BTG Consulting plc (BTA.F) Earnings Call Transcript & Summary

[Audio Gap] half year results actually about a month ago at the beginning of December, but we have an opportunity to hear the presentation today. We will go through the presentation and then as per usual, an opportunity for Q&A at the end. Please feel free to submit questions as we go along. Otherwise, I will hand over to Ric Traynor, Executive Chairman, to kick off proceedings.

Thank you very much indeed, and welcome to our half 1 results. For those of you who don't know us, we're a leading U.K. advisory firm, and we help clients and stakeholders maximize the value of their assets over the economic cycle. We have 2 divisions: One, Business Recovery and Advisory; the second, Property Services. And across those 2 divisions, we have 5 pillars of activity being business recovery, advisory and corporate finance, valuations, asset sales and property consultancy. And in our last full financial year to the end of April '24, 55% of our turnover was business recovery, 15% advisory and corporate finance and the balance of 30% were valuations, asset sales and property consultancy predominantly in our property business. We have over 1,300 colleagues across the country and in selected offshore locations, and our business model is to be in the local community, winning work from corporates, from professional intermediaries and direct through digital marketing. Moving on to our results for the half year, a strong financial performance with high double-digit growth. Revenue increased to GBP 76.3 million, that's a 16% increase in revenue. Adjusted EBITDA up to GBP 15.3 million, that's a 20% increase. And adjusted profit before tax, GBP 11.5 million, a 16% increase. And on the right-hand side of this slide, you can see our dividend has increased by 8%, which is the eighth year of consecutive dividend increases and that's maintaining our careful progressive dividend policy, which is maintaining sufficient cash in the business for the acquisitions that we've been making on an annual basis, but also seeing that dividend increase over time as well. And in terms of net debt at the period end, a very modest GBP 3.8 million of net debt compared with the facility of GBP 35 million and an annualized EBITDA figure of about GBP 30 million. Moving on to the next slide. Strong activity levels and positive momentum across the business. Supportive markets for growth. Insolvencies remain at elevated levels, that's in the mid-20s, which will come to in due course. Commercial property transactions were in line with the prior year. And lending to U.K. real estate SMEs increased by 4% over the period. And those latter 2 areas, the lending and the commercial property transactions support our agency, valuations and funding services. Double-digit organic growth from both divisions. Increased insolvency activity coming from a bigger team and more valuable work. Strong growth in financial advisory, that's restructuring, refinance and new lending finance. Property auction volumes increased, and that's with our increased footprint and the demand for accelerated sales in the property market. And building consultancy continued to expand based on sector expertise and geographical spread. We've continued to grow and develop our team with 7% growth in fee earners over the last 12 months and we retain capacity for more growth. We've seen senior hires to grow our advisory business, both those who've joined us in the first half and those who are scheduled to join us in the second half of the year. We've made good progress on learning and development support and continued to deliver process improvement initiatives. Again, there will be more information on most of these areas later in the presentation. If I can pass over to Nick to go through the financial review.

