PJC Piper Jaffray Companies

MINNEAPOLIS, July 19 /PRNewswire-FirstCall/ -- Piper Jaffray Companies (NYSE:PJC) today announced its operating results for the quarter ended June 30, 2006. In light of the pending sale of its private client branch network to UBS AG, the Private Client Services segment is accounted for as discontinued operations. For the quarter ended June 30, 2006, net income, which includes both continuing and discontinued operations, was $4.1 million, up from $1.2 million in the comparable quarter a year ago. Diluted earnings per share totaled $0.21, up from $0.06 in the same quarter last year. The current quarter results include restructuring and transaction costs related to the pending sale of the private client branch network; the restructuring and transaction costs reduced net income by $10.6 million after tax, or $0.54 per diluted share. The second quarter of 2005 results included a pre-tax restructuring charge of $8.6 million, or $0.29 per diluted share after tax, related to implementing certain expense reduction measures. For the quarter ended June 30, 2006, net income from continuing operations totaled $7.9 million, up from a net loss of $1.1 million in the year-ago period, on net revenues of $105.3 million, up 11.7 percent from $94.2 million for the same quarter last year. Diluted earnings per share from continuing operations were $0.40, up from a loss of $0.06 per share in the prior-year quarter. For the first six months of 2006, net income from continuing operations was $26.6 million, or $1.37 per diluted share, up from $2.3 million, or $0.12 per diluted share, for the year-ago period. Net revenues of $240.2 million year-to-date represent a 31.6 percent increase over the year-ago period, due to increases across all capital markets businesses. "We are pleased to report solid second quarter financial results," said Chairman and Chief Executive Officer Andrew S. Duff. "During the quarter we continued to execute our growth strategy by adding senior professionals in investment banking, and expanding our high-yield and structured products group and our UK health care franchise. In addition, the PCS branch network transition to UBS is going well and we expect the transaction to close in the third quarter of 2006." Results of Continuing Operations Net Revenues For the second quarter of 2006, net revenues from continuing operations totaled $105.3 million, up 11.7 percent from $94.2 million for the second quarter of 2005 and down 22.0 percent compared to the first quarter of 2006. Institutional Sales and Trading For the quarter ended June 30, 2006, total institutional sales and trading revenues were $48.2 million, up slightly from the second quarter of 2005. Compared to the first quarter of 2006, net revenues declined by $7.2 million, or 13.0 percent. -- Equities sales and trading revenues were $31.5 million, an increase of 5.0 percent from the year-ago period and a decrease of 3.8 percent compared to the first quarter of 2006. -- Fixed income sales and trading revenues were $16.6 million, down 4.4 percent compared to the second quarter of 2005. Compared to the first quarter of 2006, fixed income sales and trading revenues were down 26.5 percent, mainly driven by lower revenues from high-yield and structured products. Investment Banking For the second quarter of 2006, total investment banking revenues were $61.2 million, up $13.3 million, or 27.7 percent, compared to the second quarter of 2005. Compared to the first quarter of 2006, total investment banking revenues declined $8.5 million, or 12.2 percent. -- Equities underwriting revenues were $25.6 million, up 51.2 percent compared to the second quarter of 2005, driven by higher convertible and equity offering revenues. Compared to the first quarter of 2006, equity underwriting revenues declined 14.6 percent, mainly due to lower equity offering revenues offset in part by higher convertible revenues. -- Advisory services revenues were $19.9 million, up 77.2 percent compared to the year-ago period driven by more completed mergers and acquisitions transactions. Compared to the first quarter of 2006, advisory services revenues declined 16.9 percent, due to fewer completed mergers and acquisitions transactions. -- Fixed income underwriting revenues were $15.7 million, down 20.7 percent compared to the near-record second quarter of 2005, driven by lower municipal refinancing transactions due to increased interest