Interim report for the 3rd quarter of Glitnir Bank ASA

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1 Interim report for the 3rd quarter of 2008 Glitnir Bank ASA

2 contents Report of the Directors...3 Consolidated Income Statement...5 Consolidated Balance Sheet...6 Consolidated Statement of Changes in Equity...7 Consolidated Cash Flow Statement...8 Notes to the Consolidated Financial Statements...9 Income Statement - Parent Bank...13 Balance Sheet - Parent Bank...14 Statement of Changes in Equity - Parent Bank...15 Cash Flow Statement - Parent Bank...16 Notes to Financial Statements - Parent Bank...17 [ 2 ]

3 Glitnir bank ASA Introduction The financial turmoil, the situation in Iceland and the general trend in the economy have affected Glitnir Bank ASA in the third quarter of After several international financial institutions applied for creditor protection, failed, or had to be rescued by the authorities, parts of the financial market stopped functioning. This caused challenges for Glitnir banki hf. among others, and the bank was taken over by the Icelandic government at the beginning of October At the same time, a decision was made to sell all foreign subsidiaries, including Glitnir Bank ASA. The situation in Iceland also caused liquidity challenges for Glitnir Bank ASA, and from 9 October 2008 the Bank was secured liquidity of up to NOK 5 billion through support from the Norwegian Banks Guarantee Fund. A process to sell Glitnir Bank ASA was initiated in this connection, and on 20 October an agreement was signed with the SpareBank 1 banks (SpareBank 1 SMN, SpareBank 1 SR-Bank, SpareBank 1 Nord-Norge, Sparebanken Hedmark and Samarbeidende Sparebanker AS) for the acquisition of Glitnir Bank ASA. The subsidiaries Glitnir Privatøkonomi AS and Glitnir Eiendomsfinans AS are not included in the agreement. These companies were taken over by representatives of their respective management teams at the same time. The acquisition of Glitnir Bank ASA is conditional on licensing from the Ministry of Finance, and final clarification is expected during November. The Bank s operations will continue as at present until the issue of licensing has been resolved. The Board of Directors regards this as a good solution for clients, lenders, staff, and the bank s subsidiaries. The SpareBank 1 banks provide a strong basis for further development of the business and relationships with customers, and as new owners they have expressed their interest in continuing to build on the expertise that Glitnir can offer. The price for the Bank was NOK 300 million. This price does not reflect the underlying value, but is a function of the turmoil in the financial sector, the situation in Iceland, and the period of time that was available for carrying out the sale. The financial turmoil, the situation of Glitnir banki hf. and the sale of subsidiaries have resulted in the need for amortisation and write-downs of the bond portfolio and goodwill related to the subsidiaries. In total, this amounted to NOK 359 million before tax in the 3rd quarter, and as a result of this the Group s loss before tax came to NOK 262 million for the quarter. The underlying earnings in the 3rd quarter are at the same level as for the previous quarters. Glitnir Bank ASA Bolig- og Næringsbanken ASA and Glitnir Bank ASA merged in March 2008 with effect for accounting purposes from 1 January Both companies were wholly owned by the Icelandic banking group, Glitnir banki hf., and the merger was implemented with business continuity. Bolig- og Næringsbanken ASA was the acquiring bank in the merger, and the name of the new bank is Glitnir Bank ASA. The accounting figures for 2007 include both banks and have been prepared in compliance with International Financial Reporting Standards (IFRS). Glitnir Bank ASA is a Norwegian bank subject to Norwegian regulations and supervision. The bank is a member of the Banks Guarantee Fund on a par with other Norwegian banks. Accounting policies Glitnir Bank presents its consolidated accounts and separate company accounts for the Parent Bank in compliance with International Financial Reporting Standards (IFRS). The interim report has been prepared in accordance with IAS 34, Interim Financial Reporting. No changes were made to the accounting policies in Results As a result of write-downs and amortisation of bonds and goodwill, Glitnir Bank has a loss before tax of NOK 158 million for the year to date. Total write-downs and amortisation amounted to NOK 453 million for the year to date. Adjusted for this, profit before tax came to NOK 295 million at 30 September. Profit before tax at 30 September 2007 was NOK 358 million. In addition to the effects mentioned above, in 2008 the Bank has had expenses related to the implementation of the merger, establishment of the programme for the issue of covered bonds and a loss in Glitnir Privatøkonomi. Pressure on deposit margins and a reduced volume of lending have reduced net interest income. Increased margins in the lending market and increased interest rate levels have however more than compensated for this, and net interest income has increased somewhat during the year to date compared with the corresponding period in The Group s financial instruments which mature after more than one year are reported at fair value. Interest rate risk and exchange rate risk within the Group are low, and fluctuations in interest rates and rates of exchange shall have a limited net profit effect. During periods when interest rate spreads between different instruments develop differently, effects on earnings may arise. During the 1st half-year of 2008 this had a positive effect on earnings, while the effect in the 3rd quarter was negative. As part of the Bank s bond portfolio, since 2006 Glitnir Bank ASA has owned bonds issued by Glitnir banki hf. for NOK 155 million. These were written down in their entirety in the 3rd quarter of [ 3 ]