Okay. Thank you, Ric. These are the 6-month results to the end of October 2024. And in that 6 months, we've reported high double-digit revenue and profit growth at a group level, that's 16% increase in revenue, 11% of that was organic. That flows through to an operating profit growth of 18% and a 16% increase in pretax profits. Just look at that performance by operating segments, starting with Business Recovery and advisory, where we saw insolvency revenues growing by 7%. All of that was organic to give a revenue of GBP 41.4 million in the period and all of that growth was driven by higher value cases, and that's cases with fees of over GBP 50,000, which in the periods generated 55% of our insolvency income, and that's an increase from the rate we've been running at previously where the larger cases brought in about half of our income. In addition to the revenue growth, our pipeline has increased. This is the value in cases where we're appointed that we haven't yet recognized in our revenue. That's up to GBP 76.4 million at the end of October. It was GBP 71.9 million at the start of the financial year, and it's a 9% increase on where we were 12 months ago at the end of October of 2023. Within advisory, we've seen 39% growth in revenue, all of which was organic to GBP 11.4 million. That's across restructuring, debt advisory and special situations M&A. That's typically areas where there's an element of distress or it's a challenging situation for our clients together with our finance broking activities. And on the back of that revenue growth, we've seen an increase in segmental margin to 25.8%. Within Property Advisory, revenue up by 24% to GBP 23.5 million. 8% was organic and the acquired growth of 16% is the flow-through from acquisitions which we did in the previous financial year. Three big areas where we're seeing that growth; in auctions, we saw increased volumes. That was a combination of both organic growth and the benefits of the SDL acquisition, which we completed in December 2023. Within Building Consultancy, we've continued organic development of that part of the business. Within Valuations, we've seen the benefit from the acquisition we completed in November 2023 of a business called Andrew Forbes. Margins in Property Advisory are down slightly on where we were 12 months previously. Two principal drivers of that, one is a more normalized level of activity. The prior year margins were enhanced from some one-off consultancy fees. We've also seen some organic investment costs as we continue to invest in growing the team. Group Services increased in absolute terms, but are down as a percentage of revenue to 6.4%. The increase in finance costs to GBP 1.1 million is a combination of higher debt levels following the share buybacks we've done over the course of last year and IFRS 16 interest charges. And our tax rate of 26% is in line with the prior year and that gives a profit after tax of GBP 8.5 million, up by 16% from the GBP 7.3 million in the previous 6 months. In terms of earnings per share, the EPS growth at a basic level to 5.4p, 17% growth reflects the increase in earnings and the diluted growth of 11% to 5.1p reflects share options, which were awarded in the prior year and some share settled earn outs. On the next slide, there's a reconciliation of our adjusted profit measures to statutory profit, starting with the adjusted EBITDA was up by GBP 2.5 million, share-based payments, depreciation and finance costs up by GBP 0.9 million to give us the adjusted profit before tax growth of GBP 1.6 million. The non-underlying items are all acquisition accounting related under IFRS 3, in line with all of our listed peers who are acquiring people businesses, we have these unusual P&L charges, principally from acquisition consideration that gets charged to profits rather than being capitalized where there's some contingency on the selling shareholders. But for us, that together with the amortization is a GBP 6.8 million charge in the 6 months. That's down on where we were in the prior year, and those charges will progressively reduce over the next 2 years. That's excluding the impact of any further M&A, which we might complete. Moving to the next slide. We're in a strong financial position. We've got significant headroom in our bank facilities. In terms of the cash flow for the 6 months, which is summarized in the table on the left-hand side of this slide, we've seen a typical H1 seasonality to our cash flows. To put that into some context, in the prior year, we had GBP 4 million free cash flow in the first half, which was followed up with an GBP 8.4 million free cash flow in half 2. And that sort of phasing is a reasonable expectation for the year that we are now in. Just looking at the movements in cash flow over the period. EBITDA up by GBP 2.5 million. Working capital absorption, which we tend to see over the course of the first half, that's slightly higher at GBP 5.7 million from the GBP 4.6 million we saw in the prior periods. Two principal drivers of that. The organic revenue growth has given us a GBP 4.6 million increase on the balance sheet and the typical annual profile of payments, principally bonuses and some prepaid annual costs of GBP 1.1 million in half 1. And our lockup, so the amount of our revenue, which is locked up on the balance sheet is in line with where we were at the start of the year, 4.3 months of 4.2 months at the end of April. Other numbers to pull out as we go down the cash flow, the increase in other payments, largely driven by increased lease payments up to GBP 1.4 million. That's following the end of some rent-free periods on our property leases, and that's giving a free cash flow increase of 8% to GBP 4.3 million in the period. The acquisition payments of GBP 4.1 million all relates to earn-outs. There's a further GBP 4.7 million we'd anticipate paying over the course of the second half. And then at the start of the new financial year, we'll have about GBP 10.5 million remaining to be paid, which gets paid over the course of the next 2 years. So for the 6 months, net cash outflow of GBP 2.4 million. We ended the year with net debt of GBP 3.8 million -- end of the period, net debt of GBP 3.8 million at the end of October. Trailing 12-month EBITDA is about GBP 30 million. So that gives us very low levels of leverage of about 0.1x. And in terms of our overall facility, it's a GBP 35 million bank facility. We entered into this arrangement with HSBC about 12 months ago. It's a GBP 25 million RCF and GBP 10 million accordion. It's committed until February 2027, and there are 2 one-year extension options which realistically take the facility through to February 2029. And the final numbers slide in terms of guidance. We're confident of a further year of growth in line with the current market expectations. In terms of external markets, we think conditions are supportive for our service lines that have been reflected in good activity levels and positive momentum across the business. Within Business Recovery, we anticipate continuing growth supported by those market conditions, which Ric will talk about in a couple of slides' time. We've retained our capacity, and we've got the breadth of expertise to provide the advice and support our clients require in the current climate. Within Advisory, we're continuing to invest in the team. We've got a healthy pipeline of engagement, and we feel well placed to continue the positive H1 progress, which I showed on the previous slide. Within Property Advisory, we've got ongoing positive momentum across our range of services, which leaves us well placed to maintain the performance that we've seen in the first half. And overall, we are confident of building on our strong track record of growth both in the current year and beyond. And our next update will be on Q3 trading towards the end of February. So overall, a good first half, which we are very pleased with. And now I'll pass back to Ric to go through the operating review.

