-----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, VVB6L8400iSQx03pzSNDvozWK2ii0+8FiYWLPr9d+JGI86eXZ/4uoa7opW9TpFSJ db1F2ih4DRbr7BtUqUZRyw== 0000950124-96-004988.txt : 19961118 0000950124-96-004988.hdr.sgml : 19961118 ACCESSION NUMBER: 0000950124-96-004988 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960930 FILED AS OF DATE: 19961114 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: TECUMSEH PRODUCTS CO CENTRAL INDEX KEY: 0000096831 STANDARD INDUSTRIAL CLASSIFICATION: AIR COND & WARM AIR HEATING EQUIP & COMM & INDL REFRIG EQUIP [3585] IRS NUMBER: 381093240 STATE OF INCORPORATION: MI FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-00452 FILM NUMBER: 96663086 BUSINESS ADDRESS: STREET 1: 100 E PATTERSON ST CITY: TECUMSEH STATE: MI ZIP: 49286 BUSINESS PHONE: 5174238411 MAIL ADDRESS: STREET 1: 100 EAST PATTERSON STREET CITY: TECUMSEH STATE: MI ZIP: 49286 10-Q 1 FORM 10-Q 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT of 1934 For the quarterly period ended September 30, 1996 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT of 1934 For the transition period from______to______ COMMISSION FILE NUMBER: 0-452 TECUMSEH PRODUCTS COMPANY (Exact name of registrant as specified in its charter) MICHIGAN 38-1093240 (State of Incorporation) (IRS Employer Identification Number) 100 EAST PATTERSON STREET TECUMSEH, MICHIGAN 49286 (Address of Principal Executive Offices) Telephone Number: (517) 423-8411 Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ] Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. Class of Stock Outstanding at October 31, 1996 - ------------------------------------------------------------------------------ Class B Common Stock, $1.00 par value 5,470,146 Class A Common Stock, $1.00 par value 16,410,438 2 TECUMSEH PRODUCTS COMPANY AND SUBSIDIARIES PART I. FINANCIAL INFORMATION - ITEM 1 CONSOLIDATED CONDENSED BALANCE SHEETS (Unaudited and subject to year end adjustments)
(Dollars in millions) SEPTEMBER 30, December 31, 1996 1995 ====================================================================================================== ASSETS CURRENT ASSETS: Cash and cash equivalents $ 273.2 $ 261.6 Accounts receivable, trade, less allowance for doubtful accounts of $6.9 million in 1996 and 1995 247.8 225.5 Inventories 256.2 260.0 Deferred income taxes 34.8 33.9 Other current assets 8.3 10.2 - ----------------------------------------------------------------------------------------------------- TOTAL CURRENT ASSETS 820.3 791.2 PROPERTY, PLANT AND EQUIPMENT, at cost, net of accumulated depreciation of $445.5 million in 1996 and $419.1 million in 1995 518.0 477.0 EXCESS OF COST OVER ACQUIRED NET ASSETS 57.1 60.9 DEFERRED INCOME TAXES 18.6 19.9 PREPAID PENSION EXPENSE 44.2 37.6 OTHER ASSETS 22.1 21.0 - ----------------------------------------------------------------------------------------------------- TOTAL ASSETS $1,480.3 $1,407.6 ===================================================================================================== LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES: Accounts payable, trade $ 119.3 $ 129.5 Income taxes payable 13.4 7.5 Short-term borrowings 8.7 13.5 Accrued liabilities 129.4 119.4 - ----------------------------------------------------------------------------------------------------- TOTAL CURRENT LIABILITIES 270.8 269.9 LONG-TERM DEBT 13.6 14.7 NON-PENSION POSTRETIREMENT BENEFITS 177.9 174.0 PRODUCT WARRANTY AND SELF-INSURED RISKS 30.5 30.0 ACCRUAL FOR ENVIRONMENTAL MATTERS 27.2 27.3 PENSION LIABILITIES 15.3 14.6 - ----------------------------------------------------------------------------------------------------- TOTAL LIABILITIES 535.3 530.5 ===================================================================================================== STOCKHOLDERS' EQUITY: Class A common stock, $1 par value; authorized 75,000,000 shares; issued and outstanding 16,410,438 shares 16.4 16.4 Class B common stock, $1 par value; authorized 25,000,000 shares; issued and outstanding 5,470,146 shares 5.5 5.5 Capital in excess of par value 29.9 29.9 Retained earnings 883.1 808.0 Foreign currency translation adjustment 10.1 17.3 - ----------------------------------------------------------------------------------------------------- TOTAL STOCKHOLDERS' EQUITY 945.0 877.1 - ----------------------------------------------------------------------------------------------------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $1,480.3 $1,407.6 =====================================================================================================
The accompanying notes are an integral part of these statements. Page 2 3 TECUMSEH PRODUCTS COMPANY AND SUBSIDIARIES PART I. FINANCIAL INFORMATION - ITEM 1 CONSOLIDATED CONDENSED STATEMENTS OF INCOME (Unaudited and subject to year end adjustments)
