TIDMFAN
RNS Number : 1535R
Volution Group plc
25 October 2019
Friday 25 October 2019
Volution Group plc
Annual Report and Accounts 2019 and Notice of Annual General
Meeting
Volution Group plc ("Volution" or the "Company", LSE: FAN), a
leading supplier of ventilation products to the residential and
commercial construction markets, announces that following the
release by Volution on 9 October 2019 of the Company's Preliminary
Results Announcement for the year ended 31 July 2019, it has today
posted and made available to shareholders on its website,
www.volutiongroupplc.com the documents listed below:
-- Annual Report and Accounts 2019
-- Notice of Annual General Meeting 2019
-- Form of Proxy for the Annual General Meeting 2019
Copies of these documents are also being submitted to the
National Storage Mechanism and will shortly be available for
inspection at: www.morningstar.co.uk/uk/nsm.
The Company's Annual General Meeting will be held at 12:00 noon
on Thursday 12 December 2019 at the offices of Norton Rose
Fulbright LLP, 3 More London Riverside, London SE1 2AQ.
A condensed set of financial statements and information on
important events that have occurred during the year ended 31 July
2019 and their impact on the financial statements, were included in
the Company's Preliminary Results Announcement made on 9 October
2019, which is available on the Company's website referred to
above. That information together with the information set out below
in the appendices to this announcement (which is extracted from the
Annual Report and Accounts 2019), constitute the material required
by Disclosure Guidance & Transparency Rule 6.3.5 which is
required to be communicated to the media in full unedited text
through a Regulatory Information Service. This announcement is not
a substitute for reading the full Annual Report and Accounts
2019.
- ends -
Enquiries:
Volution Group plc
Michael Anscombe, Company Secretary +44 (0) 1293 441662
Note to Editors:
Volution Group plc (LSE: FAN) is a leading supplier of
ventilation products to the residential and commercial construction
markets in the UK, the Nordics, Central Europe and Australasia.
The Volution Group operates through two divisions: the
Ventilation Group and the OEM (Torin-Sifan) division. The
Ventilation Group comprises 15 key brands - Vent-Axia, Manrose,
Diffusion, National Ventilation, Airtech, Breathing Buildings,
Fresh, PAX, VoltAir, Kair, Air Connection, inVENTer, Ventilair,
Simx and Ventair, focused primarily on the UK, the Nordic, Central
European and Australasian ventilation markets. The Ventilation
Group principally supplies ventilation products for residential and
commercial ventilation applications. The OEM (Torin-Sifan) division
supplies motors, fans and blowers to OEMs of heating and
ventilation products for both residential and commercial
construction applications in Europe. For more information, please
go to: www.volutiongroupplc.com
Legal Entity Identifier: 213800EPT84EQCDHO768
APPICES
Appendix A: Directors' Responsibility Statement
The following Directors' Responsibility Statement is extracted
from page 94 of the Annual Report and Accounts 2019 and is repeated
in this announcement solely for the purpose of complying with DTR
6.3.5. The statement relates to the full Annual Report and Accounts
2019 and not the extracted information contained in this
announcement:
The Directors are responsible for preparing the Annual Report
and the Group and parent company financial statements in accordance
with applicable law and regulations.
Company law requires the Directors to prepare Group and parent
company financial statements for each financial year. Under that
law they are required to prepare the Group financial statements in
accordance with IFRS as adopted by the EU and applicable law and
have elected to prepare the parent company financial statements in
accordance with IFRS as adopted by the EU.
Under company law the Directors must not approve the financial
statements unless they are satisfied that they give a true and fair
view of the state of affairs of the Group and parent company and of
their profit or loss for that period. In preparing each of the
Group and parent company financial statements, the Directors are
required to:
-- select suitable accounting policies and then apply them consistently;
-- make judgements and estimates that are reasonable and prudent;
-- state whether the Group and parent company financial statements
have been prepared in accordance with IFRS as adopted by the
EU; and
-- prepare the financial statements on the going concern basis
unless it is inappropriate to presume that the Group and the
parent company will continue in business.
The Directors are responsible for keeping adequate accounting
records that are sufficient to show and explain the parent
company's transactions and disclose with reasonable accuracy at any
time the financial position of the parent company and enable them
to ensure that its financial statements comply with the Companies
Act 2006. They have general responsibility for taking such steps as
are reasonably open to them to safeguard the assets of the Group
and to prevent and detect fraud and other irregularities.
