-----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, Dehin21WOgkF1Vs8+EP6OhSJeTQ6oVtNS5psb9xNWu0B+LscLipASg0GUas3oDop sEtcXTKP3l8pFfLjaoeRCQ== 0001104659-06-048962.txt : 20060726 0001104659-06-048962.hdr.sgml : 20060726 20060726150624 ACCESSION NUMBER: 0001104659-06-048962 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20060726 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060726 DATE AS OF CHANGE: 20060726 FILER: COMPANY DATA: COMPANY CONFORMED NAME: KEMET CORP CENTRAL INDEX KEY: 0000887730 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRONIC COMPONENTS & ACCESSORIES [3670] IRS NUMBER: 570923789 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-15491 FILM NUMBER: 06981407 BUSINESS ADDRESS: STREET 1: 2835 KEMET WAY STREET 2: 2835 KEMET WAY CITY: SIMPSONVILLE STATE: SC ZIP: 29681 BUSINESS PHONE: 8039636300 MAIL ADDRESS: STREET 1: P O BOX 5928 STREET 2: P.O. BOX 5928 CITY: GREENVILLE STATE: SC ZIP: 29606 8-K 1 a06-16838_18k.htm CURRENT REPORT OF MATERIAL EVENTS OR CORPORATE CHANGES

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, DC  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 26, 2006

 

KEMET Corporation

(Exact name of registrant as specified in its charter)

 

Delaware

 

0-20289

 

57-0923789

(State or other
jurisdiction)

 

(Commission File Number)

 

(IRS Employer
Identification No.)

 

 

 

 

 

2835 KEMET Way, Simpsonville, SC

 

29681

(Address of principal executive offices)

 

(Zip Code)

 

 

 

 

 

Registrants telephone number, including area code: (864) 963-6300

 

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 CRS 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 240.13a-4c))

 





 

Item 2.02 Results of Operations and Financial Condition

 

On July 26, 2006, KEMET Corporation issued a Press Release announcing the consolidated results for the quarter ending June 30, 2006.

 

A copy of this News Release is furnished as Exhibit 99.1 to this Form 8-K.

 

Item 9.01 Financial Statements and Exhibits

 

(a)           Not applicable

 

(b)          Not applicable

 

(c)           Not applicable

 

(d)          Exhibits

 

99.1         News Release, dated July 26, 2006 issued by the Company

 

 

Signature

 

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

 

 

Date: July 26, 2006

KEMET Corporation

 

 

 

/S/ D. E. Gable

 

 

 

 

David E. Gable

 

 

 

Senior Vice President and

 

 

 

Chief Financial Officer

 

2




EX-99.1 2 a06-16838_1ex99d1.htm EX-99.1

Exhibit 99.1

 

News Release

 

 

 

FOR IMMEDIATE RELEASE

 

Contact:         David E. Gable

Senior Vice President and Chief Financial Officer

davidgable@KEMET.com

864-963-6484

 

KEMET Reports Increased Sales and Profitability for the 1st Quarter

 

                  Net Sales were $169.6 million

 

                                          Up 49% over same quarter last year (up 27% excluding recent acquisition)

 

                                          Up 27% sequentially (up 9% excluding recent acquisition)

 

                  Gross Margin increased to 22% (24% excluding recent acquisition)

 

                  Net Income increased to $12.0 million, or $0.14 per share, up from $7.9 million, or $0.09 per share in the previous quarter

 

Greenville, South Carolina (July 26, 2006) - KEMET Corporation (NYSE:KEM) today reported that net sales for the quarter ended June 30, 2006, were $169.6 million, which represents a 27% increase over the previous quarter and a 49% increase over the same quarter last year. Net income before special charges and the impact of SFAS No. 123R increased to $12.0 million, or $0.14 per share, compared to $7.9 million, or $0.09 per share, last quarter and a net loss of $0.3 million, or $0.00 per share, for the same quarter last year. On a GAAP basis, net income was $0.6 million, or $0.01 per share, for the current quarter compared to the previous quarter’s net loss of ($2.3) million and a net income of $3.0 million for the same quarter last year. KEMET also reports results before special charges because the results offer an alternative depiction of normal operations. Comparisons to prior periods are as follows:

