Allfunds Group plc (ALLFG) Earnings Call Transcript & Summary

July 28, 2023

Euronext Amsterdam NL Financials Capital Markets earnings 39 min

Earnings Call Speaker Segments

Silvia Rios

executive
#1

Good morning, and welcome to Allfunds' financial results presentation for the first half of 2023. Thank you for joining us today. For today's presentation, let me begin by reminding you of the logistics. As we usually do, we would like to spend this first 30 minutes on the presentation and an additional 30 minutes for Q&A. As a reminder, I would like to point out that the results presentation and supplemental Excel information can be found right after the end of the event under the IR section of our website at allfunds.com. This call is being broadcast live, and a replay will also be available on our website. For first-time viewers, joining me on today's presentation are Juan Alcaraz, Allfunds Chief Executive Officer; and Alvaro Perera, the company's CFO. Juan and Alvaro will provide a company update as well as an overview of the company's first half 2023 financial results. After our prepared remarks, we will open the call to questions. [Operator Instructions] With that, I will now hand it over to our CEO, Mr. Alcaraz.

Juan Alcaraz Lopez

executive
#2

Thank you very much, Silvia. Good morning to everyone. We are excited to report our first half 2023 interim results. As you may have seen in the statement we have published early this morning, today, we also announced that we have reached an exclusivity agreement to acquire the Local Paying Agent business of Iccrea Banca in Italy. I'm very excited about this acquisition in the platform space in one of our core markets as it reinforces our leadership position in the Banca Corrispondente segment. Today, we would also like to announce the start of a EUR 100 million share buyback program to repurchase our ordinary shares. Investing in our own shares in this moment creates excellent value for shareholders and is in line with our commitment to return capital to shareholders as part of our capital allocation framework communicated at the time of our IPO. Now let us focus on the key highlights of this first semester. In the first 6 months of 2023, we have had a record performance against several operating and profitable metrics. Our AuA has grown by 4% year-to-date driven by positive market contribution and continuous client wins. We had, and this is very important, a record half-year revenues of EUR 266 million. We have increased our revenue margin to 3.6 basis points, and subscription revenues grew by more than 82% year-on-year. Our adjusted EBITDA margin stood at 65%, in line with 2023 guidance. And our nonrecurring costs below adjusted EBITDA are running off in line with expectations, which led also to our record-reported EBITDA. We have a strong business outlook confirming our full-year guidance. The flywheel effect keeps on growing with more than a decade of annual market share gains, and there's an extensive room for further increased market penetration. Strong migrations generating more than EUR 20 billion of assets, and we expect flows from new customers to accelerate in the second half of the year, thanks to a very strong pipeline. Subscription-based revenues are poised for significant organic growth, thanks to cross-selling initiatives related to completed M&A and a very strong near-term pipeline. Therefore, we are on track to deliver a full year 2023 guidance, assuming, of course, a flat market until the end of the year. We remain committed to delivering value to our shareholders. We have progressed with 2 strategic M&A operations: first, the closing of MainStreet in February, and today, with the announcement of an exclusivity agreement to acquire the Banca Corrispondente business of Iccrea Banca in Italy. In addition, and as part of our capital allocation framework that we communicated at the time of our IPO, I'm pleased to announce a share buyback program of EUR 100 million as we believe there is very material value upside at Allfunds' current valuation levels. This share buyback evidences Allfunds' strong and recurring organic cash flow generation capacity as well as our strong conviction in the company, its future and the fact that our fundamentals are not currently priced in. Now let's do a deep dive of our performance. As you can see, we have achieved AuAs at the end of first half of 2023, 4% above December 2022 levels. The key drivers behind these assets' growth are mainly positive market performance and new client migrations, being able to offset outflows from a limited number of clients. We will get into this shortly. We have achieved consistent market share gains throughout the last 10 years, and we aim to continue increasing. Outside of our control, the penetration of open architecture has declined slightly this year driven by the current market sentiment and volatility, combined with high base interest rates leading some large distributors to shift some assets into low-risk captive money market and short-term fixed-income products. We have high confidence that this is a temporary trend that will reverse again, given the fact that the long-term structural trends are intact and risk appetite shall normalize. Within our control, I reiterate that we continue to win a larger share of our TAM, and we see material upside potential across the various asset segments. We follow closely the latest regulation developments which can affect us. In the case of the new retail investment strategy by the European Commission, while it is expected to come into force not before 2026, we see it as a nonevent for