reports Improved Second Quarter 2010 Revenues and Earnings". 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. WERNER ENTERPRISES, INC. Date: July 22, 2010 By: /s/ John J. Steele ------------------- ------------------------------ John J. Steele Executive Vice President, Treasurer and Chief Financial Officer Date: July 22, 2010 By: /s/ James L. Johnson ------------------- ------------------------------ James L. Johnson Senior Vice President, Controller and Corporate Secretary EX-99.1 2 wern2q10.txt WERNER ENTERPRISES, INC. 8-K 07/21/10 Exhibit 99.1 WERNER ENTERPRISES, INC. 14507 Frontier Road P. O. Box 45308 Omaha, Nebraska 68145 FOR IMMEDIATE RELEASE Contact: John J. Steele - --------------------- Executive Vice President, Treasurer and Chief Financial Officer (402) 894-3036 WERNER ENTERPRISES REPORTS IMPROVED SECOND QUARTER 2010 REVENUES AND EARNINGS Omaha, Nebraska, July 21, 2010: - ------------------------------ Werner Enterprises, Inc. (NASDAQ: WERN) one of the nation's largest transportation and logistics companies, reported revenues and earnings for the second quarter ended June 30, 2010. Highlights for second quarter 2010 were: * Operating revenues of $463.5 million, a 15% increase from second quarter 2009. * Trucking revenues, net of fuel surcharges, of $326.5 million, a 5% increase from second quarter 2009. * Value Added Services ("VAS") revenues of $65.1 million, a 29% increase from second quarter of 2009. * Operating ratio of 92.3%, a 220 basis points improvement from the second quarter 2009 operating ratio of 94.5%. * Earnings per diluted share of 29 cents, a 63% increase compared to 18 cents per diluted share in second quarter 2009. Our freight shipment load counts continued to strengthen throughout each month of second quarter 2010, in addition to the load count growth that occurred in February and March 2010. Daily loads accepted in our one-way truckload division in second quarter 2010 were better than second quarter 2009, 2008 and 2007 and trended similar to second quarter 2006 levels. We remain committed to maintaining our total truck count flat at approximately 7,300 trucks and are focusing on improving our returns on assets, equity and capital. The improved freight market conditions and our proactive fleet management decisions enabled us to be more selective with our freight choices, resulting in improved miles per truck, fewer empty miles, and a better rate per mile. In addition to improved freight selection, much higher spot pricing and some contractual rate increases contributed to our rate per total mile improvement. Further contractual rate increases are expected in the second half of 2010. During second quarter 2010, we achieved the following operational accomplishments: * Average revenues per total mile increased 2.2% compared to second quarter 2009 and increased 2.3% sequentially from first quarter 2010. * Average monthly miles per tractor increased 3.5% compared to second quarter 2009 and increased 4.6% sequentially from first quarter 2010. * Average percentage of empty miles declined 135 basis points to 11.45% compared to second quarter 2009 and declined 35 basis points sequentially from first quarter 2010. * Total VAS shipments increased 19% compared to second quarter 2009 and increased 5% sequentially from first quarter 2010. As we noted last quarter, we continue to believe that more of the improvement in the freight market over the last six months can be attributed to a decreasing supply of truck capacity rather than rising demand, however both factors are helping the freight market improve. Inventory restocking also appeared to improve demand in recent months, particularly with many of our large retail customers. Our brokerage data suggests that carrier failures have begun to slow in recent weeks due to an improving freight market. However, we believe that many carriers are aging their fleets due to the rising cost of new trucks and inadequate rates. In addition, we believe the challenges of complying with increased government regulations and a lack of available equipment financing are proving difficult for smaller, private carriers. We continue to diversify our business model with the goal of a balanced portfolio of revenues comprised of One-Way Truckload (which includes the Regional, medium-to-long-haul Van and Expedited fleets), Dedicated and Logistics (VAS). The specialized services unit, primarily Dedicated, continued its growth during second quarter 2010, ending the quarter with 3,500 trucks (or 49% of our total fleet). Diesel fuel prices were 60 cents per gallon higher in second quarter 2010 than in second quarter 2009, and were 11 cents per gallon higher than in first quarter 2010. For the first 21 days of July, the average diesel fuel price per