Under applicable law and regulations, the Directors are also
responsible for preparing a strategic report, directors' report,
directors' remuneration report and corporate governance statement
that complies with that law and those regulations.
The Directors are responsible for the maintenance and integrity
of the corporate and financial information included on the
Company's website. Legislation in the UK governing the preparation
and dissemination of financial statements may differ from
legislation in other jurisdictions.
We confirm that to the best of our knowledge:
-- the financial statements, prepared in accordance with the
applicable set of accounting standards, give a true and fair view
of the assets, liabilities, financial position and profit or loss
of the Group and the undertakings included in the consolidation
taken as a whole; and
-- the Strategic Report and the Directors' Report include a fair
review of the development and performance of the business and the
position of the issuer and the undertakings included in the
consolidation taken as a whole, together with a description of the
principal risks and uncertainties that they face; and
-- the Annual Report, taken as a whole, is fair, balanced and
understandable and provides the information necessary for
shareholders to assess the Company's performance, business model
and strategy.
By order of the Board
Ronnie George
Chief Executive Officer
9 October 2019
Andy O'Brien
Chief Financial Officer
9 October 2019
Appendix B: Principal Risks and Uncertainties
The following is extracted from pages 26 to 33 of the Annual
Report and Accounts 2019 and is repeated in this announcement
solely for the purpose of complying with DTR 6.3.5. The information
relates to the full Annual Report and Accounts 2019 and not the
extracted information contained in this announcement:
The Board is committed to protecting and enhancing the Group's
reputation and assets in the interests of shareholders as a whole,
while having due regard to the interests of other stakeholders. It
has overall responsibility for the Group's system of risk
management and internal control.
The Group's businesses are affected by a number of risks and
uncertainties. These may be impacted by internal and external
factors, some of which we cannot control. Many of the risks are
similar to those found by other companies of similar scale and
operations.
The risks and uncertainties facing the Group have also been
considered in the context of the UK leaving the EU. Whilst
negotiations continue between the UK and the EU and there is
continuing uncertainty in the UK economy, our increasing market and
geographical diversity provide some level of risk mitigation and
the Board considers the nature of the principal risks to be broadly
unchanged. More detail of the specific risk associated with the UK
leaving the European Union can be found on pages 27 and 28. A
specific assessment of the potential risks and our approach to
management of these risks can be found on pages 26 and 27.
Our approach
Risk management and maintenance of appropriate systems of
control to manage risk are the responsibilities of the Board and
are integral to the ability of the Group to deliver on its
strategic priorities. The Board has developed a framework of risk
management which is used to establish the culture of effective risk
management throughout the business by identifying and monitoring
the material risks, setting risk appetite and determining the
overall risk tolerance of the Group. To enhance risk awareness,
embed risk management and gain greater participation in managing
risk across the Group, a programme of employee communication
continues with all new employees receiving a brochure on joining
Volution Group.
The Group's risk management systems are monitored by the Audit
Committee, under delegation from the Board. The Audit Committee is
responsible for overseeing the effectiveness of the internal
control environment of the Group. BDO LLP (BDO) continued to act in
the capacity of internal auditor and provide independent assurance
that the Group's risk management, governance and internal control
processes are operating effectively. BDO continued to act in this
capacity throughout the financial year ended 31 July 2019.
Identifying and monitoring material risks
Material risks (including emerging risks) are identified through
an analysis of individual processes and procedures (bottom-up
approach) and a consideration of the strategy and operating
environment of the Group (top-down approach).
The risk evaluation process begins in the operating businesses
with a biannual exercise undertaken by management to identify and
document the significant strategic, operational, financial and
accounting risks facing the businesses. This process ensures risks
are identified and monitored and management controls are embedded
in the businesses' operations.
The risk assessments from each of the operating businesses are
then considered by Group management, which evaluates the principal
risks of the Group with reference to the Group's strategy and
operating environment for review by the Board.
