-----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, E0/Hyh/SaT5KYpPCR8sUzMln4VnV5G6mnmkGbFKlh+ideqTy6+J2Xw1wAosYiyWF o70iBPcGnufghw9qTshpxA== 0001104659-06-050967.txt : 20060803 0001104659-06-050967.hdr.sgml : 20060803 20060803100020 ACCESSION NUMBER: 0001104659-06-050967 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20060803 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060803 DATE AS OF CHANGE: 20060803 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SKYWEST INC CENTRAL INDEX KEY: 0000793733 STANDARD INDUSTRIAL CLASSIFICATION: AIR TRANSPORTATION, SCHEDULED [4512] IRS NUMBER: 870292166 STATE OF INCORPORATION: UT FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-14719 FILM NUMBER: 061000334 BUSINESS ADDRESS: STREET 1: 444 S RIVER RD CITY: ST GEORGE STATE: UT ZIP: 84790 BUSINESS PHONE: 8016343000 MAIL ADDRESS: STREET 1: 444 SOUTH RIVER ROAD CITY: ST GEORGE STATE: UT ZIP: 84790 8-K 1 a06-17349_18k.htm CURRENT REPORT OF MATERIAL EVENTS OR CORPORATE CHANGES

 

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):  August 3, 2006

SKYWEST, INC.

(Exact name of registrant as specified in its charter)

Utah

 

0-14719

 

87-0292166

(State or other jurisdiction of

 

(Commission

 

(I.R.S. Employer

incorporation or organization)

 

File Number)

 

Identification No.)

 

 

 

 

 

444 South River Road
St. George, Utah
(Address of principal executive offices)

 

 

 

84790

 

(Zip Code)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(435) 634-3000
(Registrant’s telephone number, including area code)

N/A
(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:

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

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

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

o                                    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 August 3, 2006, SkyWest, Inc. (“SkyWest”) issued a press release announcing its financial results for the quarter ended June 30, 2006.  The full text of SkyWest’s press release, together with related unaudited financial and operating highlights, is furnished herewith as Exhibit 99.1.

The information in this Report (including the exhibit) is furnished pursuant to Item 2.02 and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing made by the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

ITEM 9.01—FINANCIAL STATEMENTS AND EXHIBITS

The following is filed as an exhibit to this Report:

Exhibit
Number

 

 

Title of Document

 

Location

99.1

 

Press release dated August 3, 2006

 

Attached

 

 




 

SIGNATURES

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

 

SKYWEST, INC.

 

 

 

 

 

Date: August 3, 2006

 

By

 

/s/ Bradford R. Rich

 

 

 

 

Bradford R. Rich, Executive Vice President,
Chief Financial Officer and Treasurer

 

 

 

 

 

 



EX-99.1 2 a06-17349_1ex99d1.htm EX-99

 

EXHIBIT 99.1

 

 

NEWS RELEASE

For Further Information Contact:

Michael J. Kraupp

Vice President Finance and Assistant Treasurer
Telephone:  (435) 634-3212

Fax:  (435) 634-3205

FOR IMMEDIATE RELEASE:          August 3, 2006

SKYWEST ANNOUNCES SECOND QUARTER 2006 EARNINGS

St. George, Utah—SkyWest, Inc. (NASDAQ: SKYW) today reported operating revenues of $790.4 million for the quarter ended June 30, 2006, a 105.8% increase, compared to $384.0 million for the same period last year.  The Company also reported net income of $39.3 million for the quarter ended June 30, 2006, or $0.62 per diluted share, compared to $24.8 million of net income or $0.42 per diluted share for the same period last year. These results also include the impact of SkyWest’s secondary offering of common stock, completed April 17, 2006, wherein SkyWest issued 4,000,000 shares of common stock, which increased the fully-diluted weighted average shares by 5.5% for the quarter ended June 30, 2006.  Additionally, these results include the effect of SkyWest’s adoption of FASB Statement No. 123(R), Share-Based Payments (“SFAS 123 (R)”), effective January 1, 2006.