gallon was 39 cents higher than the average diesel fuel price per gallon in the same period of 2009 and 24 cents higher than in third quarter 2009. The driver market became more competitive in second quarter 2010, due in part to the improved freight market and modified safety regulations anticipated to become effective later this year for drivers and trucking companies. While we are not immune to changes in the driver market, our position in the market today is better than in prior improving freight cycles, because today over 70% of our driving jobs are in more attractive, shorter-haul Regional and Dedicated fleet operations that enable these drivers to get home more frequently. Our intensified focus and investment in our safety program continues to result in improved insurance and claims costs. Insurance and claims costs per mile declined 19% to 8.5 cents in second quarter 2010 compared to 10.5 cents in second quarter 2009. We experienced both a lower frequency and severity of claims and improved loss development on older claims in second quarter 2010 compared to second quarter 2009. Gains on sales of assets were $0.5 million in second quarter 2010 compared to $0.4 million in second quarter 2009 and $1.1 million in first quarter 2010. The market for the sale of used trucks and trailers remains stable, but has not improved. Gains on sales are reflected as a reduction of Other Operating Expenses in our income statement. Because of the ongoing cost increases for new trucks and the weak used truck market, we are extending the replacement cycle for company- owned tractors. The average odometer miles of our company truck fleet has increased 14% from June 30, 2009 to June 30, 2010, and we expect the average miles may increase beyond current levels. The increased average miles results in higher maintenance costs, including maintenance that is not covered by warranty. Supplies and maintenance costs increased from 15.5 cents per mile in second quarter 2009 to 17.6 cents per mile in second quarter 2010 partially due to the increase in the average miles of the company truck fleet. Extending the replacement cycle avoids higher depreciation from the more expensive trucks and offsets a portion of the increased maintenance costs. To provide shippers with additional sources of managed capacity and network analysis, we continue to develop the non-asset-based VAS segment. VAS includes Brokerage, Freight Management, Intermodal and Werner Global Logistics (International).
Value Added Services (amounts in 000's) 2Q10 2Q09 - --------------------------------------- ---------------- ---------------- Revenues $65,066 100.0% $50,469 100.0% Rent and purchased transportation expense 56,033 86.1 41,841 82.9 ------- ------- Gross margin 9,033 13.9 8,628 17.1 Other operating expenses 6,687 10.3 5,837 11.6 ------- ------- Operating income $2,346 3.6 $2,791 5.5 ======= =======
The following table shows the change in shipment volume and average revenue (excluding logistics fee revenue) per shipment for all VAS shipments.
2Q10 2Q09 Difference % Change ------- ------- ---------- -------- Total VAS shipments 69,978 58,843 11,135 19% Less: Non-committed shipments to Truckload segment (26,514) (22,708) (3,806) 17% ------- ------- ---------- Net VAS shipments 43,464 36,135 7,329 20% ======= ======= ========== Average revenue per shipment $1,332 $1,299 $33 3% ======= ======= ==========
In second quarter 2010, VAS revenues increased 29%, gross margin dollars increased 5% and operating income dollars decreased 16% compared to second quarter 2009. Brokerage revenues in second quarter 2010 increased 29% compared to second quarter 2009 due to an increased volume of shipments and higher average revenue per shipment. Brokerage gross margin dollars grew at a lower percentage rate, and the gross margin percentage decreased 225 basis points due to the higher cost of carrier capacity. Brokerage operating income dollars in second quarter 2010 increased 5% compared to second quarter 2009 due to the lower gross margin percentage. Intermodal revenues, gross margin percentage, and operating results improved. Werner Global Logistics revenues increased significantly during second quarter 2010 compared to second quarter 2009 while the gross margin percentage and operating results decreased. Compared to first quarter 2010, Werner Global Logistics revenues, gross margin percentage and operating results declined due to a decrease in the number of higher margin shipments related to several international projects that ended during the latter part of second quarter 2010. Comparisons of the operating ratios (net of fuel surcharge revenues) for the Truckload segment and VAS segment for second quarters 2010 and 2009 and year-to-date 2010 and 2009 are shown below.