4 Operating expenses have risen in 2008 compared with In addition to the effects of the consolidation of Glitnir Privatøkonomi and Glitnir Eiendomsfinans, the increase is due to a write-down of goodwill and to merger and marketing costs. The underlying level of costs within the banking operations remains stable. In October 2008, Glitnir Privatøkonomi and Glitnir Eiendomsfinans were taken over by representatives of their respective management teams. The remaining goodwill, totalling NOK 182 million, was charged in its entirety during the 3rd quarter. Lending and Funding During 2008, the Bank has reduced its exposure to areas that are not defined as core business. Among other initiatives, loans to housing co-operatives for NOK 1.4 billion were sold in March In addition, exposure to commercial property has been reduced during the year. Lending totalled NOK 48.2 billion at the end of the 3rd quarter, compared with NOK 49.6 billion at the 2nd quarter of To date this year, lending has decreased by NOK 4.9 billion. Year-to-date deposits have fallen by NOK 4.1 billion. The reduction is primarily related to large corporate customers and deposits of more than NOK 2 million. In the 3rd quarter, deposits decreased by NOK 1.3 billion. Due to the situation in Iceland and the resulting turbulence around Glitnir Bank ASA, deposits declined further in October Of the Bank s lending, 48 % is exposed to real estate operations, while almost 39 % is exposed to the retail market. Loan disbursements have generally been low, but risk may increase if there is a substantial decline in the value of the security for the Bank s lending. In total, the loan portfolio risk is regarded as relatively low. Non-performing loans totalled NOK 431 million at the end of the quarter. This is a higher figure than at the end of the 2nd quarter, when non-performing loans stood at NOK 207 million, having been NOK 127 million at the year-end. The increase in the 3rd quarter is mainly due to a commitment in which the security is regarded as satisfactory. To date this year, the Bank s impairment losses on loans total NOK 15 million. Solvency The Group s capital base, including 50 per cent of the operating profit after impairment losses for the period, was NOK 4,444 million at the close of the period, giving a capital adequacy ratio of 11.0 per cent. Tier 1 capital totalled NOK 3,247 million, giving a tier 1 capital ratio of 8.1 per cent at the end of September Risk-weighted assets amounted to NOK 40,271 million at the same date. The Board of Directors views the relationship between the capital adequacy of Glitnir Bank ASA and relevant risks as satisfactory. By comparison, the tier 1 capital ratio and capital adequacy ratio were 7.6 and 10.5 per cent respectively at the year-end. Outlook The support from the Norwegian Banks Guarantee Fund and the agreement with the SpareBank 1 banks regarding the acquisition of Glitnir Bank ASA ensure liquidity and a good ownership solution for the Bank. Operations will continue as at present until the issue of licensing has been clarified. The way in which the business is to be coordinated with the SpareBank 1 banks will then be considered. Changes in value related to financial instruments may have a greater impact on earnings in 2008 than normal, owing to greater fluctuations in interest rate differences between different types of instrument. The acquisition and the situation in Iceland have resulted in costs for the bank, and somewhat higher expenses must be expected in the 4th quarter. The negative consequences of the financial turmoil for the real economy are likely to increase significantly in the time ahead, and in the fourth quarter of 2008 there will be a risk of greater impairment of loans than previously this year. The underlying operation is regarded as stable and sound, and Glitnir Bank ASA has satisfactory capital adequacy and financial strength in relation to the risk associated with its activities. The Board of Directors Trondheim, 13 november 2008 [ 4 ]