SkyWest also reported operating revenues of $1.53 billion for the six months ended June 30, 2006, a 111.7% increase, compared to $724.3 million for the same period last year.  The Company also reported net income of $73.9 million for the six months ended June 30, 2006, or $1.19 per diluted share, compared to $43.5 million of net income or $0.75 per diluted share for the same period last year. These year-to-date results also include the impact of SkyWest’s secondary offering of common stock, which increased the fully-diluted weighted average shares by 2.7% for the six months ended June 30, 2006.  SkyWest’s financial results for the six months ended June 30, 2006 also include the effect of SkyWest’s adoption of SFAS 123(R) effective January 1, 2006.

The primary items of significance affecting the second quarter of 2006 are outlined below:

On September 7, 2005, SkyWest completed the acquisition of Atlantic Southeast Airlines, Inc. (“ASA”) from Delta Air Lines, Inc. As a result of the acquisition, ASA became a wholly-owned subsidiary of SkyWest and SkyWest’s consolidated operations and financial results for periods subsequent to September 7, 2005 include the financial and operating results of ASA (including the addition of 153 aircraft operated by ASA for such periods). Primarily due to the ASA acquisition, SkyWest experienced significant increases in the size of its fleet, operating statistics and financial results.

Total operating revenues for the second quarter of 2006 increased primarily as a result of a 99.9% increase in available seat miles (ASMs).  Operating revenues were positively impacted by a 3.3% increase in revenue per available seat mile and by increased fuel cost reimbursements by the Company’s major partners that are recorded as operating revenues under contract flying arrangements.

Total operating expenses and interest per ASM for the second quarter of 2006, excluding fuel charges of $263.9 million or $0.052 per ASM, decreased approximately 3.2% to $0.092 from $0.095 for the same quarter of 2005.  The decrease was primarily the result of acquiring 25 larger and newer regional jet aircraft since June 30, 2005.




Total ASMs for the second quarter of 2006 increased 99.9% from the second quarter of 2005, primarily as a result of the Company increasing its fleet size to 397 aircraft as of June 30, 2006, from 223 aircraft as of June 30, 2005.  During the quarter, the Company took delivery of two CRJ 200 aircraft and financed them through permanent third-party long-term operating leases.  At June 30, 2006, the Company’s fleet consisted of: 323 regional jets (205 Delta, and 118 United); 62 EMB-120 aircraft (48 United, and 14 Delta); and 12 ATR72 aircraft (all Delta).  During the second quarter of 2006 the Company generated 5.07 billion ASMs, compared to 2.54 billion ASMs during the same period of 2005.

SkyWest’s adoption of SFAS 123(R) effective January 1, 2006 resulted in approximately $3.1 million ($2.2 million after tax) of expense for the quarter ended June 30, 2006.  SkyWest anticipates that future expenses attributable to SkyWest’s adoption of SFAS 123(R) will be contingent upon the amount of future option or stock grants that are made by the Company.

On April 17, 2006, SkyWest completed a public offering of 4,000,000 shares of common stock at a price of $26.05 per share.  SkyWest received approximately $99.3 million in net proceeds from the offering, and used the proceeds to pay off two revolving lines of credit, to provide working capital and for general corporate purposes.

At June 30, 2006 SkyWest had $429.8 million in cash and marketable securities compared to $324.5 million as of December 31, 2005.  The Company’s long-term debt increased to $1.47 billion as of June 30, 2006, compared to $1.42 billion at December 31, 2005, consistent with the Company’s refinancing arrangements on aircraft and making normal recurring debt payments. The Company has significant long-term lease obligations that are recorded as operating leases and are not reflected as liabilities on the Company’s consolidated balance sheets.  At a 7.39% discount factor, the present value of these lease obligations was approximately $2.1 billion as of June 30, 2006.