Our principal risks and uncertainties
The 2016 UK Corporate Governance Code (the 2016 Code) states
that the Board is responsible for determining the nature and extent
of the principal risks it is willing to take in achieving its
strategic objectives and that it should maintain sound risk
management and internal control systems. In accordance with
provision C.2.1 of the 2016 Code, the Directors confirm that they
have carried out a robust assessment of the principal risks facing
the Group, including those which would threaten the business model,
future performance, solvency or liquidity.
Set out in this section of the Strategic Report are the
principal risks and uncertainties which could affect the Group and
which have been determined by the Board, based on the robust risk
evaluation process described above, to have the potential to have
the greatest impact on the Group's future viability. These risks
are similar to those reported last year, although with some
movement on the direction of the perceived risk. For each risk
there is a description of the possible impact of the risk to the
Group, should it occur, together with strategic consequences and
the mitigation and control processes in place to manage the risk.
This list is likely to change over time as different risks take on
larger or smaller significance.
UK leaving the European Union
Following the referendum outcome in June 2016 for the UK to
leave the EU, the UK Government and European Commission have been
negotiating the terms on which the UK would leave the EU and the
framework for the future relationship. At the time of writing the
continuing uncertainty in the UK parliament makes it difficult to
predict an outcome; however, it remains possible that the UK will
leave the EU without a deal on the 31 October 2019 or at some later
date. In the absence of a ratified agreement, it is unclear what
trading relationships the UK will have with the EU and other
significant trading partners after the exit date.
Our UK businesses, as well as those based in Continental Europe,
are substantially "domestic" suppliers of goods to their own
markets with relatively limited cross border sales activity. We
have reviewed the tariffs that would apply to any cross border
sales of our products between UK and Europe in the event of a
no-deal, and at an estimated tariff level of up to 3%, we do not
believe the commerciality of these transactions would be materially
impacted.
On the supply chain side, our primary non-UK supply comes from
China, and so (aside from any heightened foreign exchange rate
volatility) is not materially impacted. Border delays are
recognised as a potential source of disruption; as such we have
increased some inventories of specific faster moving products and
will continue to monitor inventory levels and orders with our key
suppliers in the run up to 31 October 2019.
We have undertaken an analysis of the risks and operational
challenges to our business of a no-deal exit from the European
Union and consideration of these risks has been incorporated into
the Group's principal risks as appropriate).
With a strong direct presence in the EU, the Board believes that
Volution is well placed to respond to changes to future trading
arrangements between the EU and the UK. Whilst it is clear that
Brexit uncertainty is impacting confidence and activity levels in
the UK, our UK based revenues account for less than 50% of the
Group's overall revenues. In the longer term, as an international
business with good logistics capabilities and an expanding
geographic presence, we consider we have greater flexibility to
withstand any UK specific challenges.
We recognise that significant uncertainty will remain until any
Brexit proposal is fully agreed and understood, and as such our
understanding of potential risks and impacts are being regularly
reviewed and assessed.
Risk associated with the UK leaving the EU
Potential Risk Likelihood Potential Mitigation
impact
Increases in Likely Low The Group has considered the potential
tariffs and cost impact of World Trade Organization
duty on goods tariffs coming into force for exports
and raw materials from the UK and imports into the UK, and
imported into the resultant cost of these potential
the UK from tariffs is not expected to be material
the EU and to the Group as a whole. We are also confident
exported to in our ability to largely pass through
the EU any associated cost increases, given our
track record of inflation management with
our customers, and the heightened attention
on continuity of supply during the transition
period.
----------- ---------- --------------------------------------------------
Regulatory Unlikely Medium In the short to medium term we do not
risks relating expect UK or EU approvals for our
to potential products to change.
changes to
UK and EU-based
law and regulation
including product
approvals
----------- ---------- --------------------------------------------------
Exchange rate Likely Low The Group's financial results have already
volatility been impacted by the ongoing depreciation
and reduction in Sterling. This has led to increased
in the value inflation in supplier costs for the Group's
of Sterling UK-based businesses and this is being
along with managed robustly to maintain gross margins.
the associated Group net assets have benefited from translating
increase in the results of the Group's overseas businesses
the costs of into Sterling. To hedge against transactional
goods from foreign exchange risk we maintain a rolling
overseas twelve months of cover for around 80%
of our expected US Dollar purchases. We
will maintain our existing hedging strategy
to mitigate any further devaluation in
Sterling. Our global trading mix and product
sourcing arrangements mean that historically
we have had a natural gross margin hedge
against a depreciation in Sterling versus
the Euro at a Group level.