Thank you, Nick. On Slide 11, looking at the insolvency market. Insolvencies remain at elevated levels. That's some 24,000, 25,000 insolvencies across the country in both the '23 calendar year and '24 calendar year. We expect those activity levels to be maintained given the current headwinds. Companies facing continued demand pressures, rising costs, both pre and post budget covering things like inflation, interest rates, corporation tax increase, the planned national insurance increase and obviously, minimum wages, all giving headwinds to companies and that will result in some of them entering into formal insolvency across the next 12 months and beyond. Obviously, the prospects are higher for longer interest rates as well, which we've seen very recently, will only add to those problems. Administrations remained significantly below previous peaks, which was in 2008 and below pre-pandemic levels, but there is some evidence of that stress. So that the increase in volumes in the last 2 years have been very much focused on smaller companies, but there's evidence of that stress contagion into the mid-market. So we would expect to see administrations rise over the next 12 months. And the liquidation rate overall is about 0.5%, which is relatively modest compared with the recessionary peak of over 1% at the last recession, which indicates that although insolvencies are enhanced in terms of levels against the immediate pre-pandemic levels of insolvency, they're probably just adjusting to normal levels given the fact we're now in a normal interest rate environment. So we would expect to see insolvency levels at the sort of level they're at now, and there is as much chance that they will increase over the next year or 2 as decrease depending on what headwinds are faced by companies. Moving on to the next slide, looking at the property market. Commercial property transaction levels are in line with the prior year. If you look at the graph at the top right-hand side here, you can see commercial property transactions across the country. And really other than the dip in the pandemic, that's been fairly stable for the last 10 years or so. But it still remains, at the moment, 6% below the pre-pandemic level. So still a subdued market. So any growth that we've seen has been very much taking market share rather than as a result of an increasing market. Where we have seen growth has been in property auctions. In terms of the graph on the right-hand side in the middle, where you see property auctions over time, see that, that has been gently rising since the pre-pandemic levels of 19,000 in 2019, up to 28,000 in 2024. And that is as a result of both the desire for speed in property transactions where the normal open market isn't giving that, but also the fact that auctions have now moved online. So it's much more accessible for buyers and sellers to use an auction to dispose of a property. And also the third graph on the right, just to complete the trio is just looking at real estate bank lending, where we've seen that gently rising from 2016 to 2024, but that's before any adjustment for inflation. So we think that's effectively flat over that period. So a very benign background to markets generally, which means that when eventually we do see some increase in that activity, that will have a very positive impact for our agency valuation and funding services. Move on to the next slide. Double-digit growth for both divisions. We're now one of the largest national property auctioneers. That's both residential and commercial online auctions, a combination of the 2 of them. Most of them are, in fact, in our auctions are commercial, but there's a good residential mix in there now following our latest acquisition. And those acquisitions were Mark Jenkinson in March '23 and then the SDL Auctions business, which Nick mentioned earlier, which came in just over a year ago, and that has significantly increased our footprint. We're making good progress in integrating those businesses with our already existing auction platform. And the target is to complete that at the end of this financial year, so by the end of April. And that means a move to the Eddisons auction brand, a one back-office platform, again, from which all of our auctions will operate, and we can then focus our marketing on a national online auction offering. And we've seen good growth in auction lots across the combined business. The value in the half we're reporting on is 3x the value of the comparative period in the prior year. In terms of Building Consultancy, it's continued to develop. We've seen increased activity across a broad client base, a real focus on the education sector and commercial clients, which are driving growth. And we've recruited to enhance our expertise and coverage, for example, in the environmental area. We also expect to see increased planning activity from the government initiatives to simplify the process and also from geographic expansion, which will add to activities in this area. Strong growth in Business Advisory Services. We've seen a good mix of cyclical and procyclical exposure, debt advisory, restructuring, finance broking and special situations M&A. And an example of the marketing we've been doing to help our exposure in this area, the restructuring round of podcast, which we've released. That's both to educate an internal audience to make sure we maximize the opportunities to cross-sell these activities within the group but also to external audience as well to direct to corporates and intermediaries to let them know that this is a significant part of our business moving forward. And we've seen increased insolvency activity in higher-value cases, notably cases in hospitality, construction, haulage and financial services. And moving on to the next slide, just an example of some of the cases that we've had in the half year. One of the larger cases, Cascade, which is a KFC and Taco Bell franchise over 100 franchise locations across the U.K. That came into us as an advisory assignment. The business had cash flow problems. So instructed us to help with cash flow management, creditor negotiation and potentially looking for a buyer through an AMA process. We did all of that and we managed to find a buyer, in fact, 2 buyers for different parts of the businesses, but the financial situation of the business was such that it had to be done through an administration. So we organized a pre pack administration to sell those businesses. Ultimately, we saved 90 of the outlets and maximized the value for creditors going through that process. And from our own point of view, across our advisory business, insolvency