rates. Fixed income underwriting revenues were essentially unchanged compared to the first quarter of 2006. Following is a recap of completed deal information for the second quarter of 2006: -- 19 equity offerings, raising a total of $2.9 billion in capital, and placing the firm 16th nationally, based on the number of completed transactions. Of the 19 transactions, Piper Jaffray lead-managed 10 deals. (Source: Dealogic) -- 9 mergers and acquisitions transactions with an aggregate enterprise value of $1.7 billion. The number of deals and the enterprise value include disclosed and undisclosed transactions. (Source: Piper Jaffray) -- 125 tax-exempt issues with a total par value of $1.7 billion, ranking the firm fifth nationally. In the Midwest, the firm completed 67 public finance issues for the quarter with a total par value of $443 million, again ranking the firm the lead underwriter of Midwest tax-exempt issues. Rankings are based on the number of completed transactions. (Source: Thomson Financial) Non-Interest Expenses Compensation and benefits expense for the second quarter of 2006 was $60.7 million, up 12.3 percent compared to the prior-year period, primarily attributable to increased variable compensation driven by higher net revenues and profitability. Compared to the first quarter of 2006, compensation and benefits expense declined 16.8 percent, mainly due to lower variable compensation driven by lower net revenues and profitability. Non-compensation expenses were $32.4 million for the current quarter, down 22.9 percent compared to the second quarter of 2005, primarily due to the $8.6 million pre-tax restructuring charge recorded in the year-ago quarter. Non-compensation expenses declined 2.7 percent from the first quarter of 2006. For the three months ended June 30, 2006, pre-tax operating margin from continuing operations was 11.6 percent, up from 7.2 percent (excluding the $8.6 million restructuring charge) for the year-ago period and down from 21.3 percent for the first quarter of 2006. The margin in the first quarter of 2006 was increased by 650 basis points, due to a pre-tax gain of $10.2 million from the company's ownership of two seats on the New York Stock Exchange. Results of Discontinued Operations Discontinued operations include the operating results of the Private Client Services segment. On April 11, 2006, the firm announced that it is selling its private client branch network to UBS AG, and the sale is expected to close in the third quarter of 2006. In addition, discontinued operations include restructuring and transaction costs incurred in connection with this sale. All items are presented net of income taxes. For the quarter ended June 30, 2006, Private Client Services recorded after-tax operating income of $6.8 million, or $0.34 per diluted share, up from $2.3 million, or $0.12 per diluted share, in the second quarter of 2005 and up from $5.2 million, or $0.27 per diluted share, in the first quarter of 2006. The restructuring and transaction costs, which were primarily for severance costs, were $10.6 million after tax, or $0.54 per diluted share. Additional Shareholder Information As of June 30, As of March 31, As of June 30, 2006 2006 2005 Full time employees: 2,638 2,793 2,907 Financial advisors: 736 817 863 Client assets: $51 billion $54 billion $51 billion Shareholders' equity: $807.4 million $794.5 million $725.0 million Annualized Return on Average Tangible Shareholders' Equity(1) 3.4% 21.1% 1.2% Book value per share: $43.51 $42.82 $38.74 Tangible book value per share: $26.30 $25.58 $21.58 (1) Tangible shareholders' equity equals total shareholders' equity less goodwill and identifiable intangible assets. Annualized return on average tangible shareholders' equity is computed by dividing annualized net earnings by average monthly tangible shareholders' equity. Management believes that annualized return on tangible shareholders' equity is a meaningful measure of performance because it reflects the tangible equity deployed in our businesses. This measure excludes the portion of our shareholders' equity attributable to goodwill and identifiable intangible assets. The majority of our goodwill is a result of the 1998 acquisition of our predecessor company, Piper Jaffray Companies Inc., and its subsidiaries by U.S. Bancorp. The following table sets forth a reconciliation of shareholders' equity to tangible shareholders' equity. Shareholders' equity is the