5 resultatregnskap Group nok million note Q Q full year 2007 Interest and similar income Interest expense and similar charges Net income from interest and credit commissions Change in value of fin instr carried at fair value Other operating income and net gain/(loss) Total other operating income Salaries and general administrative expenses Depreciation, amortisation & write-downs Other operating expenses Other gains and losses Total other operating expenses Operating profit before impairment losses Impairment losses on loans and advances Operating profit after impairment losses Income from interests in associates Profit before income tax Income tax expense Net profit for the period Earnings per share (whole NOK) (19.87) 6.22 (14.94) [ 5 ]

6 balance sheet Group nok million note Deferred tax assets Intangible assets Interests in associates Tangible assets Repossessed properties Loans and advances Prepayments and accrued income Financial derivatives Short-term investment securities Cash and balances with credit institutions Total assets Equity and liabilities Share capital Retained earnings Total equity Subordinated loan capital Liabilities to credit institutions Debt securities in issue Accrued expenses and deferred income Other short-term liabilities Financial derivatives Customer deposits and accounts payable to customers Total liabilities Total equity and liabilities The Board of Directors Trondheim, 13 november 2008 [ 6 ]

7 Changes in Equity g Group Share- other total nok million capital reserves equity Balance Sheet at 1 January 2007 * Capital increase Dividend paid for Result for the period Other paid-up share capital - share option scheme from Glitnir Bank hf Balance Sheet at 30 September Result for the period Other paid-up share capital - share option scheme from Glitnir Bank hf Capital gain relating to purchase of associate of subsidiary Balance Sheet at 31 December Result for the period Other Paid-up Share capital - Share option Sheme from Glitnir Bank hf Balance Sheet at 30 September *Share capital is shown in the amount it would have been if the merger had taken place on 1 January [ 7 ]

8 Cash Flow Statement Group nok million full year 2007 Cash flows from operating activities Interest/commission received and fees received from customers Interest/commission paid and fees paid to customers Interest received on other investments Interest paid on other loans Receipts/disbursements (-) on loans and advances to customers Receipts/payments on customer deposits and debt Receipts/payments (-) on liabilities to credit institutions Receipts/payments (-) on securities in issue Other receipts/payments Payments to suppliers for goods and services Payments to employees, pensions and social security expenses Tax paid Net cash flow from operating activities Cash flows from investing activities Receipts/payments (-) on balances with credit institutions Receipts/payments (-) on short-term investment securities Receipts/payments (-) on long-term investment securities Sale of operating assets, etc Purchase of operating assets, etc Net cash flow from investing activities Cash flows from financing activities Dividends paid Changes in capital (share issues, etc) Net cash flow from financing activities Net cash flow for the period Cash and balances with central banks at 1 January Cash and balances with central banks at 30 September [ 8 ]

9 Notes 1. Accounting policies The financial statements for the third quarter have been prepared in compliance with IFRS, including IAS 34 on Interim Financial Reporting. Both the financial statements for the Group and for the Parent Bank are based on IFRS. A description of the accounting policies applied by the Group in preparing the financial statements is provided in the Annual Report for Glitnir Bank ASA and Bolig- og Næringsbanken ASA merged with effect from 1 January The merger is treated as a business continuity merger, and comparative figures for 2007 have been restated as though the two companies had been merged also in See separate note for further details. 2. Other operating income Group nok million Q Q full year 2007 Guarantee commission Net commission income/expense Net gain/loss on securities Net gain/loss on foreign exchange Operating income, real estate Other operating income Total other operating income and net gain/(loss) Net gain/loss on foreign exchange is mainly attributable to effects of exchange gains/losses which arise when borrowing and lending in foreign currencies is translated at the current exchange rate. Forward exchange contracts are measured at fair value with value changes carried through profit or loss. Exchange gain/loss effects on this line will therefore be wholly or partially equalled by effects with sign reversed under the line Change in value of financial instruments carried at fair value through profit or loss. In the third quarter it is written down NOK 155 million at bonds to parent bank, Glitnir Banki hf, specified under net gain/loss on securities. 3. Funding The Group had issued bonds and certificates in the nominal amount of NOK million so far in 2008, either as new issues or increases in existing tap issues. Fixed-rate loans are measured at fair value on the balance sheet, while variable-rate loans are measured at amortised cost. Group nok million certificates bonds total Net debt (nominal) at 1 January New issues Increase in existing issues Purchase and maturity of existing issues Net debt (nominal) at 31 March New issues Increase in existing issues Purchase and maturity of existing issues Net debt (nominal) at 30 June New issues Increase in existing issues Purchase and maturity of existing issues Net debt (nominal) at 30 September [ 9 ]

