0001437749-17-004070.txt : 20170309 0001437749-17-004070.hdr.sgml : 20170309 20170309075918 ACCESSION NUMBER: 0001437749-17-004070 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20170309 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20170309 DATE AS OF CHANGE: 20170309 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PROGENICS PHARMACEUTICALS INC CENTRAL INDEX KEY: 0000835887 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 133379479 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-23143 FILM NUMBER: 17676809 BUSINESS ADDRESS: STREET 1: 777 OLD SAW MILL RIVER ROAD CITY: TARRYTOWN STATE: NY ZIP: 10591 BUSINESS PHONE: 9147892800 MAIL ADDRESS: STREET 1: 777 OLD SAW MILL RIVER ROAD CITY: TARRYTOWN STATE: NY ZIP: 10591 8-K 1 prog20170308_8k.htm FORM 8-K prog20170308_8k.htm

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) March 9, 2017

 

Progenics Pharmaceuticals, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware

 

000-23143

 

13-3379479

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

         

One World Trade Center, New York, New York

 

10007

(Address of principal executive offices)

 

(Zip Code)

 

Registrant's telephone number, including area code (646) 975-2500

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

 

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

 

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

 

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

 

☐  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.

 

Progenics Pharmaceuticals, Inc. (NASDAQ: PGNX) today announced its financial results and business update for the fourth quarter and full-year 2016. A copy of its press release is included in this Report 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 (the “Exchange Act”), nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

 

Item 9.01.

Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit No.

Description

 

99.1

Press Release dated March 9, 2017

 

 
 

 

 

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.

 

 

 

PROGENICS PHARMACEUTICALS, INC.

 

By:

/s/ Patrick Fabbio

   

Patrick Fabbio

   

Senior Vice President and Chief Financial Officer

   

(Principal Financial and Accounting Officer)

 

 

 

 

Date: March 9, 2017

 

 

EX-99.1 2 ex99-1.htm EXHIBIT 99.1 ex99-1.htm

Exhibit 99.1

 

 

 

Progenics Pharmaceuticals, Inc.

One World Trade Center

47th Floor, Suite J

New York, New York 10007

 (646) 975-2500

www.progenics.com

 

 

Contact:

Melissa Downs

Investor Relations

(646) 975-2533

mdowns@progenics.com

 

PROGENICS PHARMACEUTICALS ANNOUNCES

FOURTH QUARTER AND FULL-YEAR 2016 FINANCIAL RESULTS AND BUSINESS UPDATE

 

Registrational Phase 2B Trial Topline Results for Ultra-Orphan Radiotherapeutic Candidate AZEDRA® Expected First Quarter 2017

Independent DMC Recommended Continuation of Enrollment of Phase 3 Trial for Imaging Agent 1404

Initiated Phase 2/3 Trial of PyL™ Imaging Agent

In February 2017, Initiated Phase 1 Trial of PSMA Targeted Therapeutic Candidate 1095

Monetized Portion of RELISTOR Royalty Stream through $50 Million Transaction

Fourth Quarter 2016 RELISTOR (SC and Oral) Net Sales of $16 Million

 

NEW YORK, NY, March 9, 2017 – Progenics Pharmaceuticals, Inc. (Nasdaq:PGNX) today announced financial results and provided a business update for the fourth quarter and full-year 2016.

 

“Since the beginning of 2016, we have made tremendous progress in advancing our robust pipeline of innovative cancer treatments and executing against our strategic corporate goals,” said Mark Baker, CEO of Progenics. “2017 has the potential to be a transformational year for Progenics, with AZEDRA topline data from our registrational trial in pheochromocytoma and paraganglioma expected in the coming weeks. Should we report positive data and meet the requirements of the Special Protocol Assessment, we will move quickly toward an NDA as we strive to introduce a promising treatment to patients with these rare and difficult-to-treat cancers.”

 

Mr. Baker continued, “We also continued to advance our novel portfolio of prostate cancer imaging agents and therapeutics in 2016, including 1404, PyL and 1095, which could transform how physicians and patients find, fight and followTM prostate cancer. We are encouraged by the significant investigator interest in our PSMA-targeted candidates, and with our strong cash position, we look forward to progressing these programs through key trials this year.”

 

 
 

 

 

Progenics Announces Fourth Quarter and Full-Year 2016 Financial Results 

 Page 2

 

Fourth Quarter and Recent Key Business Highlights

 

AZEDRA, Ultra-orphan radiotherapeutic candidate

 

 

AZEDRA Topline Results Expected First Quarter 2017. Progenics expects to report topline results from its ongoing registrational trial of AZEDRA by the end of March 2017. With positive data (AZEDRA trial meets the primary endpoint of the Special Protocol Assessment (SPA)), the Company expects to submit a New Drug Application (NDA) to the U.S. Food and Drug Administration (FDA) in mid-2017.

