UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington,
D. C. 20549
FORM
8-K
CURRENT
REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
November
4, 2015
Date
of Report (Date of earliest event reported)
BALLANTYNE
STRONG, INC.
(Exact
name of registrant as specified in its charter)
Delaware |
|
1-13906 |
|
47-0587703 |
(State
or other jurisdiction of |
|
(Commission |
|
(IRS
Employer |
incorporation
or organization) |
|
File
No.) |
|
Identification
Number) |
13710
FNB Parkway, Suite 400 |
|
|
Omaha,
Nebraska |
|
68154 |
(Address
of principal executive offices) |
|
(Zip
Code) |
(402)
453-4444
(Registrant’s
telephone number including area code)
Not
Applicable
(Former
name or former address, if changed since last report)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant
under any of the following provisions (see General Instruction A.2. below):
[ ] Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Form
8-K
Item
2.02 Results of Operations and Financial Condition
Ballantyne
Strong, Inc. (the “Company”) issued a press release on November 4, 2015 with earnings information for the Company’s
quarter ended September 30, 2015. The press release is furnished with this Form 8-K as Exhibit 99.1. The Company also issued an
investor presentation on November 4, 2015 that is furnished with this Form 8-K as Exhibit 99.2.
Item
7.01 Regulation FD Disclosure
See
“Item 2.02 Results of Operations and Financial Condition” above.
Item
9.01 Financial Statements and Exhibits
(d)
Exhibits.
99.1
Press Release with earnings information, dated November 4, 2015, issued by the Company.
99.2
Investor Presentation, dated November 4, 2015, issued by the Company.
The
information contained in this Current Report under Item 2.02, including the exhibit referenced in Item 9.01, is being “furnished”
pursuant to “Item 2.02 Results of Operations and Financial Condition” and Item 7.01 Regulation FD Disclosure”
of Form 8-K and, as such, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities and Exchange
Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in Items 2.02 and 7.01 of this
Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities
Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed
on its behalf by the undersigned hereunto duly authorized.
|
BALLANTYNE
STRONG, INC. |
|
|
Date:
November 4, 2015 |
By: |
/s/
Nathan D. Legband |
|
|
Nathan D. Legband |
|
|
Chief Financial
Officer |
EXHIBIT
INDEX
Exhibit
No. |
|
Description |
|
|
|
99.1 |
|
Press
Release of Ballantyne Strong, Inc., dated November 4, 2015, reporting the Company’s financial results for the fiscal
quarter ended September 30, 2015. |
|
|
|
99.2 |
|
Investor
Presentation of Ballantyne Strong, Inc., dated November 4, 2015. |
![](http://www.sec.gov/Archives/edgar/data/946454/000149315215005141/image14.jpg)
Ballantyne
Strong Reports Financial Results for Third Quarter 2015
OMAHA,
Nebraska (November 4, 2015) – Ballantyne Strong, Inc. (NYSE MKT: BTN), a holding company with diverse business activities
focused on serving the cinema, retail, financial and government markets, today reported financial results for the third quarter
ended September 30, 2015.
Net
revenues were $23.5 million in the third quarter of 2015, compared with $22.7 million in the same period of the prior year. Net
losses totaled $3.2 million, or ($0.23) per share, in the third quarter of 2015, compared with net losses of $109,000, or ($0.01)
per share, in the same period of the prior year.
The
financial results for the third quarter of 2015 include $3.9 million of charges that are expected to be non-recurring in nature.
These charges include the following items:
|
● |
A
charge of $1.6 million related to the valuation of notes receivable |
|
|
|
|
● |
A
charge of $1.0 million related to the valuation of inventory |
|
|
|
|
● |
A
charge of $0.6 million related to the impairment of software intangibles |
|
|
|
|
● |
A
charge associated with a deferred tax asset write off of $0.4 million |
|
|
|
|
● |
Other
net charges of $0.3 million |
Kyle
Cerminara, Executive Chairman of Ballantyne Strong, commented, “In our first full quarter leading Ballantyne Strong, this
newly constructed Board has taken major steps to position the Company for success. We started the process of implementing zero-based
budgeting and the results are starting to show in our improving adjusted gross margin and SG&A. We have taken a deep dive
into every business line at Ballantyne Strong and we have made significant changes to the leadership of our business lines. We
are enthusiastic about our strong market position in the cinema industry and we believe that Ray Boegner’s leadership will
further strengthen our position in this very important industry. The addition of Steve Schilling as President of our newly unified
Digital Media business should begin to start showing revenue and earnings growth as our business model unfolds. We are excited
about the future of Ballantyne Strong and our ability to drive significant shareholder value.”