 

 

 

Quarter Ended

 

 

 

Jun 2006

 

Mar 2006

 

Jun 2005

 

 

 

(In Millions, Except Per Share Data)

 

Net sales

 

$

169.6

 

$

133.4

 

$

114.1

 

 

 

 

 

 

 

 

 

Before special charges and SFAS No. 123R (non-GAAP)

 

 

 

 

 

 

 

Net income/(loss)

 

$

12.0

 

$

7.9

*

$

(0.3

)

Net income/(loss) per diluted share

 

$

0.14

 

$

0.09

*

$

(0.00

)

 

 

 

 

 

 

 

 

After special charges and SFAS No. 123R (GAAP)

 

 

 

 

 

 

 

Net income/(loss)

 

$

0.6

 

$

(2.3

)

$

3.0

 

Net income/(loss) per diluted share

 

$

0.01

 

$

(0.03

)

$

0.04

 

 


*  excludes gain on sale of intellectual property

 

“We are extremely pleased to report another solid quarter of increased sales and profitability,” stated Mr. Per Loof, Chief Executive Officer. “Strong demand across all regions and channels, combined with a favorable pricing environment contributed to the growth in sales for the quarter.

 

Profitability also improved as we capitalized on the increased revenue and continued to drive our cost reduction initiatives. Gross margins for the quarter increased to 22% (24% excluding the recent acquisition) compared to 21% in the previous quarter, and net income increased to $12.0 million, compared to $10.7 million in the previous quarter on a pro forma basis.

 



 

This is also the first quarter which reflects the impact of our recent acquisition of the EPCOS tantalum business. Sales for this newly acquired business actually exceeded our previous estimates. Sales generated by the acquired tantalum business were $24.5 million in the quarter. We are very encouraged by the fact that the new business unit, excluding the impact from the German manufacturing operations, was accretive in our very first quarter, which was better than the dilution we previously estimated. As previously announced, we did not purchase the German manufacturing operations from EPCOS. In order to ensure no disruption in supply to our new customers, we entered into a temporary agreement with EPCOS. We are currently in the process of ramping down this temporary arrangement, therefore this will not impact our future results. We are very pleased with these initial results and with the progress we’ve made as we integrate this business into our Company. The response we have received from our new customers has been very positive. Our integration team, including our new employees in Europe, has worked diligently to make this transition virtually seamless.”

 

The Company will hold a conference call at 9:00 am ET Wednesday, July 26, 2006, to discuss the earnings release. To access the call, participants in the United States should dial 1-800-416-8033, and participants outside the United States should dial 1-706-643-0979. Participants should reference “KEMET Corporation” and the Conference ID #: 2478028. In conjunction with the conference call, there will be a simultaneous live broadcast over the Internet, which can be accessed at http://www.KEMET.com/IR. A replay of the conference call will be available until midnight August 9, 2006, at the same link.

 

KEMET’s common stock is listed on The New York Stock Exchange under the symbol KEM. At the Investor Relations portion of the Company’s web site at http://www.KEMET.com/IR, users can subscribe to KEMET news releases and can find additional Company information.

 

OUR BUSINESS
 

The following statements are based on current expectations. These statements may contain forward-looking information, and consequently actual results may differ materially. Current global economic conditions make it particularly difficult at present to predict product demand and other related matters.

 

      Sales of surface-mount capacitors were 87% of net sales, and sales of leaded parts were 13% of net sales for the June 2006 quarter.

 

      By region, 34% of net sales for the June 2006 quarter were to customers in the Americas, 41% were to customers in Asia Pacific, and 25% were to customers in Europe.

 

      By channel, 55% of net sales for the June 2006 quarter were to distribution customers, 21% were to Electronics Manufacturing Services customers, and 24% were to Original Equipment Manufacturing customers. Average selling prices for the June 2006 quarter, adjusted for changes in product mix, were basically flat.

