0001104659-15-014086.txt : 20150226 0001104659-15-014086.hdr.sgml : 20150226 20150226080048 ACCESSION NUMBER: 0001104659-15-014086 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20150226 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20150226 DATE AS OF CHANGE: 20150226 FILER: COMPANY DATA: COMPANY CONFORMED NAME: INVENTURE FOODS, INC. CENTRAL INDEX KEY: 0000944508 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS FOOD PREPARATIONS & KINDRED PRODUCTS [2090] IRS NUMBER: 860786101 STATE OF INCORPORATION: DE FISCAL YEAR END: 1229 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14556 FILM NUMBER: 15650287 BUSINESS ADDRESS: STREET 1: 5415 EAST HIGH STREET STREET 2: SUITE 350 CITY: PHOENIX STATE: AZ ZIP: 85054 BUSINESS PHONE: 6239326200 MAIL ADDRESS: STREET 1: 5415 EAST HIGH STREET STREET 2: SUITE 350 CITY: PHOENIX STATE: AZ ZIP: 85054 FORMER COMPANY: FORMER CONFORMED NAME: INVENTURE GROUP, INC. DATE OF NAME CHANGE: 20060526 FORMER COMPANY: FORMER CONFORMED NAME: POORE BROTHERS INC DATE OF NAME CHANGE: 19960926 8-K 1 a15-5389_18k.htm 8-K

 

 

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) February 26, 2015

 

Inventure Foods, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware

 

1-14556

 

86-0786101

(State or other jurisdiction
of incorporation)

 

(Commission
File Number)

 

(IRS Employer
Identification No.)

 

5415 East High Street, Suite 350, Phoenix, AZ

 

85054

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code (623) 932-6200

 

 

(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 Thursday, February 26, 2015, Inventure Foods, Inc. (the “Company”) issued a press release (attached hereto as Exhibit 99.1 and which is incorporated by reference herein) announcing financial results for the fourth quarter ended December 27, 2014.  A copy of the press release including such announcement is attached as Exhibit 99.1.

 

Item 9.01 Financial Statements and Exhibits

 

(d)         Exhibits

 

Exhibit 99.1                                                    Press release reporting fourth quarter 2014 results

 

SIGNATURE

 

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.

 

 

Inventure Foods, Inc.

 

(Registrant)

 

 

Date

February 26, 2015

 

 

 

/s/ Steve Weinberger

 

(Signature)

 

 

 

Steve Weinberger

 

Chief Financial Officer

 

2


EX-99.1 2 a15-5389_1ex99d1.htm EX-99.1

Exhibit 99.1

 

GRAPHIC

 

Inventure Foods Reports Fourth Quarter and Fiscal 2014 Financial Results

 

PHOENIX, February 26, 2015 (GLOBE NEWSWIRE) — Inventure Foods, Inc. (NASDAQ: SNAK) (“Inventure Foods”, or the “Company”), a leading specialty food marketer and manufacturer, today reported financial results for the fourth quarter and fiscal year ended December 27, 2014.

 

Fourth Quarter 2014 Highlights

 

·                  Consolidated net revenues increased 25.3% to $73.7 million.

·                  EBITDA of $8.0 million, an increase of 38.9% compared to prior year’s adjusted EBITDA*.

·                  Diluted earnings per share was $0.17.

 

Fiscal Year 2014 Highlights

 

·                  Consolidated net revenues increased 32.5% to $285.7 million.

·                  Adjusted EBITDA* increased 38.5% to $24.9 million.

·                  Diluted earnings per share was $0.53, or $0.47 adjusted diluted earnings per share*.

 

“Our fourth quarter results demonstrate the continued execution of our ongoing strategic initiatives to drive growth as our team captured consumer demand in key product categories. This was led by our Boulder Canyon brand posting an 88.1% sales increase and snack private label sales more than doubling, along with sales increases in our frozen berry business, the addition of our Fresh Frozen Foods business and the second consecutive quarter of double digit frozen beverage sales growth compared to the same quarter last year,” said Terry McDaniel, Chief Executive Officer of Inventure Foods. “We are pleased to have ended fiscal 2014 with solid top-line momentum driven by strength in our healthy/natural product portfolio which increased 55.4% compared to the prior year and now represents 83% of our consolidated business.  During the quarter we also invested in our Fresh Frozen business to support future growth, and while the business did not meet our aggressive targets, the acquisition was still accretive to earnings for the year.”