Q3 2015
Financial Summary
Managed
Services revenues were $9.0 million in the third quarter of 2015, compared with $7.2 million in the same period of the prior year.
The increase is attributable to increased demand from the service business as well as higher project revenues in the digital media
business.
Systems
Integration revenues were $14.8 million in the third quarter of 2015, compared with $15.7 million in the same period of the prior
year. The decrease is primarily attributable to lower sales of digital projectors and cinema equipment, which was partially offset
by higher sales of screens.
Consolidated
gross profit was $4.0 million in the third quarter of 2015, compared with $4.1 million in the same quarter of the prior year.
Gross margin was 16.9% in the third quarter of 2015, compared with 17.9% in the same quarter of the prior year. The key driver
of the decrease in gross margin as a percentage of revenue was a write off of inventory as we continue to evaluate our lines of
business. Excluding this charge, gross profit was $5.0 million and gross margin was 21.2%. This represents an improvement of 330
basis points in comparison to the same quarter of the prior year.
Selling,
general and administrative expenses (SG&A) were $5.2 million in the third quarter of 2015, compared with $4.9 million in the
same quarter of the prior year. SG&A in the third quarter of 2015 included charges for the impairment of intangibles and other
charges. Excluding these charges, SG&A expenses were $4.3 million. This represents a 13% reduction in comparison to the same
quarter of the prior year. This decrease in comparison to the prior year was attributable to reductions in compensation related
expenses.
Nine
Month Results
For
the nine months ended September 30, 2015, net revenues were $65.7 million, compared with $66.7 million for the same period in
2014. Gross profit amounted to $11.9 million, or 18.1% of net revenues, compared to gross profit of $12.5 million, or 18.8% of
net revenues in the prior year period. Net loss was $16.3 million, or ($1.15) per share, compared to a net loss of $0.3 million,
or ($0.02) per diluted share, in the first nine months of 2014. The results for the nine months ended September 30, 2015 included
$16.6 million of charges that are expected to be non-recurring in nature. These charges were related to a notes receivable valuation,
severance, facility consolidation, the proxy contest, inventory valuation, software intangible impairment, other charges and deferred
tax valuation allowances.
Balance
Sheet
Ballantyne’s
cash and cash equivalents balance at September 30, 2015 was $24.7 million, which was in line with the $24.7 million at the end
of the prior quarter. The significant items outlined above were all non-cash in nature and allowed the Company to maintain its
strong cash position.
Conference
Call and Webcast
A
conference call to discuss 2015 third quarter financial results will be held on Wednesday, November 4, 2015 at 5:00 p.m. Eastern
Time / 4:00 p.m. Central Time. Investors and analysts are invited to access the conference call by dialing 866-652-5200 (domestic)
or 412-317-6060 (international), and referencing “Ballantyne Strong”. A link to the third quarter presentation and
a live webcast of the call is available on the Investors – Financial Reports & Webcasts section of http://www.strong-world.com.
After
the live webcast, a replay will remain available in the Investor Relations section of Ballantyne Strong’s website. A replay
of the call will be available at 877-344-7529 (domestic) or 412-317-0088 (international) through November 20, 2015, conference
ID 10071983.
About
Ballantyne Strong, Inc. (www.strong-world.com)
Ballantyne
Strong and its subsidiaries engage in diverse business activities including the design, integration and installation of technology
solutions for a broad range of applications; development and delivery of out-of-home messaging, advertising and communications;
manufacturing of projection screens; and providing managed services including monitoring of networked equipment. The Company focuses
on serving the cinema, retail, financial, and government markets.