 

      Cash and short- and long-term investments in marketable securities decreased $113.6 million to $122.3 million during the June 2006 quarter, from $235.9 million at March 31, 2006. The decrease was primarily due to the completion of the acquisition of the Tantalum Business Unit of EPCOS AG (“EPCOS”), and the scheduled payment of $20.0 million related to our senior debt. Cash generated from operations (excluding special charges) was $15 million in the quarter.

 

      During the June 2006 quarter, inventories increased $7.0 million to $132.1 million from $125.1 million at March 31, 2006. Raw materials and supplies increased $1.0 million in the June 2006 quarter, and work in process and finished goods increased $6.0 million. The increase was due to the acquisition of the EPCOS Tantalum Business Unit whose inventory balance was $13.0 million at June 30, 2006. Excluding the acquired tantalum business unit, inventories decreased $6.0 million in the quarter.

 

 

 

Fiscal Year Ended

 

Fiscal Quarter Ended

 

 

 

Mar 2004

 

Mar 2005

 

Mar 2006

 

Sep 2005

 

Dec 2005

 

Mar 2006

 

Jun 2006

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Raw materials and supplies

 

$

59.8

 

$

47.5

 

$

45.7

 

$

47.4

 

$

49.5

 

$

45.7

 

$

46.7

 

Work in process and finished goods

 

69.2

 

86.4

 

79.4

 

76.6

 

72.5

 

79.4

 

85.4

 

Total inventory

 

$

129.0

 

$

133.9

 

$

125.1

 

$

124.0

 

$

122.0

 

$

125.1

 

$

132.1

 

 

2



 

      Capital expenditures for the June 2006 quarter were $3.7 million. Depreciation and amortization expense in the quarter was $9.6 million.

 

 

 

Fiscal Year Ended

 

Fiscal Quarter Ended

 

 

 

Mar 2004

 

Mar 2005

 

Mar 2006

 

Sep 2005

 

Dec 2005

 

Mar 2006

 

Jun 2006

 

 

 

(In Millions)

 

Additions to property, plant and equipment

 

$

25.8

 

$

39.6

 

$

22.8

 

$

7.3

 

$

1.3

 

$

7.8

 

$

3.7

 

 

      For fiscal year 2007, KEMET anticipates continuing our investments in key customer relationships through our direct sales and customer service professionals, as well as our investments in research and development, to maintain our competitive position in the capacitor industry. We continue to invest in research and development activities with a primary focus on organic polymer tantalum and high-capacitance ceramic capacitor technologies.

 

 

 

Fiscal Year

 

Fiscal Quarter Ended

 

 

 

2004

 

2005

 

2006

 

Sep 2005

 

Dec 2005

 

Mar 2006

 

Jun 2006

 

 

 

(In Millions)

 

SG&A

 

$

51.2

 

$

51.7

 

$

49.7

 

$

12.1

 

$

12.3

 

$

13.1

 

$

23.9

*

R&D

 

$

24.4

 

$

26.6

 

$

26.0

 

$

6.1

 

$

6.3

 

$

7.4

 

$

7.8

 

 


*                 Increase attributed to $3.9 million for new stock options expense (SFAS No. 123R), $2.8 million for EPCOS Tantalum              Business Unit integration costs, and $3.1 million for the ongoing SG&A expense of the Tantalum Business Unit acquired from EPCOS.

 

      The manufacturing moves to low-cost regions are substantially complete. Two manufacturing operation moves still remain to be made. One is the anode manufacturing move to Mexico, which is currently in process, and the other is the tantalum polymer manufacturing move to China, which was started in the fiscal first quarter 2007. It is expected that both moves will be completed by the end of fiscal year 2007.