Under the Company’s United Express agreement, specific amounts are included in the rates charged for mature maintenance on regional jet aircraft engines that the Company records as revenue.  However, consistent with the Company’s time and material maintenance policy, as more fully described in the Company’s Annual Report on Form 10-K for the year ended December 31, 2005, the Company records maintenance expense on its CRJ200 regional jet aircraft engines as the maintenance events occur.  As a result, during the second quarter of 2006, the Company collected and recorded as revenue $6.9 million (pretax) related to maintenance expense under its United Express agreement which is net of any regional jet engine maintenance overhauls.

SkyWest Airlines has been ranked the number one on-time mainland carrier by the Department of Transportation for 2003 through 2005.  SkyWest Airlines was also recently awarded the FAA’s Aviation Maintenance Technician (AMT) Gold Award for 2005. Additionally during 2005, ASA received the FAA Aviation Maintenance Diamond Award.

SkyWest Airlines, based in St. George, Utah, and ASA, based in Atlanta, Georgia, are wholly-owned subsidiaries of SkyWest.  SkyWest Airlines operates as United Express and Delta Connection carriers under contractual agreements with United Airlines and Delta Air Lines. ASA operates as a Delta Connection carrier under a contractual agreement with Delta Air Lines. System-wide, SkyWest serves a total of approximately 239 cities in the United States, Canada, Mexico and the Caribbean, with approximately 2,512 daily departures. This press release and additional information regarding SkyWest can be accessed at www.skywest.com.

In addition to historical information, this release contains forward-looking statements.  SkyWest may, from time-to-time, make written or oral forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.  Such statements encompass SkyWest’s beliefs, expectations, hopes or intentions regarding future events.  Words such as “expects,” “intends,” “believes,” “anticipates,” “should,” “likely” and similar expressions identify forward-looking statements.  All forward-looking statements included in this release are made as of the date hereof and are based on information available to SkyWest as of such date.  SkyWest assumes no obligation to update any forward-looking statement. Actual results will vary, and may vary materially, from those anticipated, estimated, projected or expected for a number of reasons, including, among others: Delta’s bankruptcy proceedings; the failure to integrate the operations and employees of SkyWest and ASA and achieve the anticipated synergies as a result of the acquisition; the failure to successfully operate as anticipated under the terms of the Delta Connection Agreements; the impact of negotiations with ASA’s organized labor forces and the impact of the costs of such labor




forces on SkyWest’s operations and financial condition; the failure to accurately forecast acquisition-related costs; and the challenges of competing successfully in a highly competitive and rapidly changing industry.  Other factors that may cause actual results to vary from SkyWest’s expectations include developments associated with fluctuations in the economy and the demand for air travel; ongoing negotiations between SkyWest and its major partners regarding their contractual relationships; variations in market and economic conditions; employee relations and labor costs;  rapidly escalating fuel costs; the degree and nature of competition; potential fuel shortages in markets where SkyWest Airlines or ASA operates; the impact of weather-related or other natural disasters on air travel and airline costs; the ability of SkyWest Airlines and ASA to expand services in new and existing markets and to maintain profit margins in the face of pricing pressures; aircraft deliveries; SkyWest’s ability to obtain financing; and other unanticipated factors.  Risk factors, cautionary statements and other conditions which could cause actual results to differ from management’s current expectations are contained in SkyWest’s filings with the Securities and Exchange Commission, including the section of SkyWest’s Annual Report on form 10-K, entitled “Risk Factors.”