Allfunds. The latest draft would have a very limited downside impact on Allfunds, as it would affect less than 1% of our assets, as you will see in the slide that we have included in the appendix. On the contrary, it presents a significant long-term business opportunity to gain market share in key European markets with a predominance of retail surpluses as rebates will become less important. And distributors will focus more on the overall value proposition of the different platforms, something that should benefit Allfunds' unique one-stop solution business model. In perspective, Allfunds' AuA growth is consistently outperforming all market indexes, thanks to open architecture penetration in wealth management, outsourcing penetration across the fund distribution industry and our client wins. All this is helping Allfunds to consolidate our place as market leader in Europe. As I have said before, Allfunds has experienced outflows from existing customers during -- especially during Q2 of 2023. However, more than half of the outflows are explained by a large client in Switzerland. The revenue impact of these outflows are, in any case, very limited. Revenues associated to this client currently represent around 3.5% of our total net revenues. The remaining outflows were concentrated in less than a handful of large distributors who are moving the list of risky assets away from open architecture funds to captive funds. Again, the revenue impact of these assets is also very limited. Outside exceptional situations in Spain, Italy and Switzerland, we continue to experience inflows from existing clients throughout Europe and the rest of the world. Migrations from new clients have continued to be strong, which underpins the strength of our franchise. During the first half of 2023, we onboarded 31 new clients, which represent more than EUR 20 billion of new assets, and we see material upside, as I said before. We continue to make new client wins all around the world. As you can see, almost half of the new clients come from Asia, while capturing a significant share from our competitors, helping us to diversify our distributors base. As a result, we have managed to significantly reduce the weight of our 4 strategic partners with exclusivity agreements, as you will see in the slide in the appendix. And we expect this to continue over time. We believe that one of the key competitive advantages and one of the most difficult ones to replicate for our competitors is our flywheel effect, which remains as strong as ever. We continue to win new distributors and onboard new fund houses, which in turn make our asset base grow and turn them into even stickier customers and lead to an increasingly more diversified client base. We have a strong one-stop platform supported by best-in-class proprietary technology with a unique and attractive revenue model with 2 new additions in this first half of the year, ESG and alternatives. But let me give you an update on some of these new initiatives. I'm proud to announce that this year, we launched our alternative platform solution. As I said previously, I mean, yes, I mean, in the first quarter update, this is the most relevant project we have this year. We are also boosting our subscription-based revenues with a robust value position for both distributors and fund houses. And we continue leading the innovation, promoting the further adoption of our blockchain technology by the industry. Finally, we have successfully launched our fund hosting services within our ManCo, which is gaining very good traction. I would like now to spend a little bit more time in 2 of these initiatives. The key reason why we are devoting a lot of focus on alternative funds is because it is a massive untapped revenue opportunity for Allfunds. Alternative funds is a large asset pool in Europe between EUR 2 billion to EUR 5 trillion assets from European retail investors with higher growth than other asset management segments and lower asset AUM volatility. It fits perfectly with Allfunds' strategy to be a one-stop shop for distributors and fund houses as they are currently focused on growing in alternatives, too. The financial case is also very strong because Allfunds alternatives have the highest or alternatives have for Allfunds, the highest platform service margin. We have launched 2 initiatives to tap into this opportunity: Allfunds Alternative Solutions, which is the platform, the new platform that we have created; and the Allfunds Private Partners program. And we are extremely proud to report on the early adoption of some of the top global alternative fund houses as the considerable funds that are ideal partners to access this opportunity in Europe. Regarding subscription-based revenues, we have been focusing heavily on expanding our subscription revenue pool. We have been successful so far in implementing a double strategy of organic growth and selective M&A. We have increased our subscription revenues by more than 80% following the integration of latest acquisition, like, for instance, MainStreet last February. And we have completed a fully integrated product suite offering to our WealthTech platform. As a result, we are increasing and diversifying by region, our pipeline, and we are expanding through all our growth levers. I strongly believe that Allfunds is an extremely attractive investment case supported by these 4 pillars that you see in this slide. We believe to the extent that we're launching a EUR 100 million buyback that investing in our own stock creates excellent value for our shareholders. With that, let me now hand it over to Alvaro, our CFO. Thank you.