 

Summary of special charges in the June 2006 quarter, net of tax:

 

3



 

 

 

Fiscal Quarter
Ended
June 2006

 

 

 

(In Millions)

 

 

 

 

 

Manufacturing relocation (1)

 

$

4.6

 

Reduction in workforce

 

0.1

 

Restructuring charges

 

$

4.7

 

EPCOS tantalum business unit integration

 

2.8

 

Impact of SFAS No. 123R “Share-Based Payment”

 

3.9

 

Special after-tax charges

 

$

11.4

 

 


(1) - Includes a $3.5 million non-cash charge for the write off of inventory at plants which have been closed.

 

QUIET PERIOD
 

Beginning October 1, 2006, KEMET will observe a Quiet Period during which the information provided in this news release and the Company’s quarterly report on Form 10-Q will no longer constitute the Company’s current expectations. During the Quiet Period, this information should be considered to be historical, applying prior to the Quiet Period only and not subject to update by the Company. The Quiet Period will extend until the day when KEMET’s next quarterly earnings release is published.

 

This release contains certain forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended. We intend that these forward-looking statements be subject to the safe harbor created by that provision. These forward-looking statements involve risks and uncertainties and include, but are not limited to, statements regarding future events and our plans, goals, and objectives. Our actual results may differ materially from these statements. These risks, trends, and uncertainties, which in some instances are beyond our control, include: risks associated with the cyclical nature of the electronics industry, the requirement to continue to reduce the cost of our products, the competitiveness of our industry, an increase in the cost of our raw materials, the location of several of our plants in Mexico, China, and Portugal, and the possible loss of key employees. Although we believe that the assumptions underlying the forward-looking statements are reasonable, any of the assumptions could prove to be inaccurate. Therefore, we can give no assurance that the results contemplated in these forward-looking statements will be realized. The inclusion of this forward-looking information should not be regarded as a representation by our Company or any person that the future events, plans, or expectations contemplated by our Company will be achieved. Furthermore, past performance in operations and share price is not necessarily predictive of future performance.

 

4



 

KEMET CORPORATION AND SUBSIDIARIES

CONSOLIDATED GAAP STATEMENTS OF OPERATIONS

(Dollars in Thousands Except Per Share Data)

Unaudited

 

 

 

Three months ended
June 30,

 

 

 

2006

 

2005

 

 

 

 

 

 

 

Income Statement Data:

 

 

 

 

 

Net sales

 

$

169,570

 

$

114,104

 

Cost of goods sold

 

132,715

 

94,990

 

Selling, general and administrative expenses

 

23,920

 

12,226

 

Research and development

 

7,792

 

6,217

 

Restructuring charges

 

4,675

 

8,173

 

 

 

 

 

 

 

Operating income/(loss)

 

468

 

(7,502

)

 

 

 

 

 

 

Interest expense

 

1,448

 

1,668

 

Interest income

 

(861

)

(1,325

)

Other (income)/expense

 

(1,199

)

1,064

 

Income tax (benefit)/expense

 

483

 

(11,944

)

 

 

 

 

 

 

Net income/(loss)

 

$

597

 

$

3,035

 

 

 

 

 

 

 

Income/(Loss) Per Share Data:

 

 

 

 

 

Net income/(loss) per share:

 

 

 

 

 

Basic

 

$

0.01

 

$

0.04

 

Diluted

 

$

0.01

 

$

0.04

 

 

 

 

 

 

 

Weighted-average shares outstanding:

 

 

 

 

 

Basic

 

86,995,839

 

86,612,454

 

Diluted

 

87,291,324

 

86,660,437

 

 

5



 

KEMET CORPORATION AND SUBSIDIARIES

RECONCILIATION OF PRO FORMA TO GAAP RESULTS

(Dollars in Thousands, Except Per Share Data)

Unaudited

 

 

 

Three months ended June 30, 2006

 

 

 

Pro Forma
Results

 

Special
Charges

 

See
Note

 

GAAP
Results

 

Net sales

 

$

169,570

 

$

 

 

 

$

169,570

 

Cost of goods sold

 

132,715

 

 

 

 

 

132,715

 

Selling, general and administrative expenses

 

17,226

 

6,694

 

(1),(2)

 

23,920

 

Research and development

 

7,792

 

 

 

 

 

7,792

 

Restructuring charges

 