 

 

PSMA-Targeted Prostate Cancer Pipeline

 

 

Positive DMC Recommendation for Continuation of Phase 3 Study of 1404. In December 2016, an independent Data Monitoring Committee (DMC) completed its review of an interim analysis of the Company’s ongoing Phase 3 clinical trial of its PSMA-targeted SPECT/CT imaging agent candidate 1404, and recommended that the trial continue. The study is designed to evaluate the specificity of 1404 imaging to identify patients without clinically significant prostate cancer and sensitivity to identify patients with clinically significant disease.

 

 

Initiated Phase 2/3 Trial of PSMA-Targeted PET/CT Imaging Agent PyL™. Also in December 2016, Progenics announced that the first patient had been dosed in a Phase 2/3 trial of PyL. The study is designed to evaluate the diagnostic accuracy of PyL PET/CT imaging in patients with metastatic prostate cancer.

 

 

Launched PyL Research Access ProgramTM. In November 2016, Progenics announced a research access program making limited doses of PyL available to researchers. Progenics plans to use data generated from the access program to support its registration efforts for PyL and advance the development of algorithms designed to analyze and interpret the scans.

 

 

Initiated Phase 1 Trial of 1095 for the Treatment of Metastatic Prostate Cancer. The trial, which is being conducted at Memorial Sloan Kettering Cancer Center, is expected to include approximately 30 patients with mCRPC who have demonstrated tumor avidity to 1095. The objectives of this trial are to determine the maximum tolerated dose, safety and tolerability, biodistribution, and efficacy — results that will guide the decision of an optimal dose for a potential Phase 2 study.

 

 

RELISTOR, treatment for OIC (partnered with Valeant Pharmaceuticals International, Inc.)

 

 

 

RELISTOR (SC and Oral) Net Sales for the Fourth Quarter of 2016 Totaled $16 million. Full-year 2016 net sales totaled $70.6 million as reported by our partner, Valeant.

 

 

Announced $50 Million RELISTOR Royalty-Backed Non-Dilutive Debt Financing with HealthCare Royalty Partners. In November 2016, Progenics announced a $50 million non-recourse, term loan agreement at a per annum interest rate of 9.50 percent, to be secured by and repaid from royalties on future sales of RELISTOR. Any future sales milestones received under Valeant agreement are excluded from the transaction and would not be used to repay interest or principal on the loan.

 

 
 

 

 

 Progenics Announces Fourth Quarter and Full-Year 2016 Financial Results 

 Page 3

 

Fourth Quarter and Full-Year 2016 Financial Results

 

Total revenue decreased $0.4 million for the fourth quarter and increased $60.8 million for the full-year, over the fourth quarter and full-year of 2015, respectively. The full-year increase was due primarily to milestone revenue of $50 million for the July 19 FDA approval of RELISTOR Tablets, higher RELISTOR royalty income, and the recognition of $7 million in upfront and development milestone payments from Bayer for the collaboration of our PSMA antibody technology in combination with Bayer’s alpha-emitting radionuclides.

 

Fourth quarter and full-year research and development expenses increased by $2.7 million and $9.4 million, respectively, compared to the corresponding periods in 2015, resulting primarily from higher clinical trial expenses for 1404 and PyL and higher contract manufacturing expenses for 1095, PyL and AZEDRA. Fourth quarter and full-year general and administrative expenses increased by $1 million and $5.2 million, respectively, compared to the corresponding prior year periods, primarily attributable to higher depreciation expense as a result of a reduction in the remaining useful lives of our leasehold improvements at our Tarrytown, NY former location and higher compensation and market research expenses. Progenics also recorded non-cash adjustments of $6 million and $4.6 million in the fourth quarter and full-year 2016, respectively, related to a decrease in the fair value estimate of the contingent consideration liability.

 

Net loss attributable to Progenics for the quarter was $7.2 million or $0.10 per diluted share, compared to a net loss of $7.1 million or $0.10 per diluted share in the corresponding 2015 period. Net income attributable to Progenics for the full-year 2016 was $10.8 million or $0.15 per basic and diluted share, compared to net loss of $39.1 million or $0.56 per diluted share for the full-year 2015.