Forward-Looking
Statements
Except
for the historical information in this press release, it includes forward-looking statements that involve risks and uncertainties,
including but not limited to, quarterly fluctuations in results; customer demand for the Company’s products; the development
of new technology for alternate means of motion picture presentation; domestic and international economic conditions; the management
of growth; and other risks detailed from time to time in the Company’s Securities and Exchange Commission filings. Actual
results may differ materially from management’s expectations.
CONTACT:
Nate
Legband |
|
Elise
Stejskal |
Chief Financial
Officer |
|
Investor Relations |
402/829-9404 |
|
402/829-9423 |
Ballantyne
Strong, Inc. and Subsidiaries
Condensed
Consolidated Balance Sheets
(In
thousands)
| |
September
30, 2015 | | |
December
31, 2014 | |
| |
(Unaudited) | | |
| |
Assets | |
| | |
| |
Current assets: | |
| | | |
| | |
Cash and cash equivalents | |
$ | 24,749 | | |
$ | 22,491 | |
Accounts receivable (net of allowance for doubtful accounts of $811 and $679,
respectively) | |
| 13,650 | | |
| 19,220 | |
Inventories: | |
| | | |
| | |
Finished goods, net | |
| 9,241 | | |
| 9,529 | |
Work in process | |
| 345 | | |
| 632 | |
Raw materials and components, net | |
| 1,151 | | |
| 2,281 | |
Total inventories, net | |
| 10,737 | | |
| 12,442 | |
Recoverable income taxes | |
| 111 | | |
| 1,255 | |
Deferred income taxes | |
| 1,119 | | |
| 3,541 | |
Other current assets | |
| 2,712 | | |
| 2,956 | |
Current assets held for sale | |
| 638 | | |
| 2,712 | |
Total current assets | |
| 53,716 | | |
| 64,617 | |
Property, plant and equipment (net of accumulated depreciation of $6,316 and $5,834, respectively) | |
| 12,517 | | |
| 13,914 | |
Intangible assets, net | |
| 264 | | |
| 1,168 | |
Goodwill | |
| 895 | | |
| 1,029 | |
Notes receivable | |
| 1,669 | | |
| 2,985 | |
Deferred income taxes | |
| — | | |
| 4,910 | |
Other assets | |
| 570 | | |
| 1,447 | |
Total assets | |
$ | 69,631 | | |
$ | 90,070 | |
Liabilities and Stockholders’
Equity | |
| | | |
| | |
Current liabilities: | |
| | | |
| | |
Accounts payable | |
$ | 7,616 | | |
$ | 9,039 | |
Accrued expenses | |
| 4,738 | | |
| 4,366 | |
Customer deposits/deferred revenue | |
| 4,203 | | |
| 5,473 | |
Income tax payable | |
| 1,166 | | |
| 1,009 | |
Total current liabilities | |
| 17,723 | | |
| 19,887 | |
Deferred revenue | |
| 1,525 | | |
| 2,230 | |
Deferred income taxes | |
| 2,346 | | |
| 715 | |
Other accrued expenses, net of current portion | |
| 1,523 | | |
| 1,776 | |
Total liabilities | |
| 23,117 | | |
| 24,608 | |
Stockholders’ equity: | |
| | | |
| | |
Preferred stock, par value $.01 per share; Authorized 1,000 shares, none outstanding | |
| — | | |
| — | |
Common stock, par value $.01 per share; Authorized 25,000 shares; issued 16,895 and 16,809
shares at September 30, 2015 and December 31, 2014, respectively; 14,164 and 14,078 shares outstanding at September 30, 2015
and December 31, 2014, respectively | |
| 168 | | |
| 168 | |
Additional paid-in capital | |
| 38,927 | | |
| 38,657 | |