most directly comparable GAAP financial measure to tangible shareholders' equity. Average for the Three Months Ended Three Months Ended As of (Dollars in June 30, 2006 June 30, 2005 June 30, 2006 thousands) Shareholders' equity $802,229 $731,297 $807,429 Deduct: Goodwill and identifiable intangible assets 319,634 321,234 319,434 Tangible shareholders' equity $482,595 $410,063 $487,995 Conference Call Andrew S. Duff, chairman and chief executive officer, and Sandra G. Sponem, chief financial officer, will host a conference call to discuss second quarter 2006 financial results on Wednesday, July 19, 2006, at 11 a.m. ET (10 a.m. CT). The call can be accessed via live audio webcast available through the firm's web site at http://www.piperjaffray.com/ or by dialing (866) 244-9933, or (706) 758-0864 internationally, and referring to conference ID 2190437 and the leader's name, Andrew Duff. Callers should dial in at least 15 minutes early to receive instructions. A replay of the conference call will be available beginning at approximately 1 p.m. ET on July 19, 2006 at the same web address or by calling (800) 642-1687, or (706) 645-9291 internationally. About Piper Jaffray Companies Piper Jaffray Companies (NYSE:PJC) is a focused securities firm dedicated to delivering superior financial advice, investment products and transaction execution within selected sectors of the financial services marketplace. The company currently operates through two primary revenue-generating segments: Capital Markets and Private Client Services. The sale of the company's Private Client Services branch network, announced April 11, 2006, is currently pending. The company's Capital Markets business generates revenue through two groups, Corporate and Institutional Services and Public Finance Services. Through its chief operating subsidiary, Piper Jaffray & Co., the firm has served corporations, government and non-profit entities, institutional investors and the financial advisory needs of private individuals since 1895. Headquartered in Minneapolis, Piper Jaffray currently has approximately 2,800 employees in 107 offices in 23 states across the country and in London. For more information about Piper Jaffray, visit us online at http://www.piperjaffray.com/ . Cautionary Note Regarding Forward-Looking Statements This press release contains forward-looking statements. Statements that are not historical or current facts, including statements about beliefs and expectations, are forward-looking statements. These forward-looking statements cover, among other things, the future prospects of Piper Jaffray Companies. Forward-looking statements involve inherent risks and uncertainties, and important factors could cause actual results to differ materially from those anticipated, including the following: (1) the sale of our private client branch network may not be completed, or completed within the expected timeframe; (2) unforeseen difficulties associated with the sale, including business disruption and loss of personnel, could delay completion of the sale and/or cause it to be more expensive than anticipated and adversely affect our results of operations and financial condition; (3) the expected benefits of the sale, including the growth of our Capital Markets business, increased profitability and shareholder returns, may take longer than anticipated to achieve and may not be achieved in their entirety or at all; (4) strategies with respect to the deployment of sale proceeds may take longer than anticipated to be realized or may not be achieved in their entirety or at all; (5) developments in market and economic conditions have in the past adversely affected, and may in the future adversely affect, our business and profitability, (6) developments in specific sectors of the economy have in the past adversely affected, and may in the future adversely affect, our business and profitability, (7) we may not be able to compete successfully with other companies in the financial services industry who are often larger and better capitalized than we are, (8) we have experienced significant pricing pressure in areas of our business, which may impair our revenues and profitability, (9) our ability to attract, develop and retain highly skilled and productive employees is critical to the success of our business, (10) our underwriting and market-making activities may place our capital at risk, (11) an inability to readily divest or