(Dollars in millions Three Months Ended Nine Months Ended except per share amounts) September 30, September 30, -------------------- -------------------- 1996 1995 1996 1995 ================================================================================== INCOME: Net sales $408.7 $392.7 $1,395.8 $1,333.6 Interest income 5.1 6.3 15.3 21.8 Other income 1.3 3.9 5.3 8.5 - ---------------------------------------------------------------------------------- TOTAL INCOME 415.1 402.9 1,416.4 1,363.9 - ---------------------------------------------------------------------------------- EXPENSES: Cost of sales and operating expenses 347.6 339.2 1,192.8 1,136.1 Selling and administrative expenses 23.1 21.7 73.4 69.5 Interest expense 1.3 1.9 4.9 5.9 Other expenses 0.1 -- 0.3 0.1 - ---------------------------------------------------------------------------------- TOTAL EXPENSES 372.1 362.8 1,271.4 1,211.6 - ---------------------------------------------------------------------------------- INCOME BEFORE TAXES ON INCOME 43.0 40.1 145.0 152.3 Taxes on income 15.8 15.2 52.9 57.2 - ---------------------------------------------------------------------------------- NET INCOME $ 27.2 $ 24.9 $ 92.1 $ 95.1 ================================================================================== NET INCOME PER SHARE $ 1.24 $ 1.14 $ 4.21 $ 4.35 ================================================================================== CASH DIVIDENDS DECLARED PER SHARE $ 0.26 $ 0.25 $ 0.78 $ 0.75 ==================================================================================
The accompanying notes are an integral part of these statements. Page 3 4 TECUMSEH PRODUCTS COMPANY AND SUBSIDIARIES PART I. FINANCIAL INFORMATION - ITEM 1 CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (Unaudited and subject to year end adjustments) Nine Months Ended (Dollars in millions) September 30, ----------------- 1996 1995 =============================================================================== CASH FLOWS FROM OPERATING ACTIVITIES: Net income $ 92.1 $ 95.1 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 48.0 44.5 Accounts receivable (25.1) (37.2) Inventories 2.9 (3.5) Payables and accrued expenses 10.6 36.2 Other (3.3) (4.7) - ------------------------------------------------------------------------------- CASH PROVIDED BY OPERATIONS 125.2 130.4 - ------------------------------------------------------------------------------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures (87.7) (98.0) - ------------------------------------------------------------------------------- CASH USED IN INVESTING ACTIVITIES (87.7) (98.0) - ------------------------------------------------------------------------------- CASH FLOWS FROM FINANCING ACTIVITIES: Dividends paid (17.1) (16.4) Decrease in borrowings, net (6.1) (1.6) - ------------------------------------------------------------------------------- CASH USED IN FINANCING ACTIVITIES (23.2) (18.0) - ------------------------------------------------------------------------------- EFFECT OF EXCHANGE RATE CHANGES ON CASH (2.7) 2.1 - ------------------------------------------------------------------------------- INCREASE IN CASH AND CASH EQUIVALENTS 11.6 16.5 CASH AND CASH EQUIVALENTS: BEGINNING OF PERIOD 261.6 283.2 - ------------------------------------------------------------------------------- END OF PERIOD $273.2 $299.7 ===============================================================================
The accompanying notes are an integral part of these statements. Page 4 5 TECUMSEH PRODUCTS COMPANY AND SUBSIDIARIES PART I. FINANCIAL INFORMATION - ITEM 1 NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS 1. The condensed consolidated financial statements are unaudited and reflect all adjustments (consisting only of normal recurring adjustments) which are, in the opinion of management, necessary for a fair presentation of the financial position and operating results for the interim periods. The December 31, 1995 condensed balance sheet data was derived from audited financial statements, but does not include all disclosures required by generally accepted accounting principles. The condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto contained in the Company's Annual Report for the fiscal year ended December 31, 1995. Due to the seasonal nature of the Company's business, the results of operations for the interim period are not necessarily indicative of the results for the entire fiscal year. The financial data required in this Form 10-Q by Rule 10.01 of Regulation S-X have been reviewed by Ciulla, Smith & Dale, LLP, the Company's independent certified public accountants, as described in their report contained elsewhere herein. 2. Inventories consisted of:
(Dollars in Millions) SEPTEMBER 30, December 31, 1996 1995 ================================================================= Raw material and work in process $148.4 $162.8 Finished goods 91.2 80.4 Supplies 16.6 16.8 - ----------------------------------------------------------------- $256.2 $260.0 =================================================================