Operating Ratios 2Q10 2Q09 Difference - ---------------- ------- ------- ---------- Truckload Transportation Services 90.2% 93.9% (3.7)% Value Added Services 96.4 94.5 1.9 YTD10 YTD09 Difference ------- ------- ---------- Truckload Transportation Services 92.6% 95.5% (2.9)% Value Added Services 95.7 95.4 0.3
Fluctuating fuel prices and fuel surcharge collections impact the total company operating ratio and the Truckload segment's operating ratio when fuel surcharges are reported on a gross basis as revenues versus netting against fuel expenses. Eliminating fuel surcharge revenues, which are generally a more volatile source of revenue, provides a more consistent basis for comparing the results of operations from period to period. The Truckload segment's operating ratios for second quarter 2010 and second quarter 2009 are 91.9% and 94.6%, respectively, and for year-to-date 2010 and 2009 are 93.8% and 96.0%, respectively, when fuel surcharge revenues are reported as revenues instead of a reduction of operating expenses. Our financial position remains strong. We ended second quarter 2010 with no debt and $79.2 million of cash. Stockholder's equity is $736.9 million. Net capital expenditures for the six months ended June 30, 2010 were $52.3 million. We expect our net capital expenditures (primarily revenue equipment) to be in the range of $90.0 million to $120.0 million in 2010.
INCOME STATEMENT DATA (Unaudited) (In thousands, except per share amounts) Quarter % of Quarter % of Ended Operating Ended Operating 6/30/10 Revenues 6/30/09 Revenues ----------- ----------- ----------- ----------- Operating revenues $463,469 100.0 $403,051 100.0 ----------- ----------- ----------- ----------- Operating expenses: Salaries, wages and benefits 134,303 29.0 128,385 31.8 Fuel 78,452 16.9 57,166 14.2 Supplies and maintenance 39,012 8.4 33,327 8.3 Taxes and licenses 23,560 5.1 23,962 5.9 Insurance and claims 18,869 4.1 22,591 5.6 Depreciation 37,471 8.1 39,214 9.7 Rent and purchased transportation 91,881 19.8 71,735 17.8 Communications and utilities 3,494 0.7 3,989 1.0 Other 881 0.2 672 0.2 ----------- ----------- ----------- ----------- Total operating expenses 427,923 92.3 381,041 94.5 ----------- ----------- ----------- ----------- Operating income 35,546 7.7 22,010 5.5 ----------- ----------- ----------- ----------- Other expense (income): Interest expense 3 0.0 3 0.0 Interest income (355) (0.0) (437) (0.0) Other (33) (0.0) 20 0.0 ----------- ----------- ----------- ----------- Total other expense (income) (385) (0.0) (414) (0.0) ----------- ----------- ----------- ----------- Income before income taxes 35,931 7.7 22,424 5.5 Income taxes 15,001 3.2 9,732 2.4 ----------- ----------- ----------- ----------- Net income $20,930 4.5 $12,692 3.1 =========== =========== =========== =========== Diluted shares outstanding 72,767 72,010 =========== =========== Diluted earnings per share $.29 $.18 =========== =========== OPERATING STATISTICS Quarter Ended Quarter Ended 6/30/10 % Change 6/30/09 ------------- -------- ------------- Trucking revenues, net of fuel surcharge (1) $326,518 5.3% $310,066 Trucking fuel surcharge revenues (1) 66,245 72.0% 38,506 Non-trucking revenues, including VAS (1) 66,842 29.9% 51,446 Other operating revenues (1) 3,864 27.4% 3,033 ------------- ------------- Operating revenues (1) $463,469 15.0% $403,051 ============= ============= Average monthly miles per tractor 10,222 3.5% 9,874 Average revenues per total mile (2) $1.470 2.2% $1.439 Average revenues per loaded mile (2) $1.660 0.5% $1.651 Average percentage of empty miles 11.45% -10.5% 12.80% Average trip length in miles (loaded) 452 -0.9% 456 Total miles (loaded and empty) (1) 222,139 3.1% 215,412 Average tractors in service 7,244 -0.4% 7,272 Average revenues per tractor per week (2) $3,467 5.7% $3,280 Capital expenditures, net (1) $41,441 $(16,847) Cash flow from operations (1) $46,454 $23,745 Return on assets (annualized) 6.9% 4.1% Total tractors (at quarter end) Company 6,515 6,615 Owner-operator 695 670 ------------- ------------- Total tractors 7,210 7,285 Total trailers (truck and intermodal, quarter end) 23,900 24,515
(1) Amounts in thousands. (2) Net of fuel surcharge revenues.