on Eddisons who we use to value the properties, that assignment is worth in excess of GBP 3 million for us. So very much the top end of what we're doing at the moment, and we are very hopeful we'll be seeing more of those in the mix in due course. And then on the right-hand side of this slide, there's an assortment of cases. Typically, the more interesting cases that we've done in the half year and we typically do. So in there, there's examples of pre pack administrations, successful funding assignments and sales of commercial property. And that's in addition to the high volume of liquidations, property valuations, funding proposals, et cetera, that we're doing on a day-to-day basis. So a good mix of work overall, both on the volume side but also increasingly on the more interesting higher-value assignment side. Moving on to the next slide, just looking at our team and the continuation to drive organic growth, as I mentioned, 7% growth in fee earners over the last 12 months, including some significant advisory hires. We've appointed 4 partners and 1 director with further appointments planned for the second half of the year. It's becoming easier to attract senior talent as our expertise and reputation in the mid-market increases. So we're increasingly being seen as an adequate base or a good base for people to come and join us who are experienced in that mid-market, larger case background, to come to join us and to be able to attract work from their existing contacts and hence, boost our business. In terms of building consultancy and valuation hires over the period, 9 senior hires, 3 in consultancy and 6 in valuations. We've made good progress on learning and development support. Our leadership development program for over 200 senior leaders in the organization, for anybody who has management responsibility, they can join this learning development program. It's been very successful. Our Live Learns commenced delivering remote training to our -- on core skills to our people. So that's technical training, that's online education. So it's very effective in terms of cost management. That's now been approved for CPD accreditation from all the professional bodies. So not only is it extremely useful for educating our people, but also it meets the requirements of professional bodies for that required skilled training in a particular year. So it means that we can do it in-house rather than having to go out to outside providers. We've had our fourth save as you earn scheme launched for qualifying colleagues. And like all others, it's been oversubscribed. And in terms of process improvement initiatives, we've continued to progress these. That's identifying and embedding improved ways of working whilst optimizing use of technology. So that's bespoke development for insolvency and the best-of-breed third-party technology solutions for each of our property services. And an ongoing focus to mitigate the headwinds of increased employment costs. Obviously, we're not immune to the increase in employers' national insurance, but we're looking at pricing efficiency and cost management to mitigate that as much as possible. Moving on to strategy for growth, Slide 17. We're making good progress in our medium-term revenue target of GBP 200 million. So in terms of organic growth, that's targeted through retention and development of existing employees, the recruitment of new talent, increased engagement size together with enhanced cross-selling and investment in technology and process. And in terms of acquisitions, our strategy is to acquire in either existing or complementary service lines. We're operating in fragmented markets, which gives us those acquisition opportunities. We have a disciplined process for assessing acquisitions, clear post-acquisition integration strategy and proven track record of value delivery. Our aim is to get the most out of acquisitions in terms of long-term value. And on the next slide, an example of where that has been successful in our Property division. Growth continues to be focused on the core areas of valuation, asset sales and consultancy. This division was started 10 years ago with the acquisition of Eddisons in December 2014. Since then, we've had 14 further bolt-on acquisitions to grow the division, 8 specialists and 6 general practices. Total investment cost of GBP 27 million with an acquired revenue of GBP 27 million, and we now have a run rate of about GBP 47 million from that business. Acquisition size typically GBP 0.5 million, which is a small team typically bolted on to an existing office to our larger acquisitions, which are circa around about GBP 5 million. That's the sweet spot for us, and we continue to execute that growth strategy. The M&A opportunities are very much in that up to GBP 5 million category for us. And the organic growth is coming through recruitment that we've mentioned, that's senior new talent coming into our various divisions and that investment in technology and process. So we intend to continue this growth track record with Eddisons over the next 2 to 3 years in terms of both organic growth and those acquisition opportunities. And moving to Slide 19, just to look at the business overall and what we've achieved in the last 10 years. Since 2014, we've tripled the size of the business with a sixfold increase in profit before tax. So in terms of revenue, we've seen an average growth rate of 13%. So from GBP 45 million in the financial year '15 through to our current run rate of over GBP 150 million. Profit growth, an average growth rate over 10 years of over 20%, which gives us a profit this year of mid-20s. In terms of the dividend, we've seen an average growth rate of 7%. So that's lagged the profit growth, of course, because we are cautiously retaining sufficient cash in the business to pay for these acquisitions while still having a progressive dividend policy. And our shareholder return over the period is well above the All Share AIM average index. Moving to the summary and outlook. So a strong first half performance and confidence of delivering expectations for the full year. We continue to execute the strategy to grow the business in the reported period, proven strategy for growth across the cycle, making good progress towards our medium-term revenue target of GBP 200 million. Driven by a combination of organic growth and acquisitions. Market conditions remain supportive for our service lines, both in terms of insolvency and property, strong activity levels and positive momentum across the business generally. And we're confident of continuing to build on our strong track record of growth in the current year and beyond.