transfer trading positions may result in financial losses to our business, (12) use of derivative instruments as part of our risk management techniques may place our capital at risk, while our risk management techniques themselves may not fully mitigate our market risk exposure, (13) an inability to access capital readily or on terms favorable to us could impair our ability to fund operations and could jeopardize our financial condition, (14) we may make strategic acquisitions of businesses, engage in joint ventures or divest or exit existing businesses, which could cause us to incur unforeseen expense and have disruptive effects on our business but may not yield the benefits we expect, (15) our technology systems, including outsourced systems, are critical components of our operations, and failure of those systems or other aspects of our operations infrastructure may disrupt our business, cause financial loss and constrain our growth, (16) our business is subject to extensive regulation that limits our business activities, and a significant regulatory action against our company may have a material adverse financial effect or cause significant reputational harm to our company, (17) regulatory capital requirements may limit our ability to expand or maintain present levels of our business or impair our ability to meet our financial obligations, (18) our exposure to legal liability is significant, and could lead to substantial damages, (19) the business operations that we conduct outside of the United States subject us to unique risks, (20) we may suffer losses if our reputation is harmed, (21) our stock price may fluctuate as a result of several factors, including but not limited to changes in our revenues and operating results, (22) provisions in our certificate of incorporation and bylaws and of Delaware law may prevent or delay an acquisition of our company, which could decrease the market value of our common stock, and (23) other factors identified under "Risk Factors" in Part I, Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2005, and updated in our subsequent reports filed with the SEC. These reports are available at our Web site at http://www.piperjaffray.com/ and at the SEC Web site at http://www.sec.gov/ . Forward-looking statements speak only as of the date they are made, and we undertake no obligation to update them in light of new information or future events. Since 1895. Member SIPC and NYSE. Piper Jaffray Companies Preliminary Unaudited Results of Operations Percent For the Three Months Ended Inc/(Dec) 2Q06 2Q06 (Amounts in thousands, June 30, March 31, June 30, vs. vs. except per share data) 2006 2006 2005 1Q06 2Q05 Revenues: Institutional brokerage $40,898 $46,274 $42,401 (11.6) % (3.5) % Investment banking 61,236 69,764 47,958 (12.2) 27.7 Interest 13,521 14,544 10,835 (7.0) 24.8 Other income (1,262) 12,530 947 N/M N/M Total revenues 114,393 143,112 102,141 (20.1) 12.0 Interest expense 9,143 8,153 7,909 12.1 15.6 Net revenues 105,250 134,959 94,232 (22.0) 11.7 Non-interest expenses: Compensation and benefits 60,653 72,924 53,998 (16.8) 12.3 Occupancy and equipment 6,718 8,109 7,879 (17.2) (14.7) Communications 5,593 5,383 6,097 3.9 (8.3) Floor brokerage and clearance 3,373 2,675 3,963 26.1 (14.9) Marketing and business development 6,122 5,179 5,226 18.2 17.1 Outside services 6,836 6,292 6,460 8.6 5.8 Cash award program 886 1,275 1,061 (30.5) (16.5) Restructuring-related expense - - 8,595 N/M N/M Other operating expenses 2,910 4,437 2,811 (34.4) 3.5 Total non-interest expenses 93,091 106,274 96,090 (12.4) (3.1) Income/(loss) from continuing operations before income tax expense/(benefit) 12,159 28,685 (1,858) (57.6) N/M Income tax expense/(benefit) 4,230 9,979 (750) (57.6) N/M Net income/(loss) from continuing operations 7,929 18,706 (1,108) (57.6) N/M Discontinued operations: Income from discontinued operations, net of tax 6,774 5,151 2,345 31.5 188.9 Restructuring and transaction costs, net of tax (10,566) - - N/M N/M Income/(loss) from discontinued operations, net of tax (3,792) 5,151 2,345 N/M N/M Net Income $4,137 $23,857 $1,237 (82.7) % 234.4 % Earnings per basic common share Income/(loss) from continuing operations $0.43 $1.01 $(0.06) (57.4) % N/M Income from discontinued operations excluding restructuring and transaction costs 0.37 0.28 0.12 32.1 % 208.3 % Loss from restructuring and transaction costs (0.57) - - N/M N/M Earnings per basic common share $0.22 $1.29 $0.07 (82.9) % 214.3 % Earnings per diluted common share Income/(loss) from continuing operations $0.40 $0.98 $(0.06) (59.2) % N/M Income from discontinued operations excluding restructuring and transaction costs 0.34 0.27 0.12 25.9 % 183.3 % Loss from restructuring and transaction costs (0.54) - - N/M N/M Earnings per diluted common share $0.21 $1.25 $0.06 (83.2) % 250.0 % Weighted average number of common shares Basic 18,556 18,462 19,028 0.5 % (2.5) % Diluted 19,669 19,146 19,195 2.7 % 2.5 % N/M - Not meaningful Piper Jaffray Companies Preliminary Unaudited Results of Operations For the Six Months Ended June 30, June 30, Percent (Amounts in thousands, except per share data) 2006 2005 Inc/(Dec) Revenues: Institutional brokerage $87,172 $79,223 10.0 % Investment banking 131,000 96,502 35.7 Interest 28,065 20,658 35.9 Other income 11,268 1,454 675.0 Total revenues 257,505 197,837 30.2 Interest expense 17,296 15,268 13.3 Net revenues 240,209 182,569 31.6 Non-interest expenses: Compensation and benefits 133,577 104,613 27.7 Occupancy and equipment 14,827 15,202 (2.5) Communications 10,976 12,398 (11.5) Floor brokerage and clearance 6,048 7,449 (18.8) Marketing and business development 11,301 10,966 3.1 Outside services 13,128 11,674 12.5 Cash award program 2,161 2,197 (1.6) Restructuring-related expense - 8,595 N/M Other operating expenses 7,347 6,197 18.6 Total non-interest expenses 199,365 179,291 11.2 Income/(loss) from continuing operations before income tax expense/(benefit) 40,844 3,278 1,146.0 Income tax expense/(benefit) 14,209 983 1345.5 Net income/(loss) from continuing operations 26,635 2,295 1,060.6 Discontinued operations: Income from discontinued operations, net of tax 11,925 6,277 90.0 Restructuring and transaction costs, net of tax (10,566) - N/M Income/(loss) from discontinued operations, net of tax 1,359 6,277 (78.3) Net Income $27,994 $8,572 226.6 % Earnings per basic common share Income/(loss) from continuing operations $1.44 $0.12 1,100.0 % Income from discontinued operations excluding restructuring and transaction costs 0.64 0.33 93.9 % Loss from restructuring and transaction costs (0.57) - N/M Earnings per basic common share $1.51 $0.45 235.6 % Earnings per diluted common share Income/(loss) from continuing operations $1.37 $0.12 1,041.7 % Income from discontinued operations excluding restructuring and transaction costs 0.61 0.33 84.8 % Loss from restructuring and transaction costs (0.54) - N/M Earnings per diluted common share $1.44 $0.44 227.3 % Weighted average number of common shares Basic 18,509 19,141 (3.3) % Diluted 19,408 19,297 0.6 % N/M - Not meaningful Piper Jaffray Companies Preliminary Unaudited Revenue From Continuing Operations (Detail) For the Three Months Ended Percent Inc/(Dec) 2Q06 2Q06 June 30, March 31, June 30, vs. vs. (Dollars in thousands) 2006 2006 2005 1Q06 2Q05 Institutional sales and trading Fixed income $16,621 $22,615 $17,391 (26.5) % (4.4)% Equities 31,530 32,759 30,029 (3.8) 5.0 Total institutional sales and trading 48,151 55,374 47,420 (13.0) 1.5 Investment banking Underwriting Fixed income 15,675 15,752 19,758 (0.5) (20.7) Equities 25,648 30,043 16,960 (14.6) 51.2 Advisory services 19,913 23,969 11,240 (16.9) 77.2 Total investment banking 61,236 69,764 47,958 (12.2) 27.7 Subordinated debt interest expense (2,875) (2,709) (2,093) 6.1 37.4 Other income (1,262) 12,530 947 N/M N/M Net revenues $105,250 $134,959 $94,232 (22.0) % 11.7 % N/M - Not meaningful Piper Jaffray Companies Preliminary Unaudited Revenue From Continuing Operations (Detail) For the Six Months Ended June 30, June 30, Percent (Dollars in thousands) 2006 2005 Inc Institutional sales and trading Fixed income $39,236 $31,659 23.9 % Equities 64,289 56,867 13.1 Total institutional sales and trading 103,525 88,526 16.9 Investment banking Underwriting Fixed income 31,427 31,390 0.1 Equities 55,691 37,298 49.3 Advisory services 43,882 27,814 57.8 Total investment banking 131,000 96,502 35.7 Subordinated debt interest expense (5,584) (3,913) 42.7 Other income 11,268 1,454 675.0 Net revenues $240,209 $182,569 31.6 % N/M - Not meaningful Piper Jaffray Companies Selected Financial Results of Discontinued Operations Percent For the Three Months Ended Inc/(Dec) 2Q06 2Q06 June 30, March 31, June 30, vs. vs. (Dollars in thousands) 2006 2006 2005 1Q06 2Q05 Net revenues $89,195 $92,595 $85,433 (3.7) % 4.4 % Operating expenses 77,511 84,399 81,983 (8.2) (5.5) Income