INCOME STATEMENT DATA (Unaudited) (In thousands, except per share amounts) Six Months % of Six Months % of Ended Operating Ended Operating 6/30/10 Revenues 6/30/09 Revenues ----------- ----------- ----------- ----------- Operating revenues $888,544 100.0 $797,559 100.0 ----------- ----------- ----------- ----------- Operating expenses: Salaries, wages and benefits 262,637 29.6 262,571 32.9 Fuel 152,333 17.1 108,776 13.6 Supplies and maintenance 76,688 8.6 71,224 8.9 Taxes and licenses 47,017 5.3 48,357 6.1 Insurance and claims 35,707 4.0 44,256 5.6 Depreciation 75,756 8.5 79,308 9.9 Rent and purchased transportation 176,566 19.9 140,328 17.6 Communications and utilities 7,243 0.8 8,391 1.1 Other 787 0.1 1,082 0.1 ----------- ----------- ----------- ----------- Total operating expenses 834,734 93.9 764,293 95.8 ----------- ----------- ----------- ----------- Operating income 53,810 6.1 33,266 4.2 ----------- ----------- ----------- ----------- Other expense (income): Interest expense 12 0.0 79 0.0 Interest income (692) (0.0) (926) (0.1) Other (44) (0.0) (252) (0.0) ----------- ----------- ----------- ----------- Total other expense (income) (724) (0.0) (1,099) (0.1) ----------- ----------- ----------- ----------- Income before income taxes 54,534 6.1 34,365 4.3 Income taxes 22,768 2.5 14,777 1.8 ----------- ----------- ----------- ----------- Net income $31,766 3.6 $19,588 2.5 =========== =========== =========== =========== Diluted shares outstanding 72,658 71,962 =========== =========== Diluted earnings per share $.44 $.27 =========== =========== OPERATING STATISTICS YTD 10 % Change YTD 09 ------------- -------- ------------- Trucking revenues, net of fuel surcharge (1) $630,186 2.0% $618,042 Trucking fuel surcharge revenues (1) 121,304 65.8% 73,159 Non-trucking revenues, including VAS (1) 130,030 29.9% 100,115 Other operating revenues (1) 7,024 12.5% 6,243 ------------- ------------- Operating revenues (1) $888,544 11.4% $797,559 ============= ============= Average monthly miles per tractor 9,996 2.9% 9,710 Average revenues per total mile (2) $1.454 1.0% $1.439 Average revenues per loaded mile (2) $1.645 -0.7% $1.656 Average percentage of empty miles 11.62% -11.6% 13.15% Average trip length in miles (loaded) 454 -1.9% 463 Total miles (loaded and empty) (1) 433,454 0.9% 429,582 Average tractors in service 7,227 -2.0% 7,374 Average revenues per tractor per week (2) $3,353 4.0% $3,224 Capital expenditures, net (1) $52,315 $26,745 Cash flow from operations (1) $111,416 $100,350 Return on assets (annualized) 5.3% 3.1% Total tractors (at quarter end) Company 6,515 6,615 Owner-operator 695 670 ------------- ------------- Total tractors 7,210 7,285 Total trailers (truck and intermodal, quarter end) 23,900 24,515
(1) Amounts in thousands. (2) Net of fuel surcharge revenues.