Thank you both very much for that helpful presentation, leaving us ample time for questions. How do wages, remuneration of key employees and partners line up against the competition?

Well, I would say it's very much -- it's a market for people, and we have to be in that market, and we have to offer competitive rates for our employees and particularly for our senior people, the packages, which are more complex at that level between fixed remuneration, profits and share options, we need to get that right. Our staff retention suggests we are getting that right because we very rarely lose people, particularly at the senior level. So we believe we are competitive against those mid-market players and the boutique insolvency practices that we see as our competition. And we believe that we're well placed to continue both retaining our people and attracting more.

Okay. Thank you. You mentioned there in your case study, Cascade, the fried chicken joint. Are you seeing more of these bigger cases like this one? And is it a trend that you expect to see more of?

It is, yes, both in terms of our concerted effort to be more involved in the mid-market. We're #1 clearly by some distance in terms of volume insolvency, but also we're #2 in terms of the volume of administrations, which tend to be the larger cases. And in fact, more than half of our work now is coming from cases where the fees are GBP 50,000 and above up to the ones that we mentioned, the Cascade, where it will be GBP 3 million plus. So we expect to have a larger market share of that mid-market. But also, we believe that market may well be expanded over the next couple of years as that contagion of business problems hits bigger companies and means that more of them will enter administration, and therefore, the market will swell over the next year or 2.

Okay. That's a clear opportunity for growth there. In terms of other opportunities, is it going to be a mix of organic and acquisition? Are you seeing distressed opportunities in a more turbulent political and economic environment?

Yes. We think that in terms of organic growth, there's a focus there undoubtedly, and we'd like to see that organic growth maintained at high single digits or into double digits. We think that's achievable and that will be a good focus for us. But also in terms of the AMA process, we have a pipeline of businesses that we are talking to and we hope that we will bring in those acquisitions. There's an emphasis probably more on the property sector at the moment because it's a much bigger industry. It's very fragmented, and there are more opportunities. Insolvency is a smaller industry. A lot of the independents have now been sold to either us or some of our competitors. So we think that there's probably going to be more emphasis on organic growth in insolvency and acquired growth in property.

Okay. Helpful. This is a follow-up one to Cascade here. Am I correct in understanding that the full GBP 3 million from Cascade was earned in H1 only?