Alvaro Perera

executive
#3

Thank you, Juan, and good morning, everyone. I will now run you through the key financial figures and explain the main underlying drivers of this solid performance. As you can see on this slide, we have delivered solid financial results, combining high growth, high-margin profitability and high cash flow conversion. In H1 '23, the company delivered record net revenues of EUR 266 million, an adjusted EBITDA margin of 65%, in line with our guidance and an 83% pretax cash conversion. We'll have a chance to look at these metrics in detail in a couple of minutes. Before we do that, let's pause on Slide 18 and take a quick look at the unaudited income statement for the first half of '23. Compared to the previous 6 months, net revenues increased by 13%, thanks to the contribution from both platform and subscription revenues. Our adjusted EBITDA grew by 6% and the reported EBITDA by almost 25% driven by a significant one-off cost reduction of almost 50%, which we remain committed to continue reducing further going forward. Focusing on the bottom line, our adjusted profit after tax is up 3% to EUR 104 million, increasing our adjusted EPS from EUR 0.16 to EUR 0.17 per share. Let's now deep dive into the details behind this resilient performance. Turning our attention to revenues, you'll see that the company has been able to grow across both platform and subscription services. In H1, net platform revenues increased by 14% compared to the second half of last year, benefiting from the sustainable contribution of net treasury income. This revenue line became a natural hedge against impact from asset rotation into less risky, lower-margin assets. The sources of this revenue are stable customer funds that are sent to Allfunds in connection with the transactional activity, i.e., subscription and [ redemption ] funds, in which we invest daily in low-risk investment products. More than 70% of cash balances are placed daily at central banks and the remaining in overnight deposits and cash accounts of highly rated financial institutions. We consider this revenue line not only stable but also highly diversified as cash balances come from over 1,500 counterparties, both fund houses and distributors, obviously. At the same time, subscription revenues grew by 4% half-on-half, and we now see a significant organic upside following the acquisition of MainStreet. Shifting our attention to margins. I would like to highlight that our business has demonstrated margin resilience, increasing our total net platform revenue margin from 3.2 basis points to 3.6 basis points ahead of the guidance provided. Platform service margin increased 0.7 basis points from 4.4 bps to 5.1 basis points. At the beginning of this year, we experienced a cost rebasement by extraordinary causes, which we flagged to you back in February, namely a cost rebasement of the variable compensation, which should return to a normalized level in 2023 after the adjustment of a very challenging 2022; secondly, the consolidation of MainStreet Partners cost base, which was acquired at the beginning of this year; third, a moderate impact of inflation; and finally, some incremental cost to serve the BNPP assets once the transfer of all operations to our system was completed. Subsequently, we have terminated all transition service agreements, and you can already see a significant improvement below the line. As a result, adjusted personnel expenses and SG&A expenses stood at EUR 57.2 million and EUR 38.7 million, respectively. Like-for-like headcount decreased from 1,031 employees as of the end of last year to 1,006 employees as of June mostly driven by synergies and efficiency programs launched. Additionally, 41 employees were consolidated into the group following the MainStreet acquisition. So in summary, 2023 is a year of rebasement, but we expect the cost structure to remain stable going forward and to benefit from the operating leverage that the company has, while, of course, keeping investing in future growth and revenue diversification. So even despite the cost rebasement and the new M&A, which was onboarded at the lower average adjusted EBITDA margin, we were able to deliver high profitability in line with our guidance of mid-60s, while also growing our adjusted EBITDA by 6%. In fact, if you look at H1 2020, the compounded annual growth rate is actually 11%. As stated earlier this year, we expect adjusted EBITDA margin to progressively improve over time, trending towards 70%. As highlighted in previous slides, Allfunds has a strong cash flow and capital generation capacity. This is a real differentiator of our business model especially in the current environment as we can fund our innovation investments organically and comply with our capital allocation, as described at the time of the IPO. As you can see on this slide, we have consistently delivered on our capital allocation policy since then. And we are committed to continue doing so through ordinary dividends, 20% to 40% payout; accretive M&A; and finally, additional shareholder distribution. On the M&A front, we continue to monitor the market for any value-accretive bolt-on M&A opportunities, both in the traditional platform business and in our software and data analytics business. In our platform business, we are interested in targets which fill specific regional gaps and/or are margin accretive like the transaction we announced today. Finally, regarding the additional shareholder distributions, we have announced the launch of a EUR 100 million of share buyback, which evidences Allfunds' strong and recurrent cash flow generation capacity as well as our conviction in the company and its future. In addition to our high cash flow and capital generation capacity, we currently benefit from low leverage with a pro forma net debt to last 12 month, adjusted EBITDA ratio below 0.5x even pro forma for the Iccrea acquisition. This provides us with additional flexibility to continue delivering on our capital allocation policy, including strategic M&A. And since we're talking about M&A, let's move to the next slide and have a quick look at the latest strategic deal that we have announced today. As you heard from Juan, we're in exclusive negotiations and have signed an MOU to acquire the Banca Corrispondente business of Iccrea, together with a long-term agreement. Through this acquisition, we consolidated our leading position in Banca Corrispondente and partner up with one of the largest financial institutions in Italy, where we see strong growth potential and cross-selling opportunities. This acquisition has an attractive financial profile with low incremental costs, low integration risk and low execution risk. The transaction is subject to signing final legal documentation, which will happen in Q3 and closing before the year-end. And finally, before we turn to Q&A, we wanted to share our views on the potential outlook for the remaining of 2023. Today, we confirm the guidance that we provided in February for the full year. For the rest of the year, we keep the same assumption of flat market performance from current levels onwards. In terms of migrations, as Juan already mentioned, we maintained a range of EUR 40 billion to EUR 60 billion for the full year. And regarding flows from existing clients, we expect a gradual recovery, although delayed versus what we were initially expecting in February. As a result, we expect to end 2023 with approximately EUR 1.4 trillion AuA. And on that basis, we are able to confirm the targets that we announced in February. Thank you very much for your attention. And let me hand it back to Juan for final remarks.