 

(All comparisons above are to the fourth quarter and twelve fiscal months of 2013)

 


*Please see the tabular reconciliations of financial measures prepared in accordance with United States generally accepted accounting principles (“GAAP”) to non-GAAP financial measures included at the end of this press release for the definition and information concerning certain items affecting comparability and reconciliations of the non-GAAP terms EBITDA, Adjusted EBITDA, adjusted net income and adjusted diluted earnings per share to the most comparable GAAP financial measures.

 

Fourth Quarter Fiscal 2014

 

Consolidated net revenues increased 25.3% to $73.7 million, compared to $58.9 million in the prior year period. The increase in net revenues was due to a 41.9% increase in the Company’s healthy/natural product portfolio. Gross profit as a percent of net revenues increased 210 basis points to 20.6%, compared to 18.5% in the prior year. The increase in gross margin was driven by a 430 basis point margin improvement in the Company’s Snack segment as a result of improved product and channel mix with a stronger emphasis on higher margin branded products and the use of the Company’s higher margin grown frozen berries compared to the use of lower margin purchased berries in the prior year as a result of the timing of purchases.  These improvements in gross margin were partially offset by increased trade spending in the Company’s frozen vegetable business.  Selling, general and administrative (“SG&A”) expenses were 12.5% of net revenues and increased 110 basis points when excluding the acquisition costs in the prior year.

 

1



 

Net income was $3.4 million, or $0.17 diluted earnings per share for the fourth quarter of 2014, compared to $2.0 million, or $0.10 diluted earnings per share in the prior year period. Excluding deal costs associated with the Company’s Fresh Frozen acquisition in November 2013, adjusted net income was $2.8 million, or $0.14 diluted earnings per share, for the fourth quarter of 2013.  For the fourth quarter, the Company’s base business delivered an earnings increase of $0.07 per diluted share, partially offset by a $0.04 per diluted share reduction in earnings associated with Fresh Frozen trade spend investments to support future sales and distribution growth.  EBITDA was $8.0 million compared to adjusted EBITDA of $5.8 million, an increase of 38.9%.  Adjusted EBITDA in the fourth quarter of 2013 includes an add-back of $1.1 million associated with Fresh Frozen acquisition-related transaction costs.

 

Fiscal Year 2014

 

Consolidated net revenues for the year ended December 27, 2014 increased 32.5% to $285.7 million, compared to $215.6 million in the prior year.  Gross profit increased 36.6% to $53.1 million, compared to $38.9 million in the prior year and as a percentage of net revenues, increased 60 basis points to 18.6%.  SG&A expenses reflects a number of adjustments including the reversal of the Fresh Frozen Foods contingent consideration liability offset by estimated Jamba litigation settlement costs and fees associated with the Company’s secondary offering.  The net impact of these items reduced SG&A expenses by $1.9 million.  In fiscal 2013 SG&A expenses included $1.4 million of acquisition-related transaction costs.  Excluding the impact of these items, SG&A expenses increased $9.5 million to $36.1 million, compared to $26.6 million in the prior year and as a percentage of net revenues, increased 30 basis points to 12.6%, compared to 12.3% in the prior year.  The increase in SG&A expenses were primarily due to full year costs of our two acquired business in 2013, increased incentive compensation expenses, higher health insurance costs under the Company’s partially self-insured plan, and as a result of reinvesting a portion of earnings back into the business to support future growth.

 

Fiscal 2014 net income was $10.6 million and fully diluted earnings per share was $0.53.  Excluding the aforementioned items, adjusted net income increased 23.5% to $9.3 million, or $0.47 adjusted earnings per diluted share, compared to adjusted net income of $7.6 million, or $0.38 adjusted earnings per diluted share in the prior year.  Adjusted EBITDA increased 38.5% to $24.9 million compared to $18.0 million in fiscal 2013 and for our base business increased 21.1%.