 

Progenics ended the year with cash and cash equivalents of $138.9 million, reflecting increases of $40 million in the quarter and $64.8 million from 2015 year-end.

 

 

Conference Call and Webcast

 

Progenics will review fourth quarter and year-end financial results in a conference call today at 8:30 a.m. EST. To participate, please dial (877) 250-8889 (domestic) or (720) 545-0001 (international) and reference conference ID 75789158. A live webcast will be available in the Media Center of the Progenics website, www.progenics.com, and a replay will be available there for two weeks.

 

- Financial Tables follow -

 

 
 

 

 

 

 Progenics Announces Fourth Quarter and Full-Year 2016 Financial Results 

 Page 4

 

PROGENICS PHARMACEUTICALS, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share data)

 
   
   

For the Three Months Ended

December 31,

   

For the Year Ended

December 31,

 
   

2016

   

2015

   

2016

   

2015

 
   

(unaudited)

                 

Revenues:

                               

Royalty income

  $ 2,407     $ 3,453     $ 10,295     $ 6,608  

License revenue

    2,242       1,562       59,081       1,955  

Other revenues

    3       80       53       113  

Total revenues

    4,652       5,095       69,429       8,676  
                                 

Expenses:

                               

Research and development

    10,605       7,941       37,569       28,196  

General and administrative

    4,719       3,760       23,356       18,184  

Change in contingent consideration liability

    (6,000

)

    700       (4,600

)

    1,600  

Total operating expenses

    9,324       12,401       56,325       47,980  
                                 

Operating income (loss)

    (4,672

)

    (7,306

)

    13,104       (39,304

)

                                 

Other income (expense):

                               

Interest (expense) income, net

    (669

)

    19       (493

)

    52  

Other expense, net

    (34

)

    -       (34

)

    -  

Total other (expense) income

    (703

)

    19       (527

)

    52  
                                 

Income (loss) before income tax (expense) benefit

    (5,375

)

    (7,287

)

    12,577       (39,252

)

                                 

Income tax (expense) benefit

    (1,844

)

    133       (1,844

)

    133  
                                 

Net income (loss)

    (7,219

)

    (7,154

)

    10,733       (39,119

)

Net loss attributable to noncontrolling interests

    (15

)

    (7

)

    (73

)

    (7

)

Net income (loss) attributable to Progenics

  $ (7,204

)

  $ (7,147

)

  $ 10,806     $ (39,112

)

                                 

Net income (loss) per share attributable to Progenics - basic

  $ (0.10

)

  $ (0.10

)

  $ 0.15     $ (0.56

)

Weighted average shares outstanding - basic

    70,102       69,874       70,003       69,716  
                                 

Net income (loss) per share attributable to Progenics - diluted

  $ (0.10

)

  $ (0.10

)

  $ 0.15     $ (0.56

)

                                 

Weighted average shares outstanding - diluted

    70,102       69,874       70,155       69,716  

 

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands)

 
   

December 31,

2016

   

December 31,

2015

 
                 

Cash and cash equivalents

  $ 138,909     $ 74,103  

Accounts receivable, net

    4,864       3,543  

Property and equipment, net

    4,760       2,407  

Intangible assets, net and goodwill

    43,655       43,867  

Other assets

    6,798       7,331  

Total assets

  $ 198,986     $ 131,251  
                 

Current liabilities

  $ 16,357     $ 9,729  

Acquisition-related contingent consideration liability

    14,200       18,800  

Long-term debt, deferred tax, and other liabilities

    63,667       12,061  

Total liabilities

    94,224       40,590  

Total Progenics stockholders’ equity

    104,762       90,456  

Noncontrolling interests

    -       205  

Total stockholders’ equity

    104,762       90,661  

Total liabilities and stockholders’ equity

  $ 198,986     $ 131,251  

 

 
 

 

 

 Progenics Announces Fourth Quarter and Full-Year 2016 Financial Results 

 Page 5

 

About RELISTOR®

Progenics has exclusively licensed development and commercialization rights for its first commercial product, RELISTOR, to Valeant. RELISTOR Tablets (450 mg once daily) are approved in the United States for the treatment of opioid-induced constipation in patients with chronic non-cancer pain. RELISTOR Subcutaneous Injection (12 mg and 8 mg) is a treatment for opioid-induced constipation (OIC) approved in the United States and worldwide for patients with advanced illness and chronic non-cancer pain.

 

Important Safety Information about RELISTOR®

RELISTOR® (methylnaltrexone bromide) Tablets are contraindicated in patients with known or suspected gastrointestinal obstruction and patients at increased risk of recurrent obstruction, due to the potential for gastrointestinal perforation.