Juan Alcaraz Lopez

executive
#4

Thank you very much, Alvaro. I would like to take this opportunity to highlight the strength of our business. We operate in an industry with external factors that are beyond our control, but we believe that these do not impact the long-term prospects of Allfunds and the attractiveness of our franchise. We grow, we adapt and we keep on winning market share. This company and this management team have a long-term vision, which will lead to client success and value creation for our stakeholders. Thank you very much for your attention, and let's open Q&A now. Thank you very much.

Silvia Rios

executive
#5

Thank you, Juan. Thank you, Alvaro. Let's move on to questions next. Helen, can you please proceed with the first one and include the name and company of the caller?

Operator

operator
#6

[Operator Instructions] Our first question comes from Tom Mills from Jefferies.

Thomas Mills

analyst
#7

I'm just interested in the acquisition that you made this morning. It looks pretty attractive. Could you just talk maybe a little bit more about the potential accretion that you could get coming from that deal and just talk about the potential upside you see there? And perhaps could you also pack on just how you might see transaction revenues performing in the second half if we get a slightly more benign environment, given the sort of softer one in the first half.

Juan Alcaraz Lopez

executive
#8

Thank you very much, Tom. Alvaro, do you want to have this one?

Alvaro Perera

executive
#9

Yes, Tom. So given we have not signed the final [indiscernible] yet, we are only able to disclose what you see on the slide. We've said it's a EUR 10 billion to EUR 12 billion AuA business with north of EUR 10 million in revenues. EBITDA margin is accretive and EPS accretive since year 1 of around 2%. With regard to transaction revenues, as you know, H1 was a very weak half. As of today, we don't have any signs of recovery on the second half. And in fact, what we have assumed for purposes of the confirmation of the guidance that we provided today is that we will continue seeing that, let me call it, weak transaction level. But hopefully, we're proven wrong, and we -- more attractive transaction level towards the end of the year.

Juan Alcaraz Lopez

executive
#10

Thank you. Yes, just to add to Alvaro, Alvaro mentioned regarding Iccrea is that for us, it's not just a deal with this great Italian financial institution regarding Banca Corrispondente is that -- it's a partnership with the second largest Italian financial institution when we talk about a number of branches. And the third, fourth Italian financial institution where we talk about assets, so we are really proud of partnering with them.

Operator

operator
#11

Our next question comes from Fernando Gil de from Bestinver.

Fernando Gil de Santivañes d´Ornellas

analyst
#12

Just a question on the buyback. I wonder if you can provide a little bit of feedback about the timing and details on the buyback. I don't know if you can hear me.