before tax expense 11,684 8,196 3,450 42.6 238.7 Income tax expense 4,910 3,045 1,105 61.2 344.3 Income from discontinued operations, net of tax $6,774 $5,151 $2,345 31.5 % 188.9 % Piper Jaffray Companies Selected Financial Results of Discontinued Operations For the Six Months Ended June 30, June 30, Percent (Dollars in thousands) 2006 2005 Inc/(Dec) Net revenues $181,790 $176,164 3.2 % Operating expenses 161,910 166,371 (2.7) Income before tax expense 19,880 9,793 103.0 Income tax expense 7,955 3,516 126.3 Income from discontinued operations, net of tax $11,925 $6,277 90.0 % Piper Jaffray Companies Preliminary Unaudited Results of Operations For the Three Months Ended (Amounts in thousands, except per Dec. 31, Sep. 30, June 30, March 31, share data) 2005 2005 2005 2005 Revenues: Institutional brokerage $40,369 $42,476 $42,401 $36,822 Investment banking 73,438 73,407 47,958 48,544 Interest 12,842 11,357 10,835 9,823 Other income 1,127 949 947 507 Total revenues 127,776 128,189 102,141 95,696 Interest expense 9,162 8,064 7,909 7,359 Net revenues 118,614 120,125 94,232 88,337 Non-interest expenses: Compensation and benefits 66,571 72,649 53,998 50,615 Occupancy and equipment 7,896 7,710 7,879 7,323 Communications 5,906 5,683 6,097 6,301 Floor brokerage and clearance 3,449 3,887 3,963 3,486 Marketing and business development 5,744 4,827 5,226 5,740 Outside services 6,970 5,237 6,460 5,214 Cash award program 1,004 1,004 1,061 1,136 Restructuring-related expense - - 8,595 - Other operating expenses 4,130 3,319 2,811 3,386 Total non-interest expenses 101,670 104,316 96,090 83,201 Income/(loss) from continuing operations before income tax expense/(benefit) 16,944 15,809 (1,858) 5,136 Income tax expense/(benefit) 5,009 4,871 (750) 1,733 Net income/(loss) from continuing operations 11,935 10,938 (1,108) 3,403 Discontinued operations: Income from discontinued operations, net of tax 4,428 4,210 2,345 3,932 Income from discontinued operations, net of tax 4,428 4,210 2,345 3,932 Net Income $16,363 $15,148 $1,237 $7,335 Earnings per basic common share Income/(loss) from continuing operations $0.65 $0.58 $(0.06) $0.18 Income from discontinued operations 0.24 0.22 0.12 0.20 Earnings per basic common share $0.89 $0.80 $0.07 $0.38 Earnings per diluted common share Income/(loss) from continuing operations $0.63 $0.57 $(0.06) $0.17 Income from discontinued operations 0.23 0.22 0.12 0.20 Earnings per diluted common share $0.87 $0.79 $0.06 $0.38 Weighted average number of common shares Basic 18,365 18,841 19,028 19,378 Diluted 18,850 19,107 19,195 19,523 Piper Jaffray Companies Preliminary Unaudited Results of Operations For the Year Ended (Amounts in thousands, except per Dec. 31, Dec. 31, share data) 2005 2004 Revenues: Institutional brokerage $162,068 $179,604 Investment banking 243,347 227,667 Interest 44,857 35,718 Other income 3,530 13,638 Total revenues 453,802 456,627 Interest expense 32,494 22,421 Net revenues 421,308 434,206 Non-interest expenses: Compensation and benefits 243,833 251,187 Occupancy and equipment 30,808 28,581 Communications 23,987 24,757 Floor brokerage and clearance 14,785 14,017 Marketing and business development 21,537 24,660 Outside services 23,881 20,378 Cash award program 4,205 4,717 Restructuring-related expense 8,595 - Other operating expenses 13,646 16,871 Total non-interest expenses 385,277 385,168 Income/(loss) from continuing operations before income tax expense/(benefit) 36,031 49,038 Income tax expense/(benefit) 10,863 16,727 Net income/(loss) from continuing operations 25,168 32,311 Discontinued operations: Income from discontinued operations, net of tax 14,915 18,037 Income from discontinued operations, net of tax 14,915 18,037 Net Income $40,083 $50,348 Earnings per basic common share Income/(loss) from continuing operations $1.34 $1.67 Income from discontinued operations 0.79 0.93 Earnings per basic common share $2.13 $2.60 Earnings per diluted common share Income/(loss) from continuing operations $1.32 $1.67 Income from discontinued operations 0.78 0.93 Earnings per diluted common share $2.10 $2.60 Weighted average number of common shares Basic 18,813 19,333 Diluted 19,081 19,399 DATASOURCE: Piper Jaffray Companies CONTACT: Jennifer A. Olson-Goude, Investor Relations, +1-612-303-6277, or Rob Litt, Media Relations, +1-612-303-8266, both of Piper Jaffray Companies Web site: http://www.piperjaffray.com/

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