 

4,675

 

(3)

 

4,675

 

 

 

 

 

 

 

 

 

 

 

Operating income/(loss)

 

11,837

 

(11,369

)

 

 

468

 

 

 

 

 

 

 

 

 

 

 

Interest expense

 

1,448

 

 

 

 

 

1,448

 

Interest income

 

(861

)

 

 

 

 

(861

)

Other (income)/expense

 

(1,199

)

 

 

 

 

(1,199

)

Income tax (benefit)/expense

 

483

 

 

 

 

 

483

 

 

 

 

 

 

 

 

 

 

 

Net income/(loss)

 

$

11,966

 

$

(11,369

)

 

 

$

597

 

 

 

 

 

 

 

 

 

 

 

Income/(Loss) Per Share Data:

 

 

 

 

 

 

 

 

 

Net income/(loss) per share:

 

 

 

 

 

 

 

 

 

Basic

 

$

0.14

 

$

(0.13

)

 

 

$

0.01

 

Diluted

 

$

0.14

 

$

(0.13

)

 

 

$

0.01

 

 

 

 

 

 

 

 

 

 

 

Weighted-average shares outstanding

 

 

 

 

 

 

 

 

 

Basic

 

86,995,839

 

86,995,839

 

 

 

86,995,839

 

Diluted

 

87,291,324

 

86,995,839

 

 

 

87,291,324

 

 


Notes:

(1) - EPCOS tantalum business unit integration costs were $2.8 million for the quarter ended June 30, 2006.

 

(2) - Includes the impact of $3.9 million related to the implementation SFAS No. 123R “Share-Based Payment.”

 

(3) - Restructuring costs were $4.7 million as follows:

 

Manufacturing relocation

 

$

4.6

 

Reduction in workforce

 

0.1

 

Total restructuring charges

 

$

4.7

 

 

6



 

KEMET CORPORATION AND SUBSIDIARIES

CONSOLIDATED GAAP BALANCE SHEETS

(Dollars in Thousands)

Unaudited

 

 

 

June 30, 2006

 

March 31, 2006

 

ASSETS

 

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

55,743

 

$

163,778

 

Short-term investments

 

 

4,889

 

Accounts receivable, net

 

118,820

 

68,457

 

Inventories

 

132,117

 

125,070

 

Prepaid expenses and other current assets

 

6,222

 

7,822

 

Deferred income taxes

 

5,342

 

4,647

 

Total current assets

 

318,244

 

374,663

 

Property, plant and equipment, net

 

337,055

 

253,303

 

Property held for sale

 

4,769

 

4,502

 

Long-term investments in marketable securities

 

66,558

 

67,195

 

Investments in affiliates

 

1,003

 

972

 

Goodwill

 

43,155

 

30,471

 

Intangible assets, net

 

15,145

 

12,506

 

Other assets

 

4,297

 

4,706

 

 

 

 

 

 

 

Total assets

 

$

790,226

 

$

748,318

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

 

 

 

 

 

 

Current portion of long-term debt

 

$

20,276

 

$

20,000

 

Accounts payable, trade

 

99,070

 

47,251

 

Accrued expenses

 

25,063

 

32,303

 

Income taxes payable

 

6,867

 

5,770

 

Total current liabilities

 

151,276

 

105,324

 

Long-term debt

 

64,371

 

80,000

 

Other non-current obligations

 

50,404

 

44,139

 

Deferred income taxes

 

6,667

 

6,152

 

Total liabilities

 

272,718

 

235,615

 

 

 

 

 

 

 

Common stock

 

881

 

881

 

Additional paid-in capital

 

318,668

 

315,500

 

Retained earnings

 

221,818

 

221,221

 

Accumulated other comprehensive income

 

(3,065

)

(2,343

)

Treasury stock, at cost

 

(20,794

)

(22,556

)

Total stockholders’ equity

 

517,508

 

512,703

 

 

 

 

 

 

 

Total liabilities and stockholders’ equity

 

$

790,226

 

$

748,318

 

 

7


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