 

Segment Review

 

The Company has two reportable segments: frozen and snack. The frozen product segment includes frozen fruits, vegetables and beverages, for sale primarily to groceries, club stores and mass merchandisers. The snack segment includes manufactured potato chips, kettle chips, potato crisps, potato skins, pellet snacks, sheeted dough products, cereal and extruded product for sale primarily to snack food distributors and retailers.

 

Frozen Segment: Net revenues during the fourth quarter of 2014 increased 30.0% to $45.6 million, compared to $35.1 million in the prior year period.  Gross profit increased $2.4 million, or 33.8%, to $9.5 million in the fourth quarter of 2014, compared to $7.1 million in the prior year period. As a percentage of net revenues, fourth quarter gross profit increased 60 basis points to 20.9% compared to the prior year period.  This margin increase was primarily due to the use of the Company’s higher margin grown frozen berries compared to the use of lower margin purchased berries in the prior year as a result of the timing of purchases partially offset by increased trade spending in our frozen vegetable business.

 

Net revenues for fiscal 2014 increased 53.3% to $179.5 million, compared to $117.1 million in the prior year. Gross profit increased $9.6 million, or 42.1%, to $32.3 million in 2014, compared to $22.7 million in the prior year.

 

Snack Segment: Net revenues during the fourth quarter of 2014 increased 18.4% to $28.1 million, compared to $23.8 million in the prior year period. Gross profit increased $1.9 million, or 50.7%, to $5.6 million in the fourth quarter of 2014, compared to $3.7 million in the prior year period.  As a percentage of net revenues, fourth quarter gross profit increased 430 basis points to 20.0% compared to the prior year period.

 

2



 

Net revenues for fiscal 2014 increased 7.8% to $106.1 million, compared to $98.5 million in the prior year. The year-over-year increase was impacted by a $4.2 million reduction in net sales as a result of the Company’s decision to discontinue lower margin sales; adjusting for these discontinued sales, fiscal 2014 Snack segment net revenues increased 12.7%.  Gross profit increased $4.7 million, or 28.8%, to $20.8 million in 2014, compared to $16.1 million in the prior year.

 

Mr. McDaniel concluded, “Our team successfully generated positive sales growth in our Frozen and Snack segments combined with solid gross profit margin improvement in the quarter compared to last year. We remain focused on higher margin sales growth and improved operational efficiencies as we build our existing brands and leverage our recent acquisitions.”

 

Conference Call

 

The Company will hold an investor conference call today, Thursday, February 26, 2015, at 11:00 a.m. Eastern time. To participate on the live call listeners in North America may dial (877) 853-7702 and international listeners may dial (408) 940-3848. In addition, the call will be broadcast live over the Internet hosted at the “Investor Relations” section of the Company’s website at www.inventurefoods.com and will be archived online for one year.

 

About Inventure Foods

 

With manufacturing facilities in Arizona, Indiana, Washington, Oregon and Georgia, Inventure Foods, Inc. (SNAK) is a marketer and manufacturer of specialty food brands in better-for-you and indulgent categories under a variety of Company owned and licensed brand names, including Boulder Canyon Natural Foods®, Jamba®, Seattle’s Best Coffee®, Rader Farms®, T.G.I. Friday’s®, Nathan’s Famous®, Vidalia Brands®, Poore Brothers®, Tato Skins®, Willamette Valley Fruit CompanyTM, Fresh FrozenTM and Bob’s Texas Style®. For further information about Inventure Foods, please visit www.inventurefoods.com.

 

Contact

Katie Turner, ICR (646) 277-1200

 

Note Regarding Forward-looking Statements

 