(more)




SKYWEST, INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Dollars and Shares in Thousands, Except per Share Amounts)-
(Unaudited)

 

 

Three Months Ended
June 30,

 

Six Months Ended
June 30,

 

 

 

2006

 

2005

 

2006

 

2005

 

Operating revenues:

 

 

 

 

 

 

 

 

 

Passenger

 

$

784,332

 

$

378,243

 

$

1,518,758

 

$

713,799

 

Ground handling and other

 

6,072

 

5,800

 

14,501

 

10,536

 

 

 

790,404

 

384,043

 

1,533,259

 

724,335

 

Operating expenses:

 

 

 

 

 

 

 

 

 

Flying operations

 

442,731

 

208,356

 

841,197

 

386,372

 

Customer service

 

99,390

 

55,984

 

199,066

 

111,761

 

Maintenance

 

73,779

 

34,349

 

152,090

 

66,381

 

Depreciation and amortization

 

47,262

 

21,611

 

92,751

 

42,642

 

General and administrative

 

37,621

 

19,147

 

75,671

 

38,136

 

 

 

700,783

 

339,447

 

1,360,775

 

645,292

 

Operating income

 

89,621

 

44,596

 

172,484

 

79,043

 

Other income (expense):

 

 

 

 

 

 

 

 

 

Interest income

 

4,225

 

3,381

 

7,132

 

6,343

 

Interest expense

 

(28,519

 

(7,392

)

(57,062

)

(14,037

)

Gain (loss) on sale of property and equipment

 

13

 

 

(1,084

)

 

 

 

(24,281

)

(4,011

)

(51,014

)

(7,694

)

Income before income taxes

 

65,340

 

40,585

 

121,470

 

71,349

 

Provision for income taxes

 

26,054

 

15,828

 

47,596

 

27,826

 

Net income

 

$

39,286

 

$

24,757

 

$

73,874

 

$

43,523

 

 

 

 

 

 

 

 

 

 

 

Basic earnings per share

 

$

0.62

 

$

0.43

 

$

1.21

 

$

0.75

 

Diluted earnings per share

 

$

0.62

 

$

0.42

 

$

1.19

 

$

0.75

 

Weighted average common shares:

 

 

 

 

 

 

 

 

 

Basic

 

62,970

 

57,671

 

61,044

 

57,670

 

Diluted

 

63,501

 

58,323

 

61,959

 

58,260

 

 

 

 

 

 

 

 

 

 

 

 




Unaudited Operating Highlights

 


Operating Highlights

 

Three Months Ended
June 30,

 

Six Months Ended
June 30,

 

 

 

2006

 

2005

 

% Change

 

2006

 

2005

 

% Change

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Passengers carried

 

8,144,992

 

4,149,351

 

96.3

 

15,553,706

 

7,869,727

 

97.6

 

Revenue passenger miles (000)

 

4,054,909

 

1,910,017

 

112.3

 

7,701,308

 

3,542,444

 

117.4

 

Available seat miles (000)

 

5,070,300

 

2,536,065

 

99.9

 

9,772,278

 

4,766,166

 

105.0

 

Passenger load factor

 

80.0

%

75.3

%

4.7 pts

 

78.8

%

74.3

%

4.5 pts

 

Passenger breakeven load factor

 

73.8

%

68.0

%

5.8 pts

 

72.9

%

67.6

%

5.3 pts

 

Yield per revenue passenger mile

 

$

0.193

 

$

0.198

 

(2.5

)

$

0.197

 

$

0.201

 

(2.0

)

Revenue per available seat mile

 

$

0.156

 

$

0.151

 

3.3

 

$

0.157

 

$

0.152

 

3.3

 

Cost per available seat mile

 

$

0.144

 

$

0.137

 

5.1

 

$

0.145

 

$

0.138

 

5.1

 

Fuel cost per available seat mile

 

$

0.052

 

$

0.042

 

23.8

 

$

0.050

 

$

0.039

 

28.2

 

Average passenger trip length

 

498

 

460

 

8.3

 

495

 

450

 

10.0

 

Block hours

 

321,422

 

177,477

 

81.1

 

627,056

 

342,682

 

83.0

 

Departures

 

213,358

 

132,042

 

61.6

 

416,427

 

256,675

 

62.2

 

 

 



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