3. The Company has been named by the U.S. Environmental Protection Agency (EPA) as a potentially responsible party in connection with the Sheboygan River and Harbor Superfund Site in Wisconsin. At September 30, 1996, the Company had an accrual of $30.4 million ($30.1 million at December 31, 1995) for the estimated costs associated with the cleanup of certain PCB contamination at this Superfund Site. The Company has based the estimated cost of cleanup on ongoing engineering studies, including engineering samples taken in the Sheboygan River, and assumptions as to the areas that will have to be remediated along with the nature and extent of the remediation that will be required. Significant assumptions underlying the estimated costs are that remediation will involve innovative technologies, including (but not limited to) bioremediation near the Company's plant site and along the Upper River, and only natural armoring and bioremediation in the Lower River and Harbor. Page 5 6 TECUMSEH PRODUCTS COMPANY AND SUBSIDIARIES PART I. FINANCIAL INFORMATION - ITEM 1 NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS, CONTINUED The EPA has indicated it expects to issue a record of decision on the cleanup of the Sheboygan River and Harbor Site in the third quarter of 1997, but the ultimate resolution of the matter may take much longer. Ultimate costs to the Company will be dependent upon factors beyond its control such as the scope and methodology of the remedial action requirements to be established by the EPA (in consultation with the State of Wisconsin), rapidly changing technology, and the outcome of any related litigation. The Company, in cooperation with the Wisconsin Department of Natural Resources, is conducting an investigation of soil and groundwater contamination at the Company's Grafton, Wisconsin plant. Certain test procedures are underway to assess the extent of contamination and to develop remedial options for the site. While the Company has provided for estimated investigation and on-site remediation costs, the extent and timing of future off-site remediation requirements, if any, are not presently determinable. In addition to the above mentioned sites, the Company also is currently participating with the EPA and various state agencies at certain other sites to determine the nature and extent of any remedial action which may be necessary with regard to such other sites. Based on limited preliminary data and other information currently available, the Company has no reason to believe that the level of expenditures for potential remedial action necessary at these other sites will have a material effect on its financial position. 4. Various lawsuits and claims, including those involving ordinary routine litigation incidental to its business, to which the Company is a party, are pending, or have been asserted, against the Company. Although the outcome of these matters cannot be predicted with certainty, and some may be disposed of unfavorably to the Company, management has no reason to believe that their disposition will have a materially adverse effect on the consolidated financial position of the Company. Page 6 7 November 11, 1996 INDEPENDENT ACCOUNTANTS' REPORT Tecumseh Products Company Tecumseh, Michigan We have reviewed the consolidated condensed balance sheet of Tecumseh Products Company and Subsidiaries as of September 30, 1996, and the related consolidated condensed statements of income and cash flows for the three months and nine months ended September 30, 1996 and 1995. These financial statements are the responsibility of the Company's management. We have conducted our review in accordance with standards established by the American Institute of Certified Public Accountants. A review of interim financial information consists principally of applying analytical procedures to financial data and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with generally accepted auditing standards, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion. Based on our review, we are not aware of any material modifications that should be made to the consolidated condensed financial statements referred to above for them to be in conformity with generally accepted accounting principles. We have previously audited, in accordance with generally accepted auditing standards, the consolidated balance sheet as of December 31, 1995, and the related consolidated statements of income, stockholders' equity and cash flows for the year then ended (not presented herein); and in our report dated February 16, 1996, we expressed an unqualified opinion on those consolidated financial statements. In our opinion, the information set forth in the accompanying consolidated condensed balance sheet as of December 31, 1995, is fairly stated in all material respects in relation to the consolidated balance sheet from which it has been derived. CIULLA, SMITH & DALE, LLP Certified Public Accountants Southfield, Michigan Page 7 8 TECUMSEH PRODUCTS COMPANY AND SUBSIDIARIES PART I. FINANCIAL INFORMATION -- ITEM 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION RESULTS OF OPERATIONS Sales for the third quarter of 1996 were $408.7 million, up 4% from the same period in 1995. Consolidated earnings of $27.2 million, or $1.24 per share were 9% higher than the $1.14 per share earned in the third quarter of 1995. The favorable results were due to strong engine sales to snow removal equipment manufacturers along with increases in North American compressor sales. Year-to-date sales of $1,395.8 million were 5% higher than the prior year period. Nine month earnings of $92.1 million, or $4.21 per share, were down 3% from the first nine months of 1995, due primarily to lower net interest income. The following table presents results by business segments:
Three Months Ended Nine Months Ended (Dollars in millions) September 30, September 30, ------------------ ----------------- 1996 1995 1996 1995 ============================================================================ NET SALES: Compressor Products $262.1 $266.6 $ 893.7 $ 868.7 Engine and Power Train Products 124.2 107.6 424.8 393.4 Pump Products 22.4 18.5 77.3 71.5 - ---------------------------------------------------------------------------- TOTAL NET SALES $408.7 $392.7 $1,395.8 $1,333.6 ============================================================================ INCOME BEFORE TAXES ON INCOME: Compressor Products $ 24.8 $ 26.3 $ 83.8 $ 89.7 Engine and Power Train Products 14.7 10.3 48.0 44.2 Pump Products 2.5 1.7 10.5 9.7 Corporate Expenses (2.8) (2.6) (7.7) (7.2) Net Interest Income 3.8 4.4 10.4 15.9 - ---------------------------------------------------------------------------- TOTAL INCOME BEFORE TAXES ON INCOME $ 43.0 $ 40.1 $ 145.0 $ 152.3 ============================================================================
Page 8 9 TECUMSEH PRODUCTS COMPANY AND SUBSIDIARIES PART I. FINANCIAL INFORMATION -- ITEM 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION, CONTINUED Compressor Products Worldwide Compressor Products sales for the third quarter of 1996 were $262.1 million and were essentially flat as compared with the same period in 1995. Year-to-date sales of $893.7 were 3% higher than the previous year period. Factors impacting the first two quarters of 1996 continued into the third quarter. North American compressor sales remained strong but were offset by weaker sales of compressors produced in overseas operations. North American compressor sales gains were driven by two recent product introductions, a small rotary room air conditioning compressor and a household refrigerator compressor. In addition, sales of compressors for the domestic central unitary air conditioning market remained robust. A retail build-up of room air conditioner inventory in reaction to record heat in the summer of 1995 led to increased sales. In addition, strong housing starts and market share gains in the U.S. household refrigerator market contributed positively to North American compressor sales. These sales increases were offset in part by a decrease in commercial refrigeration sales. Looking forward, an unseasonably cool summer in key regions of the U.S. has led to higher than usual levels of room air conditioners remaining in distribution channels at the end of this past summer season. The commercial refrigeration market also continues to show signs of weakness. These factors are likely to impact North American compressor demand for the rest of 1996 and possibly into 1997. The European compressor market and operations were down for the third quarter and first nine months of 1996 as a result of a cool summer and continuing economic weakness in Europe. Domestic Brazilian demand remained steady for refrigeration products, but exports from the Company's Brazilian operations were down reflecting sluggish demand in the rest of South and Central America. Compressor Products operating margin was 9.5% for the third quarter and 9.4% for the first nine months of 1996 as compared to 9.9% and 10.3% for the same periods in 1995. A larger proportion of new product sales resulted in lower margins due to start-up costs. For the third quarter of 1996, the Company's Brazilian subsidiary contributed 39% of segment operating profit, versus 41% of segment operating profit for the same period in 1995. The operating results for the Company's Brazilian subsidiary remained strong due to continued domestic demand for refrigeration products. Although Brazil's current economic program has been successful in controlling inflation and lifting consumer confidence, this also resulted in an artificially strong currency which is expected to continue to exert pressure on operating margins. Page 9 10 TECUMSEH PRODUCTS COMPANY AND SUBSIDIARIES PART I. FINANCIAL INFORMATION -- ITEM 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION, CONTINUED Engine and Power Train Products Worldwide Engine and Power Train Products sales were $124.2 million in the third quarter of 1996, a 15% increase compared to the same period in 1995. Heavy snowfall in the winter of 1996 depleted retail inventories of snow throwers resulting in strong demand for our snow engine product. These sales gains were offset in part by weaker sales in the Company's European and North American lawn and garden operations. Nine months sales of $424.8 million were 8% higher than the previous year period. Strong second quarter sales due to a previous seasonal delay in production start-ups by certain lawn and garden customers, along with significant third quarter gains in snow thrower engine sales, were the primary contributors to year-to-date sales increases. Engine and Power Train Products