Juan Alcaraz Lopez

executive
#13

Yes, we can.

Fernando Gil de Santivañes d´Ornellas

analyst
#14

Okay. And the second question will be on the AuA exposed to execution only and the regulation. I think you mentioned the date when the company will have this legal impact, but I think, if you can repeat that, it would be great.

Juan Alcaraz Lopez

executive
#15

Alvaro, do you want to cover the sort of...

Alvaro Perera

executive
#16

Yes, sure. So the timing that we are envisaging is a roughly 12 to 15 months program. Of course, given the liquidity levels that we have seen in the last few months, we might see, let's say, the first tranche of this EUR 100 billion buyback program being completed hopefully ahead of the year-end with the remaining tranche completed in the following probably 4, 5 months.

Juan Alcaraz Lopez

executive
#17

Yes. And regarding this, the rebate impact, not that we were mentioning before, I don't know if you can see the slide, but I think it explains well, pretty well, the potential impact. Again, we still need to see what finally happens. But today, rebate represents, as you can see, a very small portion. And when you analyze that rebate component, the part that is related to just execution only, we thought advice, just execution only, it's really, really small. It's that 1% that we are comment in the slide. But again, this is something that, as you know, they are still discussing and -- but well, I thought that we thought that it was good just to give you a first idea that if this happens, let's say, tomorrow, the impact would be absolutely significant.

Operator

operator
#18

Our next question comes from Alex Medhurst from Barclays.

Alexander Medhurst

analyst
#19

And a couple of questions on the revenue margin, the platform margin. That's all -- firstly, I mean, it looks like the platform margin excluding NTI has sort of stayed flattish or ticked down in the period, despite sort of the mix of equity sort of increasing a little bit. Can you talk a little bit about how you expect that excluding NTI platform margin to develop, mindful also of the potentially supportive impacts of the LPA acquisition and any growth you get in the alternative solution product? And then a follow-up, can you scale out what you think the potential NII for the second half and beyond?

Juan Alcaraz Lopez

executive
#20

Thank you very much. Alvaro, do you want to cover...

Alvaro Perera

executive
#21

Sure. So let me start with your last question, Alex. With regards to NII and assuming the current interest forecast, we think we can repeat what you've seen in the first half. So ending the year around EUR 50 million to EUR 60 potential million a year contribution from net interest or net treasury income. With regards to margin, you're absolutely correct, Alex. We've seen a very stable margin, excluding the net treasury income contribution. And it has been, as you correctly spotted, a mix of some positive contributions from the mix. However, not as positive as we initially expected. And hence, we remain, say, cautious for the second half of the year. And we're not assuming any improvement on that front. However, of course, as you know well, in the more -- I mean, years ahead or even months ahead, we do expect an improvement of that margin, of that revenue mix or that asset mix, sorry, that should result in an improvement in margin. And in the medium term, I think that including the net treasury income, the right postcode is around, say, 3.4, 3.5 basis points. In the long run, we reiterate the 3.3, potentially 3.4 level that we always talked about now since the IPO.

Operator

operator
#22

Our next question comes from Greg Simpson from BNP Paribas Exane.

Gregory Simpson

analyst
#23

Can I just check on the large Swiss distributor? What's the meaning with 3.5% of revenue? So if I use the H1 revenue that's how would imply, I think EUR 9 million in the half or EUR 18 million. I just wanted to check that kind of magnitude. And if it's possible to update on what the latest kind of AuA with that distributor is. I think 100 was the last figure. And the follow-up is the messaging on Slide 21 of expenses remaining relatively stable going forward. So is that suggesting you're seeing the H1 cost base annualized as a good run rate level? What is driving that? In the past, you have seen quite a lot of cost growth as you've been investing for growth.

Alvaro Perera

executive
#24

So with regards to this Swiss client, just for full transparency, the 3.5% refers to the run rate number. So it's not H1. It's run rate revenue contribution as of the end -- as of June. We cannot disclose anything around AuA, but I think you can run a good proxy of how much that represents these days. And again, to us, the important thing is, as Juan was mentioning, is the very small relative weight of this specific client as of today. And with regard to the cost base, we are expecting to meet the guidance that or the outlook that we shared back in February in terms of EBITDA margin. And so that suggests a stabilization of cost. We, as you know, have, say, a heavy amount of -- or large amount of fixed cost, the fixed cost component, which are plugged into our H1 numbers. And -- well, we expect to go back to scaling. And after this 2023 year rebasement that I talked about earlier, we think we can continue growing the platform at, I would say, marginal cost increases, excluding, of course, any M&A contributions that will impact the overall profile of the company -- of the P&L slightly different depending on the type of the acquired business.