10 Liabilities to credit institutions Group nok million total New borrowings during the period - EUR million 0 Loans redeemed during the period - EUR million 0 Unutilised credit facilities - EUR million 0 Unutilised credit facilities - NOK million 0 4. Dividends paid At the Annual General Meeting on 28 April 2008, it was decided not to distribute a dividend for For 2006 a dividend was distributed of NOK 5.13 per share, in total NOK 50 million, in the acquiring company. 5. Write-downs General In connection with the sale of Glitnir Bank ASA in October 2008, the subsidiaries Glitnir Privatøkonomi AS (GPØ) and Glitnir Eiendomsfinans AS (GEF) were sold. From and including the fourth quarter, these companies will be regarded as discontinued operations under IFRS 5. As a result of the sale, the Bank has written down all recognised values related to the investments in GPØ and GEF in the third quarter. The selling price was a function of the financial turmoil and the period of time that was available. gpø During 2006 and 2007 Glitnir Bank increased its holding and obtained control over the company Norsk Privatøkonomi ASA, which was later renamed Glitnir Privatøkonomi AS (GPØ). On a commission basis, GPØ brokers third-party financial services, including services from Glitnir Bank ASA. GPØ was sold in October, and the bank has written down all recognised values related to the investment in GPØ in the third quarter. The deferred tax asset related to negative earnings was expensed in its entirety in the third quarter. In total, write-downs in the third quarter amount to NOK 139 million, and are included in the income statement line Depreciation, amortisation and write-downs and Income tax expense with NOK 122 million and NOK 17 million respectively. During the 1st half-year of 2008 a total of NOK 78 million was written down in connection with intangible assets, including licensing, customer lists and goodwill. The write-down is included in the income statement line Depreciation, amortisation and write-downs. gef On 31 December 2007 Glitnir Eiendomsfinans AS (GEF), which was a wholly owned subsidiary of Glitnir Bank ASA, acquired the entire business (everything the company owned) of Eiendomsfinans AS. GEF was sold in October, and the Bank has written down all recognised values related to the investment in GEF in the third quarter. Impairment of goodwill and intangible assets amounted to NOK 45 million and is included in the income statement line Depreciation, amortisation and write-downs. In addition, the book equity in GEF has been written down against receivables by NOK 11 million, and is included in the income statement line Other operating expenses. [ 10 ]

11 6. Disclosures relating to the merger Bolig- og Næringsbanken ASA (the acquiring company) merged as of 1 January 2008 with Glitnir Bank ASA (the acquired company), and changed the name to Glitnir Bank ASA. The acquired company, Glitnir Bank ASA, operates a banking business in the Parent Bank, and a factoring business through the wholly owned subsidiary Glitnir Factoring AS. All activities belonging to the merged companies have been continued within the merged group. Following the merger, the banking business from the acquired company has been integrated with the banking business in the acquiring company. The merger between Bolig- og Næringsbanken ASA (acquirer) and Glitnir Bank ASA (acquiree) as of 1 January 2008 is a merger under joint control since the parent companies in the merged group were both wholly owned by Glitnir Banki h.f. of Iceland at the date of merger. As a consequence, the merger has been conducted as a business continuity merger in which capitalised assets under IFRS at 31 December 2007 for the merging groups formed the base for the merger balance sheet for the new group at 1 January The acquiree company, Glitnir Bank ASA, did its financial reporting in 2007 under generally accepted accounting principles in Norway (N-GAAP) and has therefore restated the balance sheet figures to IFRS as of 31 December 2007 as the basis for the merger balance sheet. Comparative figures for 2007 in the merged group have been restated as though the merged groups were also a group reporting under IFRS in The last-mentioned applies likewise to the comparative figures for the Parent Bank. Because the merger was conducted as a business continuity merger, no new goodwill arose as a result of the business integration between the merging companies. The acquiring company has however recognised goodwill relating to goodwill recognised in the acquired company in connection with an earlier business integration in the acquired company. In the acquiring company s opinion, recoverable amounts of goodwill exceed the amounts recognised, and the conclusion is not sensitive with regard to the assumptions used when calculating recoverable amounts. In connection with the merger, the acquiring company issued shares with a face value of NOK 50 each, in total NOK 131 million. In addition, the share premium reserve has increased by NOK 68 million. Merger balance sheet at 1 January 2008 Group nok million Acquirer acquiree merger effects merger balance Deferred tax assets Intangible assets Interests in associates Tangible fixed assets Repossessed properties Loans and advances Prepayments and accrued income Financial derivatives Short-term investment securities Cash and balances with credit institutions Total assets Share capital Other undistributable equity Retained earnings Minority interest Total equity Subordinated loan capital Liabilities to credit institutions Debt securities in issue Accrued expenses and deferred income Other short-term liabilities Financial derivatives Customer deposits and accounts payable to customers Total liabilities Total equity and liabilities [ 11 ]