operating margin was 11.8% for the third quarter of 1996 as compared to 9.5% for the previous year period. Increased sales volume in higher margin snow product was the primary reason for comparable margin gains. Nine months operating margins of 11.3% were essentially flat with the prior year period. Margin gains due to increased sales volume were offset by higher raw material costs and new facility start-up costs. Pump Products Pump Products sales for the third quarter were $22.4 million, a 21% increase compared to the third quarter of 1995. Year-to-date sales of $77.3 million were 8% higher than the previous year period. Increased sales in the HVAC market and flooding-related demand for pumps contributed to the sales gains. Interest Income Interest income net of interest expense decreased $5.5 million for the first nine months of 1996 compared to the same period in 1995, due in large part to lower financial income reported by the Company's Brazilian subsidiary. Late in the second quarter of 1995, the Company lowered its cash position in Brazil to provide some protection from potential currency devaluations. Page 10 11 TECUMSEH PRODUCTS COMPANY AND SUBSIDIARIES PART I. FINANCIAL INFORMATION -- ITEM 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION, CONTINUED LIQUIDITY AND CAPITAL RESOURCES In October 1996, the Company announced plans to build a manufacturing facility in Corinth, Mississippi. This vertically integrated operation will make electric motors for compressor products and is expected to provide cost and delivery time efficiencies. Total planned investment will approximate $35 million and should be substantially completed by the end of 1997. In November 1996, the Company announced that it has signed a memorandum of understanding with Whirlpool of India, Ltd. to acquire Whirlpool's refrigeration compressor manufacturing facilities in the state of Haryana, India, subject to execution of a mutually satisfactory definitive agreement and all necessary approvals. Tecumseh will continue to manufacture the currently produced refrigeration compressor and, over the next several years, plans to expand capacity to include its high efficiency CFC-free TP refrigeration compressor. Once expanded and fully equipped, the operation will have sufficient capacity to produce over 2 million refrigeration compressors annually. Total planned investment over the next several years, including acquisition costs and capacity expansion, is estimated to exceed $60 million. The Company continued to maintain a strong and liquid financial position. Working capital of $549.5 million at September 30, 1996 was up from $521.3 million at December 31, 1995, and the ratio of current assets to current liabilities approximated 3.0. Nine months capital spending of $87.7 million included expenditures for a new engine facility in Georgia, and expansion of the TP compressor line and installation of a new small rotary compressor line in Brazil. Total capital spending for 1996 should approximate the same expenditure level as 1995. Working capital requirements and planned capital expenditures for the remainder of 1996 and 1997 are expected to be financed through internally available funds, although the Company may utilize long-term financing arrangements in connection with various state investment incentives. Uncertainties Relating to Forward-Looking Statements This report contains forward-looking statements within the meaning of the Securities Laws. In addition, forward-looking statements may be made orally in the future by or on behalf of the Company. Forward-looking statements involve risks and uncertainties, including, but not limited to, changes in business conditions and the economy in general in both foreign and domestic markets; weather conditions affecting demand for air conditioners, lawn and garden products and snow throwers; financial market changes, including interest rates and foreign exchange rates; economic trend factors such as housing starts; governmental regulations; availability of materials; actions of competitors; and the Company's ability to profitably develop, manufacture and sell both new and existing products. Page 11 12 TECUMSEH PRODUCTS COMPANY AND SUBSIDIARIES PART II. OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K (a) None. (b) The Company did not file any reports on Form 8-K during the three months ended September 30, 1996. 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, thereunto duly authorized: TECUMSEH PRODUCTS COMPANY -------------------------- (Registrant) Dated: November 14, 1996 By: /s/ JOHN H. FOSS - -------------------------- ------------------------ John H. Foss Vice President, Treasurer and Chief Financial Officer Page 12 13 Exhibit Index -------------
Exhibit No. Description - ----------- ----------- 27 Financial Data Schedule
EX-27 2 FINANCIAL DATA SCHEDULE
5 1,000 9-MOS DEC-31-1996 SEP-30-1996 273,200 0 254,700 6,900 256,200 820,300 963,500 445,500 1,480,300 270,800 0 0 0 21,900 923,100 1,480,300 1,395,800 1,416,400 1,192,800 1,266,200 300 0 4,900 145,000 52,900 92,100 0 0 0 92,100 4.21 4.21
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