Juan Alcaraz Lopez

executive
#25

Absolutely. I mean, huge cost control. And will we expect these future increases, the cost side will come? Yes, through M&A, okay? So the company that we have today, the platform that we have today should be an extraordinary -- I mean, the cost should be extraordinary control -- under control. And any significant increase in cost will come from M&A, which, of course, will -- as Alvaro said, that is the -- it will completely change the overall profile of the company.

Alvaro Perera

executive
#26

Just perhaps a final comment around that, Greg. Remember that we need to triangulate revenue diversification with revenue growth and profitability, right? So that's how we look at our margin going forward.

Operator

operator
#27

Our next question comes from Ian White from Autonomous Research.

Ian White

analyst
#28

One follow-up and one new question, please. Just on this -- the largest Swiss distributor, mentioned on Slide 8, I just wanted to check, is this revenue contribution is 3.5% run rate, does that reflect the entire group for this distributor? Because my understanding is this company actually has substantial business in Switzerland as well as overseas. So is what we're seeing in that 3.5% the total contribution of that group to Allfunds to make that clear. And I guess I'm just trying to square that with the allocation of Allfunds shares that were made to, say, Credit Suisse, at the time of the time of the [indiscernible] acquisition. That 3.5%, just seems a much lower number than I think a lot of us might have otherwise expected. So just hoping to make that a little bit more explicitly, if possible. And my other question, I'm just keen to understand any pass-through of interest rate upside that you're providing to clients as we sit today, and whether there's any color from those client conversations you might be able to share with us around whether or not you might start passing on some or more of our interest rate upside over the next year or 3 months?

Juan Alcaraz Lopez

executive
#29

Okay. I will cover the first part. So a very quick answer, yes, it's global. So it's not just Switzerland, okay? And it's all the revenues related to all the open architecture business of this client, okay? So yes. So I'm glad that it surprises you that is not so significant. That's probably it's good news because, as you know, we are obsessed with diversification. And it's always good not to have all the eggs in the same basket.

Alvaro Perera

executive
#30

With regard to the pass-through, as I explained earlier, the monies that we receive from banks or from our clients, both fund houses and distributors is purely related to their operational activity, right? So they're not leaving any excesses on our balance sheet. So it is very stable. It is very diversified. And of course, we've got some inbound calls from clients checking in and wondering whether we were sharing some of the yield. But as you can understand, given we're talking about operational cash, we're not in a position to sharing any economics.

Operator

operator
#31

[Operator Instructions] We'll now take our next question from Andrew Lowe from Citi.

Andrew Lowe

analyst
#32

Just following up on that last question. I wondered if it was possible to provide a bit more detail about what the client cash balances are at the moment and how they've evolved throughout the first half of the year. And then as a quick follow-up, what do you think the balances are likely to do beyond this year?

Alvaro Perera

executive
#33

Andrew, so on cash balances, it has been relatively stable throughout this first half. We've seen a low -- I think it was around Feb, March in connection with the U.S. banking situation, but it has picked up since. And we are at around 1.6 plus cash balances. Of course, it varies and changes every day as it is linked to the operation of our clients. But we don't expect any material variations versus what we've seen so far. And sorry, because I'm not sure I picked your last question, would you mind repeating that, Andrew?

Andrew Lowe

analyst
#34

No, it was just on the outlook. So I think you've -- expect that to be stable going forward.

Alvaro Perera

executive
#35

Well, of course, just to be clear, we expect stabilization with the existing clients. But as the company grows and new clients are brought into the platform, we expect that baseline to go up, obviously.

Operator

operator
#36

There are no further questions on the line, so I'll now hand back to Silvia for any further questions.

Silvia Rios

executive
#37

Well, thank you very much. It has been a pleasure to host you on this interim results presentation. And let me wish you all a well-deserved summer break, and see you next quarter with our trading update. Goodbye.

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