This press release contains forward-looking statements, including, but not limited to, our ability to improve business profitability to support our future growth, execute our ongoing initiative to generate healthy EBITDA growth through a focus on strong sales growth, enhancing margins and leveraging the capabilities of our acquired businesses, expand our distribution and further explore new product categories, execute our strategic initiatives to further strengthen our brand portfolios, expand our margin profile and increase profitability long-term. Because such statements include risks and uncertainties, actual results may differ materially from those expressed or implied by such forward-looking statements. Factors that may cause actual results to differ from the forward-looking statements contained in this press release and that may affect the Company’s prospects in general include, but are not limited to, general economic conditions, increases in cost or availability of ingredients, packaging, energy and employees, price competition and industry consolidation, ability to execute strategic initiatives, product recalls or safety concerns, disruptions of supply chain or information technology systems, customer acceptance of new products and changes in consumer preferences, food industry and regulatory factors, interest rate risks, dependence upon major customers, dependence upon existing and future license agreements, the possibility that we will need additional financing due to future operating losses or in order to implement the Company’s business strategy, acquisition and divestiture-related risks, the volatility of the market price of the Company’s common stock, and such other factors as are described from time to time in the Company’s filings with the Securities and Exchange Commission.  All forward-looking statements are based on information available to the Company as of the date of this news release, and the Company assumes no obligation to update such statements.

 

3



 

INVENTURE FOODS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(in thousands, except per share data)

(unaudited)

 

 

 

Quarter Ended

 

Year Ended

 

 

 

December 27,
 2014

 

December 28,
 2013

 

December 27,
 2014

 

December 28,
 2013

 

Net revenues

 

$

73,746

 

$

58,852

 

$

285,663

 

$

215,580

 

Cost of revenues

 

58,570

 

47,983

 

232,542

 

176,694

 

Gross profit

 

15,176

 

10,869

 

53,121

 

38,886

 

Selling, general & administrative expenses

 

9,196

 

7,795

 

34,188

 

28,036

 

Operating income

 

5,980

 

3,074

 

18,933

 

10,850

 

Interest expense, net

 

704

 

231

 

2,604

 

872

 

Income before income taxes

 

5,276

 

2,843

 

16,329

 

9,978

 

Income tax provision

 

1,868

 

836

 

5,768

 

3,360

 

Net income

 

$

3,408

 

$

2,007

 

$

10,561

 

$

6,618

 

 

 

 

 

 

 

 

 

 

 

Earnings per common share:

 

 

 

 

 

 

 

 

 

Basic

 

$

0.17

 

$

0.10

 

$

0.54

 

$

0.34

 

Diluted

 

$

0.17

 

$

0.10

 

$

0.53

 

$

0.33

 

 

 

 

 

 

 

 

 

 

 

Weighted average number of common shares:

 

 

 

 

 

 

 

 

 

Basic

 

19,564

 

19,454

 

19,500

 

19,360

 

Diluted

 

20,062

 

19,916

 

19,990

 

19,789

 

 

4



 

INVENTURE FOODS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands)

(unaudited)

 

 

 

December 27,
 2014

 

December 28,
 2013

 

 

 

 

 

 

 

Assets

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

495

 

$

910

 

Accounts receivable, net allowance

 

22,420

 

23,618

 

Inventories

 

65,216

 

43,086

 

Deferred income tax asset

 

1,228

 

755

 

Other current assets

 

1,220

 

1,223

 

Total current assets

 

90,579

 

69,592

 

 

 

 

 

 

 

Property and equipment, net

 

55,200

 

50,140

 

Goodwill

 

23,286

 

23,064

 

Trademarks and other intangibles, net

 

24,543

 

25,624

 

Other assets

 

1,702

 

1,671

 

Total assets

 

$

195,310

 

$

170,091

 

 

 

 

 

 

 

Liabilities and Shareholders’ Equity

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Accounts payable

 

$

15,533

 

$

19,380

 

Accrued liabilities

 

12,978

 

10,121

 

Current portion of long-term debt

 

7,041

 

6,110

 

Total current liabilities

 

35,552

 

35,611

 

 

 

 

 

 

 

Long-term debt, less current portion

 

59,218

 

61,865

 

Line of credit

 

18,802

 

3,223

 

Deferred income tax liability

 

6,869

 

4,188

 

Interest rate swaps

 

349

 

526

 

Other liabilities

 

2,554

 

5,525

 

Total liabilities

 

123,344

 

110,938

 

 

 

 

 

 

 

Shareholders’ equity:

 

 

 

 

 

Common stock

 

200

 

198

 

Additional paid-in capital

 

33,100

 

30,960

 

Accumulated other comprehensive loss

 

(134

)

(244

)

Retained earnings

 

39,271

 

28,710

 

 

 

72,437

 

59,624

 

 

 

 

 

 

 

Less: treasury stock

 