12 Restatement of comparative figures, 2007 Consolidated Income Statement The following statement shows how the comparative figures for the 2007 Consolidated Income Statement have been restated from the results previously presented for Bolig- og Næringsbanken ASA for Group nok million Acquirer Acquiree total Interest and similar income Interest expense and similar charges Net income from interest and credit commissions Change in value of fin instr carried at fair value Other operating income Total other operating income Salaries and general administrative expenses Ordinary depreciation Other operating expenses Other gains and losses Total other operating expenses Operating profit before impairment losses Impairment losses on loans and advances Operating profit after impairment losses Income from interests in associates Profit before income tax Income tax expense Net profit for the period [ 12 ]

13 Income Statement parent bank nok million note Q Q full year 2007 Interest and similar income Interest expense and similar charges Net income from interest and credit commissions Change in value of fin instr carried at fair value Other operating income and net gain/(loss) Total other operating income Salaries and general administrative expenses Depreciation, amortisation and write-downs Other operating expenses Other gains and losses Total other operating expenses Operating profit before impairment losses Impairment losses on loans and advances Operating profit after impairment losses Income from interests in group companies Profit before income tax Income tax expense Net profit for the period Earnings per share (whole NOK) (29.56) 2.99 (31.58) [ 13 ]

14 balance sheet parent bank nok million note Deferred tax assets Intangible assets Interests in group companies Tangible fixed assets Repossessed properties Loans and advances Prepayments and accrued income Financial derivatives Short-term investment securities Cash and balances with credit institutions Total Assets Share capital Retained earnings Total equity Deferred tax Subordinated loan capital Liabilities to credit institutions Debt securities in issue Accrued expenses and deferred income Other short-term liabilities Financial derivates Customer deposits and accounts payable to customers Total liabilities Total equity and liabilities The Board of Directors Trondheim, 13 november 2008 [ 14 ]

15 Changes in Equity parent bank Share share premium other paid-up other total nok million capital reserve share capital reserves equity Balance Sheet at 1 January 2007* Capital increase Dividend paid for Result for the period Other paid-up share capital - share option scheme from Glitnir Bank hf Balance Sheet at 30 September 2007* Result for the period Other paid-up share capital - share option scheme from Glitnir Bank hf Balance Sheet at 31. December Result for the period Other paid-up share capital - share option scheme from Glitnir Bank hf Balance Sheet at 30. September *Share capital is shown in the amount it would have been if the merger had taken place on 1 January [ 15 ]

16 Cash Flow Statement parent bank nok million full year 2007 Cash flows from operating activities Interest/commission received and fees received from customers Interest/commission paid and fees paid to customers Interest received on other investments Interest paid on other loans Receipts/disbursements (-) on loans and advances to customers Receipts/payments on customer deposits and debt Receipts/payments (-) on liabilities credit institutions Receipts/payments (-) on securities in issue Other receipts/payments Payments to suppliers for goods and services Payments to employees, pensions and social security expenses Tax paid Net cash flow from operating activities Cash flows from investing activities Receipts/payments (-) on balances with credit institutions Receipts/payments (-) on short-term investment securities Receipts/payments (-) on long-term investment securities Purchase of operating assets, etc Net cash flow from investing activities Cash flow from financing activities Dividends paid Changes in capital (share issues, etc) Net cash flows from financing activities Net cash flow for the period Cash and balances with central banks at 1 January * Cash and balances with central banks at 30 September * For the Parent Bank, this relates to deposits with Norges Bank and cash in hand. [ 16 ]