No, no. That will come over a period of time. It's very rare for larger insolvencies to all bill in a very small period of time. And the bigger they are, the longer it takes for the fees to come in. Typically, for a larger case, you would expect 50% of the fees to come in, in the first year of that case and then the other 50% to be spread over the rest of the case. And that might be another year or in some cases, it might be another few years beyond that.

Okay. This investor has clearly heard our previous conversation before we went live with this event, but it's something I know many of us are wrestling with. But why -- when you've been very bullish and delivered growth in the past 12 months and with good forecast going forward, why do you think the share price has fallen over the last 3 years and the last 12 months?

Yes. Well, it's disappointing as the business is doing well, and we've got a very good track record, which we've just been through in terms of growth consistently over 10 years under any market circumstances. I think part of it is the problems that we have with AIM as there's the backdrop of the market, it's difficult, that we've seen massive [indiscernible] of investment out of AIM over a period of time, and we're not immune to that. But also, we think if you look at our company, particularly in our shares, then we believe there has been a view that insolvencies have peaked and therefore, our future performance in coming years will be impacted by a fall in insolvencies, which we do not think is the case at all. So there's a mismatch between what we believe the market to be and perhaps what other people believe it to be.

I think perhaps investors outlook might be aligning more with you. But if we think that we are at risk of returning to a recession, perhaps putting a different spin on that point, whereas the previous government might have encouraged banks not to drive struggling corporate borrowers into insolvency, do you think labor will continue that trend and be even more focused on job preservation.

I think it would be hard for them to do it because I don't think that they've got the tools to do it, unfortunately. I think that they will just have to let the market find its own level. And that will mean if we are talking about a recession and seeing insolvencies being 30,000 and above is quite realistic.

Okay. And can you talk a little more about the scope for savings that are achievable from enhanced automation and digitization and other ways you hope to mitigate the additional cost impact from higher national insurance rates?

That definitely sounds like one for Nick.

In terms of actually monetizing it, it's too early, I think, in the process at the moment to say what we'd expect to come out from the various initiatives that we've got ongoing in terms of process. But in terms of our ability and the way which we will look to mitigate some of the cost headwinds that we've got, it's through process and also improved automation. It's where we can to increase our rates. We've successfully done that over the last few years, and we'll continue to push ahead on that front. And the other way is, look, as we are a growing business and as we've seen over the course of the last few years, when we are looking to recruit, we can do it in creative ways and look to get further benefits out of our team through reshuffling and restructuring the way that we work. So there's a number of levers to pull. It's not a one solution that we're going to go down, but it will be a case of trying to get the benefits where we can.

Okay. What is your churn actually with key employees? I think you mentioned it was low. Perhaps you've already touched on this a little already, Ric. Is there anything else you'd like to add?

Well, no, in terms of key employees, then the churn is -- well, if you have to put in percentage terms, 1% or 2%, something like that. Obviously, the churn down at the bottom of the pyramid for more junior staff who come and go on a regular basis. It's just typical of a professional services business. But where it really matters in terms of key people, it's minimal.

Okay. And again, you slightly touched on this already. But in terms of M&A and particular areas that you would like to see and bolster with some bolt-ons, you said some of the hard work has been done in insolvency already and perhaps you can expand on where you see those opportunities.

Yes, very much on the property side. We were delighted to do insolvency acquisitions as they come along. So it's not a matter of we've got a closed door to them. It's just that they're less likely to be available than they are on the property side. But on the property side, particularly it's building out our national footprint. So unlike insolvency, where we have got a genuine national footprint, Eddisons, we have a number of offices around the country, but we certainly have areas where we don't currently operate like West Midlands, for example, a relatively small office in London compared with the size of the London South East market. So it's a geographic thing, really.

Okay. Well, that is it for the questions. So that just leaves me to thank you both for your time today, our audience for joining us. We will be sending out some feedback. So please do attend to it. Otherwise, we look forward to hearing an update in another 6 months' time.

Splendid. Thank you very much everybody for joining us. Just to say, if you want a bit more flavor, the business case podcast has recently been released, which has a bit more sort of background to our business, et cetera. So if anybody wants to tune into that, I'm sure they'll be delighted.

And I think we retreated that last night. Right. Well, thank you very much, all, and have a good afternoon.

Thank you. Bye, everybody.