----------- ---------- --------------------------------------------------
Queues and Likely Medium Inventory holdings of certain components
delays at UK and finished goods have been increased
and EU ports above standard levels and located within
as a result the EU to mitigate the risk of delays
of increased in customs and border clearances.
customs checks
A prolonged period of disruption at the
UK's borders has the potential to impact
the supply chain of the Group's UK businesses;
however, our businesses maintain a strong
depth of inventories and have begun to
build inventory levels of their faster
moving product lines which would mitigate
the impact on their activities from a
significant disruption in cross-border
trade between the UK and Continental Europe.
----------- ---------- --------------------------------------------------
Increased uncertainty Likely Low We believe we are already seeing delays
leading to and deferment of UK investment programmes
a slowdown and construction-related activity and
in the UK residential spend, particularly in the London commercial
and commercial sector. The diversity and flexibility
construction within the Group have meant we are able
industry to manage this downturn without significant
impact on our Group results. Once the
uncertainty around the UK leaving the
EU has ceased, we expect this market to
return to previous levels, with some potential
upside as there will be a period of "catch-up".
----------- ---------- --------------------------------------------------
Labour force Unlikely Low We note the increased pressure on the
impacts, availability of lower skilled labour in
particularly recent years, and the reduction in migration
the mobility from EU countries since the Brexit referendum.
of While we anticipate that these trends
the workforce will continue, the UK Government has stated
and that EU citizens would be allowed to remain
availability in the UK until at least the end of 2020
of talent even in the absence of a withdrawal agreement.
We are not critically reliant on our workforce
having to travel extensively between the
EU and the UK, or the need to source EU
workers on UK contracts - any such requirements
that do arise will raise a manageable
administrative workload only.
----------- ---------- --------------------------------------------------
Principal Risks
Risk Impact Strategic Likelihood Potential Risk Direction Mitigation
consequence impact
Economic Demand for Our ability Possible High Increasing Geographic
risk including our products to achieve spread
the UK exit serving the our ambition Trading from our
from the residential for continuing patterns international
EU. and commercial organic growth during acquisition
construction would be the year strategy
A decline markets would adversely have remained helps to
in general decline. This affected. stable mitigate
economic would result including the impact of
activity in a reduction any which local
and/or a in revenue may be fluctuations
specific and profitability. attributed in economic
decline to the activity.
in activity decision New product
in the to leave development,
construction the EU. the breadth
industry, Whilst of our product
including, we do portfolio and
but not not currently the strength
exclusively, foresee and
an economic a decline specialisation
decline in economic of our sales
caused by activity forces should
the UK leaving from the allow us to
the EU. UK leaving outperform
the EU, against
the increased a general
uncertainty decline.
and lack We have a strong
of clarity presence in
of what the RMI market,
the economic which is more
landscape resilient to
will look the effects
like leads of general
us to economic
believe decline
the level affecting
of risk the construction
has increased industry. This
during remains true
the year. even under
current
circumstances.
Our business
is not capital
intensive and
our operational
flexibility
allows us to
react quickly
to the impact
of a decline
in volume.
--------------------- ---------------- ----------- ---------- ---------------- -----------------
Acquisitions. Revenue and Our strategic Possible Medium Stable. The ventilation
profitability ambition industry in
We may fail would not to grow by We continue Europe remains
to identify grow in line acquisition to implement fragmented with
suitable with management's may be our strategy, many
acquisition ambitions compromised. completing opportunities
targets and investor one acquisition to court
at an expectations. during acquisition
acceptable Failure to the year. targets.
price or properly integrate Senior
we may fail a business management
to complete may distract has a clear
or properly senior management understanding
integrate from other of potential
the priorities targets in the
acquisition. and adversely industry and
affect revenue a track record
and profitability. of twelve
Financial acquisitions
performance since IPO in
could be impacted June 2014.
by failure Management is
to integrate experienced
acquisitions in integrating
and to secure new businesses
possible synergies. into the Group.
Our policy of
rigorous due
diligence prior
to acquisition
and a structured
integration
process
post-acquisition
has been
maintained.