 

Cases of gastrointestinal perforation have been reported in adult patients with OIC and advanced illness with conditions that may be associated with localized or diffuse reduction of structural integrity in the wall of the gastrointestinal tract (e.g., peptic ulcer disease, Ogilvie’s syndrome, diverticular disease, infiltrative gastrointestinal tract malignancies or peritoneal metastases). Take into account the overall risk-benefit profile when using RELISTOR in patients with these conditions or other conditions which might result in impaired integrity of the gastrointestinal tract wall (e.g., Crohn’s disease).  Monitor for the development of severe, persistent, or worsening abdominal pain; discontinue RELISTOR in patients who develop this symptom.

 

If severe or persistent diarrhea occurs during treatment, advise patients to discontinue therapy with RELISTOR and consult their healthcare provider.

 

Symptoms consistent with opioid withdrawal, including hyperhidrosis, chills, diarrhea, abdominal pain, anxiety, and yawning have occurred in patients treated with RELISTOR.

Patients having disruptions to the blood-brain barrier may be at increased risk for opioid withdrawal and/or reduced analgesia. Take into account the overall risk-benefit profile when using RELISTOR in such patients. Monitor for adequacy of analgesia and symptoms of opioid withdrawal in such patients.

Avoid concomitant use of RELISTOR with other opioid antagonists because of the potential for additive effects of opioid receptor antagonism and increased risk of opioid withdrawal.

 

The most common adverse reactions (≥ 12%)  in adult patients with opioid-induced constipation and chronic non-cancer pain receiving RELISTOR tablets were abdominal pain, diarrhea, headaches, abdominal distention, hyperhidrosis, anxiety, muscle spasms, rhinorrhea, and chills. Adverse reactions of abdominal pain, diarrhea, hyperhidrosis, anxiety, rhinorrhea, and chills may reflect symptoms of opioid withdrawal.

 

Please see complete Prescribing Information for RELISTOR at www.valeant.com. For more information about RELISTOR, please visit www.RELISTOR.com.

 

 
 

 

 

 Progenics Announces Fourth Quarter and Full-Year 2016 Financial Results 

 Page 6

 

About Progenics

 

Progenics Pharmaceuticals, Inc. develops innovative medicines and other technologies to target and treat cancer. The Company’s pipeline includes: 1) therapeutic agents designed to precisely target cancer (AZEDRA® and 1095), 2) PSMA-targeted imaging agents for prostate cancer (1404 and PyLTM), and 3) imaging analysis tools. Progenics' first commercial product, RELISTOR® (methylnaltrexone bromide) for opioid-induced constipation, is partnered with Valeant Pharmaceuticals International, Inc.

 

This press release may contain projections and other "forward-looking statements" regarding future events. Statements contained in this communication that refer to Progenics' estimated or anticipated future results or other non-historical facts are forward-looking statements that reflect Progenics' current perspective of existing trends and information as of the date of this communication. Forward looking statements generally will be accompanied by words such as "anticipate," "believe," "plan," "could," "should," "estimate," "expect," "forecast," "outlook," "guidance," "intend," "may," "might," "will," "possible," "potential," "predict," "project," or other similar words, phrases or expressions. Such statements are predictions only, and are subject to risks and uncertainties that could cause actual events or results to differ materially. These risks and uncertainties include, among others: the cost, timing and unpredictability of results of clinical trials and other development activities and collaborations, such as the Phase 3 clinical program for 1404; our ability to successfully integrate EXINI Diagnostics AB and to develop and commercialize its products; the unpredictability of the duration and results of regulatory review of New Drug Applications and Investigational NDAs; market acceptance for approved products; the effectiveness of the efforts of our partners to market and sell products on which we collaborate and the royalty revenue generated thereby; generic and other competition; the possible impairment of, inability to obtain and costs of obtaining intellectual property rights; possible product safety or efficacy concerns; and general business, financial and accounting matters, litigation and other risks. More information concerning Progenics and such risks and uncertainties is available on our website, and in our press releases and reports we file with the U.S. Securities and Exchange Commission. Progenics is providing the information in this press release only as of its date and, except as expressly required by law, Progenics disclaims any intent or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or circumstances or otherwise.

 

Additional information concerning Progenics and its business may be available in press releases or other public announcements and public filings made after this release. For more information, please visit www.progenics.com. Please follow us on LinkedIn®. Information on or accessed through our website or social media sites is not included in Progenics’ SEC filings.

 

(PGNX-F)

 

 

 

 

 

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