(471

)

(471

)

Total shareholders’ equity

 

71,966

 

59,153

 

Total liabilities and shareholders’ equity

 

$

195,310

 

$

170,091

 

 

5



 

INVENTURE FOODS, INC. AND SUBSIDIARIES

RECONCILIATION OF EBITDA AND ADJUSTED EBITDA

(in thousands)

(unaudited)

 

 

 

Quarter Ended

 

Year Ended

 

 

 

December 27,
2014

 

December 28,
2013

 

December 27,
2014

 

December 28,
2013

 

Reconciliation — EBITDA (1):

 

 

 

 

 

 

 

 

 

Reported net income

 

$

3,408

 

$

2,007

 

$

10,561

 

$

6,618

 

Add back: Interest, net

 

704

 

231

 

2,604

 

872

 

Add back: Income tax provision

 

1,868

 

836

 

5,768

 

3,360

 

Add back: Depreciation

 

1,741

 

1,407

 

6,683

 

5,430

 

Add back: Amortization of intangible assets

 

301

 

200

 

1,204

 

288

 

EBITDA(1)

 

$

8,022

 

$

4,681

 

$

26,820

 

$

16,568

 

Adjustments:

 

 

 

 

 

 

 

 

 

Subtract: Fresh Frozen contingent consideration

 

 

 

(2,653

)

 

Add back: Jamba litigation settlement

 

 

 

435

 

 

Add back: Offering costs

 

 

 

326

 

 

Add back: Acquisition-related transaction costs

 

 

1,093

 

 

1,427

 

Adjusted EBITDA(1)

 

$

8,022

 

$

5,774

 

$

24,928

 

$

17,995

 

 

INVENTURE FOODS, INC. AND SUBSIDIARIES

ITEMS AFFECTING COMPARABILITY — RECONCILIATION OF ADJUSTED INFORMATION TO GAAP INFORMATION

(in thousands)

(unaudited)

 

 

 

Quarter Ended

 

Year Ended

 

 

 

December 27,
2014

 

December 28,
2013

 

December 27,
2014

 

December 28,
2013

 

Reported net income

 

$

3,408

 

$

2,007

 

$

10,561

 

$

6,618

 

Fresh Frozen contingent consideration adjustment, net of tax

 

 

 

(1,716

)

 

Jamba litigation settlement, net of tax

 

 

 

285

 

 

Offering costs, net of tax

 

 

 

213

 

 

Acquisition-related transaction costs, net of tax

 

 

772

 

 

946

 

Adjusted net income(2)

 

$

3,408

 

$

2,779

 

$

9,343

 

$

7,564

 

Adjusted diluted earnings per share(2)

 

$

0.17

 

$

0.14

 

$

0.47

 

$

0.38

 

 


(1)  EBITDA is defined as net income, net of taxes, interest expense, income taxes, depreciation and amortization. We further adjust EBITDA to exclude the Fresh Frozen Foods contingent consideration adjustment, the estimated Jamba litigation settlement, offering expenses and acquisition-related transaction costs which are not related to our core business to arrive at adjusted EBITDA. The GAAP financial measure that is most directly comparable to EBITDA is net cash provided by operating activities. We present adjusted EBITDA because we believe it provides useful information regarding our ability to meet our future debt payment requirements, capital expenditures and working capital requirements and it provides an overall evaluation of our financial condition. We include adjusted EBITDA in this earnings announcement to provide transparency to investors and to assist investors in comparing our performance across reporting periods on a consistent basis by excluding items that we do not believe are indicative of our core operating performance.  Adjusted EBITDA has certain inherent limitations as an analytical tool and should not be used in isolation or as a substitute for net income, cash flows, or other consolidated income or cash flow data prepared in accordance with GAAP or as a measure of our profitability or our liquidity.  Further, EBITDA may not be comparable to similarly titled measures used by other companies.

 

(2)  Adjusted net income and adjusted diluted earnings per share permit a comparative assessment of our SG&A expenses, net income and diluted earnings per share by excluding the Fresh Frozen Foods contingent consideration adjustment, the estimated Jamba litigation settlement, offering expenses and acquisition-related transaction costs to make a more meaningful comparison of our operating performance.

 

6


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