--------------------- ---------------- ----------- ---------- ---------------- -----------------
Foreign The commerciality Our ambition Likely Medium Increasing. Significant
exchange of transactions to grow transactional
risk. denominated internationally Our policy risks are hedged
in currencies through on foreign by using forward
The exchange other than acquisition currency currency
rates between the functional exposes us risk has contracts
currencies currency of to increasing remained to fix exchange
that we our businesses levels of unchanged. rates for the
use may and/or the translational We do, ensuing
move perceived foreign however, financial
adversely. performance exchange believe year.
of foreign risk. that the Revaluation
subsidiaries increased of foreign
in our economic currency
Sterling-denominated uncertainty denominated
consolidated in the assets and
financial context liabilities
statements of Brexit is partially
may be adversely and US-China hedged by
affected by trade corresponding
changes in tensions foreign currency
exchange rates. makes bank debt.
it likely
that in
the near
term exchange
rates
may see
heightened
levels
of volatility.
--------------------- ---------------- ----------- ---------- ---------------- -----------------
IT Systems Failure of We could Possible Medium Increasing. Disaster
including our IT and temporarily recovery
cyber breach. communication lose sales We believe and data backup
systems could and market there processes are
We may be affect any share and is an in place,
adversely or all of could increasing operated
affected our business potentially risk as diligently and
by a breakdown processes damage our the frequency tested
in our IT and have significant reputation and regularly.
systems impact on for customer sophistication A significant
or a failure our ability service. of cyberattacks Enterprise
to properly to trade, on businesses Resource
implement collect cash generally. Planning system
any new and make payments. has been
systems. implemented
for several
key sites. A
disaster
failover
site has been
implemented.
We have a
three-layered
system of
network
security
protection
against
cyberattack
or breaches
of security.
This
infrastructure
is maintained
to withstand
increasingly
sophisticated
worldwide cyber
threats. We
also undertake
regular cyber
security testing
and training
of our
employees.
--------------------- ---------------- ----------- ---------- ---------------- -----------------
Customers. Any deterioration Our organic Possible Medium Stable. We have strong
in our relationship growth brands,
A significant with a significant ambitions Our underlying recognised
amount of customer could and Operational risk of and valued by
our revenue have an adverse Excellence losing our end users,
is derived significant would be the revenue and this gives
from a small effect on adversely of any us continued
number of our revenue affected. one customer traction through
customers from that continues our distribution
and from customer. unchanged; channels and
our however, with consultants
relationships our recent and specifiers.
with heating acquisitions We have a very
and have further wide range of
ventilation served ventilation
consultants. to diversify and ancillary
We may fail our customer products that
to maintain base. enhance our
these brand
relationships. proposition
and make us
a convenient
"one-stop-shop"
supplier.
We continue
to develop new
and existing
products to
support our
product
portfolio
and brand
reputation.
We focus on
providing
excellent
customer
service.
--------------------- ---------------- ----------- ---------- ---------------- -----------------
Legal and The shift Our organic Possible Medium Increasing. We participate
Regulatory towards higher growth in trade bodies
environment. value-added ambitions There that help to
and more may be has been influence the
Laws or energy-efficient adversely no significant regulatory
regulation products may affected. new legislation environment
relating not develop We may need or regulation, in which we
to the carbon as anticipated to review or changes operate and
efficiency resulting our acquisition to current as a consequence
of buildings, in lower sales criteria legislation we are also
the efficiency and profit to reflect or regulation, well placed
of electrical growth. the dynamics which to understand
products, If our products of a new has had future trends
competition are not compliant regulatory a material in our industry.
or compliance and we fail environment. impact We are active
may change. to develop We may have on the in new product
new products to redirect business. development
in a timely our new product The UK and have the
manner we development Data Protection resource to
may lose revenue activity. Act which react to and
and market became anticipate
share to our law in necessary
competitors. May 2018 changes in the
Failure to has added specification
manage certain some risk of our products.
compliance as fines We employ
risks adequately for breach internal
could lead are potentially specialist
to death or high. expertise,
serious injury Enforcement supported where
of an employee action needed by
or third party, by the suitably
and/or penalties Information qualified and
for non-compliance Commissioner's experienced
in health Office external
and safety, has been providers.
anti-bribery, taking Local
data protection place operational
or competition amongst compliance
law. companies audits
in the are undertaken.