17 Notes 1. Accounting policies See the description for the Group. All accounting policies described there also apply to the Parent Bank. 2. Other operating expenses parent Bank nok million Q Q full year 2007 Guarantee commission Net commission income/expenses Net gain/loss on securities Net gain/loss on foreign exchange Operating income, real estate Other operating expenses Total other operating expenses and net gain/(loss) Net gain/loss on foreign exchange is mainly attributable to effects of foreign exchange gains/losses which arise when borrowing and lending in foreign currencies is translated at the current exchange rate. Forward exchange contracts are measured at fair value with value changes carried through profit or loss. Exchange gain/loss effects on this line will therefore be wholly or partially equalled by effects with sign reversed under the line for Change in value of financial instruments carried at fair value through profit or loss. In the third quarter it is written down NOK 155 million at bonds to parent bank, Glitnir Banki hf, specified under net gain/loss on securities. 3. Funding The Parent Bank had issued no bonds or certificates so far in Fixed-rate loans are measured at fair value on the balance sheet, while variable-rate loans are measured at amortised cost. parent bank nok million certificates bonds total Net debt (nominal) at 1 January Purchase and maturity of existing issues Net debt (nominal) at 31 March New issues Increase in existing issues Purchase and maturity of existing issues Net debt (nominal) at 30 June New issues Increase in existing issues Purchase and maturity of existing issues Net debt (nominal) at 30 September [ 17 ]

18 Liabilities to credit institutions parent bank nok million total Newborrowing during the period - EUR million 0 Loans redeemed during the period - EUR million 0 Unutilised credit facilities - EUR million 0 Unutilised credit facilities - NOK million 0 4. Dividends paid At the Annual General Meeting on 28 April 2007, it was decided not to distribute a dividend for For 2006 a dividend was distributed of NOK 5.13 per share, in total NOK 50 million, in the acquiring company. 5. Write-downs As described in Note 5 to the consilidatet financial statements, Glitnir Privatøkonomi AS (GPØ) and Glitnir Eiendomsfinans AS (GEF) was sold in October. This means that the bank has written down all recognised values related to the investments in GPØ and GEF in the third quarter to NOK 0, with NOK 186 million for GPØ and NOK 16 million for GEF for the third quarter. The write-down is included in the income statement line Depreciation, amortisation and write-downs. [ 18 ]

19 6. Disclosures relating to the merger For a description of the merger between Bolig- og Næringsbanken ASA (the acquiring company) and Glitnir Bank ASA (the acquired company) as of 1 January 2008, see the description in the notes to the consolidated financial statements. Merger balance sheet at 1 January 2008 parent bank nok million Acquirer Acquiree Merger effects Merger balance Deferred tax assets Intangible assets Interests in group companies Interests in associates Tangible fixed assets Repossessed properties Loans and advances Prepayments and accrued income Financial derivatives Short-term investment securities Cash and balances with credit institutions Total Assets Share capital Other undistributable equity Retained earnings Total equity Subordinated loan capital Liabilities to credit institutions Debt securities in issue Accrued expenses and deferred income Other short-term liabilities Financial derivatives Customer deposits and debt Total liabilities Total equity and liabilities [ 19 ]

20 Restatement of comparative figures, 2007 Income Statement The statement below shows how comparative figures for the 2007 Income Statement have been restated from the results previously presented for Bolig- og Næringsbanken ASA for parent bank nok million Acquirer Acquiree total Interest and similar income Interest expense and similar charges Net income from interest and credit commissions Change in value of fin instr carried at fair value Other operating expenses Total other operating expenses Salaries and general administrative expenses Ordinary depreciation Other operating expenses Other gains and losses Total other operating expenses Operating profit before impairment losses Impairment losses on loans and advances Operating profit after impairment losses Income from interests in associates Income from interests in group companies Profit before income tax Income tax expense Net profit for the period [ 20 ]

21 [ 21 ] Styrets beretning / BNbank årsberetning 2007 glitnir bank asa Onr

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