BALANCE SHEET DATA (In thousands, except share amounts) 6/30/10 12/31/09 ----------- ----------- (Unaudited) ASSETS Current assets: Cash and cash equivalents $79,193 $18,430 Accounts receivable, trade, less allowance of $9,260 and $9,167, respectively 191,805 180,740 Other receivables 10,033 10,366 Inventories and supplies 12,847 12,725 Prepaid taxes, licenses and permits 6,989 14,628 Current deferred income taxes 25,526 24,808 Other current assets 21,692 22,807 ----------- ----------- Total current assets 348,085 284,504 ----------- ----------- Property and equipment 1,563,148 1,580,711 Less - accumulated depreciation 713,193 708,809 ----------- ----------- Property and equipment, net 849,955 871,902 ----------- ----------- Other non-current assets 11,932 16,603 ----------- ----------- $1,209,972 $1,173,009 =========== =========== LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable $53,922 $47,056 Insurance and claims accruals 61,381 65,667 Accrued payroll 28,187 17,567 Other current liabilities 20,688 16,451 ----------- ----------- Total current liabilities 164,178 146,741 ----------- ----------- Other long-term liabilities 9,085 8,760 Insurance and claims accruals, net of current portion 116,500 113,500 Deferred income taxes 183,295 199,358 Stockholders' equity: Common stock, $.01 par value, 200,000,000 shares authorized; 80,533,536 shares issued; 72,348,496 and 71,896,512 shares outstanding, respectively 805 805 Paid-in capital 91,581 92,389 Retained earnings 803,435 778,890 Accumulated other comprehensive loss (5,129) (5,556) Treasury stock, at cost; 8,185,040 and 8,637,024 shares, respectively (153,778) (161,878) ----------- ----------- Total stockholders' equity 736,914 704,650 ----------- ----------- $1,209,972 $1,173,009 =========== ===========
Werner Enterprises, Inc. was founded in 1956 and is a premier transportation and logistics company, with coverage throughout North America, Asia, Europe, South America, Africa and Australia. Werner maintains its global headquarters in Omaha, Nebraska and maintains offices in the United States, Canada, Mexico, China and Australia. Werner is among the five largest truckload carriers in the United States, with a diversified portfolio of transportation services that includes dedicated, medium-to-long-haul, regional and local van capacity, expedited, temperature-controlled and flatbed services. Werner's Value Added Services portfolio includes freight management, truck brokerage, intermodal, load/mode and network optimization and freight forwarding. Werner, through its subsidiary companies, is a licensed U.S. NVOCC, U.S. Customs Broker, Class A Freight Forwarder in China, licensed China NVOCC, TSA-approved Indirect Air Carrier, and IATA Accredited Cargo Agent. Werner Enterprises, Inc.'s common stock trades on The NASDAQ Global Select MarketSM under the symbol "WERN". For further information about Werner, visit the Company's website at www.werner.com. This press release may contain 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, and made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, as amended. Such forward-looking statements are based on information presently available to the Company's management and are current only as of the date made. Actual results could also differ materially from those anticipated as a result of a number of factors, including, but not limited to, those discussed in the Company's Annual Report on Form 10-K for the year ended December 31, 2009. For those reasons, undue reliance should not be placed on any forward-looking statement. The Company assumes no duty or obligation to update or revise any forward-looking statement, although it may do so from time to time as management believes is warranted or as may be required by applicable securities law. Any such updates or revisions may be made by filing reports with the U.S. Securities and Exchange Commission, through the issuance of press releases or by other methods of public disclosure. -----END PRIVACY-ENHANCED MESSAGE-----