UK. As We have training
a result, and awareness
although programmes in
Volution place such as
does not health and
process safety,
much personal anti-bribery
data, and data
the risk protection.
has increased. We have a
whistleblowing
hotline managed
by an
independent
third party
providing
employees
with a process
to raise
non-compliance
issues.
--------------------- ---------------- ----------- ---------- ---------------- -----------------
Supply chain Sales and Organic growth Possible Medium Increasing. We establish
and raw profitability may be reduced. long-term
materials. may be reduced Our product Our pattern relationships
during the development of purchasing with key
Raw materials period of efforts may and suppliers
or components constraint. be redirected relationships to promote
may become Prices for to find with our continuity
difficult input materials alternative long-term of supply and
to source may increase materials supplier where possible
because and our costs and components. base remains we have
of material may increase. Operational unchanged. alternative
scarcity Excellence Our policy sources
or disruption may be of ensuring identified.
of supply, adversely a resilient We will continue
including affected. supply to monitor stock
as a base remains levels and order
consequence a priority. patterns in
of the UK We recognise the run up to
leaving that the the UK leaving
the EU. risk of the EU and where
queues deemed necessary
and delays will adjust
at ports inventory levels
would to help mitigate
be increased any disruptions
in the in supply.
near term
in the
event
of the
UK leaving
the EU
without
a deal.
--------------------- ---------------- ----------- ---------- ---------------- -----------------
Innovation. Scarce development Our organic Possible Low Stable. Our product
resource may growth innovation is
We may fail be misdirected ambitions We continue driven by a
to innovate and costs depend in to demonstrate deep
commercially incurred part upon innovation understanding
or technically unnecessarily. our ability with new of the
viable Failure to to innovate product ventilation
products innovate may new and launches. market and its
to maintain result in improved economic and
and develop an ageing products regulatory
our product product portfolio to meet and drivers.
leadership which falls create market The Group starts
position. behind that needs. In with a clear
of our competition. the medium marketing brief
term, failure before embarking
to innovate on product
may result development.
in a decline
in sales
and
profitability.
Operational
Excellence
may be
adversely
affected.
--------------------- ---------------- ----------- ---------- ---------------- -----------------
People. Skilled and Our Possible Low Stable. Regular employee
experienced competitiveness appraisals allow
Our continuing employees and growth There two-way feedback
success may decide potential, have been on performance
depends to leave the both organic no significant and ambition.
on retaining Group, potentially and inorganic, changes A Management
key personnel moving to could be to the Development
and attracting a competitor. adversely supply Programme was
skilled Any aspect affected. and retention initiated in
individuals. of the business Operational of quality 2013 (with the
could be impacted Excellence employees latest concluded
with resultant may be across in November
reduction adversely the wider 2018) to provide
in prospects, affected. workforce. key employees
sales and However, with the skills
profitability. some members needed to grow
of the within the
UK Ventilation business
business and to enhance
Senior their
Management contribution
Team left to the business.
the business
during
the year
and a
search
process
is currently
progressing.
--------------------- ---------------- ----------- ---------- ---------------- -----------------
Appendix C: Related Party Transactions
The following description of related party transactions
involving the Company and its subsidiaries during the financial
year ended 31 July 2019 is extracted from page 145 of the Annual
Report and Accounts 2019 and is repeated in this announcement
solely for the purpose of complying with DTR 6.3.5:
Transactions between Volution Group plc and its subsidiaries,
and transactions between subsidiaries, are eliminated on
consolidation and are not disclosed in this note. A breakdown of
transactions between the Group and its related parties is disclosed
below.
No related party loan note balances exist at 31 July 2019 or 31
July 2018.
There were no material transactions or balances between the
Company and its key management personnel or members of their close
family. At the end of the period, key management personnel did not
owe the Company any amounts.
The Companies Act 2006 and the Directors' Remuneration Report
Regulations 2013 require certain disclosures of Directors'
remuneration. The details of the Directors' total remuneration are
provided in the Directors' Remuneration Report (see pages 72 to
90).
Compensation of key management personnel
Key management personnel is defined as the CEO, the CFO and the
ten (2018: ten) individuals who report directly to the CEO.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
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