Accumulated other comprehensive income: | |
| | | |
| | |
Foreign currency translation | |
| (5,258 | ) | |
| (2,325 | ) |
Postretirement benefit obligations | |
| 139 | | |
| 139 | |
Retained earnings | |
| 30,778 | | |
| 47,062 | |
| |
| 64,754 | | |
| 83,701 | |
Less 2,731 of common shares in treasury, at cost at
September 30, 2015 and December 31, 2014 | |
| (18,240 | ) | |
| (18,239 | ) |
Total stockholders’ equity | |
| 46,514 | | |
| 65,462 | |
Total liabilities and stockholders’ equity | |
$ | 69,631 | | |
$ | 90,070 | |
Ballantyne
Strong, Inc. and Subsidiaries
Condensed
Consolidated Statements of Operations
Three
and Nine Months Ended September 30, 2015 and 2014
(In
thousands, except per share data)
(Unaudited)
| |
Three
Months Ended September 30, | | |
Nine
Months Ended September 30, | |
| |
2015 | | |
2014 | | |
2015 | | |
2014 | |
Net product sales | |
$ | 17,327 | | |
$ | 17,396 | | |
$ | 48,257 | | |
$ | 48,432 | |
Net service revenues | |
| 6,185 | | |
| 5,268 | | |
| 17,442 | | |
| 18,280 | |
Total net revenues | |
| 23,512 | | |
| 22,664 | | |
| 65,699 | | |
| 66,712 | |
Cost of products sold | |
| 15,271 | | |
| 15,042 | | |
| 42,439 | | |
| 41,676 | |
Cost of services | |
| 4,273 | | |
| 3,565 | | |
| 11,362 | | |
| 12,516 | |
Total cost of revenues | |
| 19,544 | | |
| 18,607 | | |
| 53,801 | | |
| 54,192 | |
Gross profit | |
| 3,968 | | |
| 4,057 | | |
| 11,898 | | |
| 12,520 | |
Selling and administrative expenses: | |
| | | |
| | | |
| | | |
| | |
Selling | |
| 1,187 | | |
| 1,843 | | |
| 4,307 | | |
| 4,947 | |
Administrative | |
| 4,032 | | |
| 3,066 | | |
| 11,893 | | |
| 9,781 | |
Total selling and administrative expenses | |
| 5,219 | | |
| 4,909 | | |
| 16,200 | | |
| 14,728 | |
Gain (loss) on the sale or disposal of assets | |
| (15 | ) | |
| 4 | | |
| (393 | ) | |
| 12 | |
Loss from operations | |
| (1,266 | ) | |
| (848 | ) | |
| (4,695 | ) | |
| (2,196 | ) |
Equity income of joint venture | |
| — | | |
| — | | |
| 94 | | |
| 95 | |
Other income (expense): | |
| | | |
| | | |
| | | |
| | |
Interest income | |
| 21 | | |
| 175 | | |
| 351 | | |
| 534 | |
Interest expense | |
| (7 | ) | |
| (15 | ) | |
| (31 | ) | |
| (43 | ) |
Fair value adjustment to notes receivable | |
| (1,595 | ) | |
| — | | |
| (1,595 | ) | |
| — | |
Other income, net | |
| 763 | | |
| 255 | | |
| 1,345 | | |
| 341 | |
Total other income (expense) | |
| (818 | ) | |
| 415 | | |
| 70 | | |
| 832 | |
Loss before income taxes | |
| (2,084 | ) | |
| (433 | ) | |
| (4,531 | ) | |
| (1,269 | ) |
Income tax benefit (expense) | |
| (1,117 | ) | |
| 324 | | |
| (11,753 | ) | |
| 947 | |
Net loss | |
$ | (3,201 | ) | |
$ | (109 | ) | |
$ | (16,284 | ) | |
$ | (322 | ) |
Basic loss per share | |
$ | (0.23 | ) | |
$ | (0.01 | ) | |
$ | (1.15 | ) | |
$ | (0.02 | ) |
Diluted loss per share | |
$ | (0.23 | ) | |
$ | (0.01 | ) | |
$ | (1.15 | ) | |
$ | (0.02 | ) |
| |
| | | |
| | | |
| | | |
| | |
Weighted average shares outstanding: | |
| | | |
| | | |
| | | |
| | |
Basic | |
| 14,164 | | |
| 14,086 | | |
| 14,122 | | |
| 14,052 | |
Diluted | |
| 14,164 | | |
| 14,086 | | |
| 14,122 | | |
| 14,052 | |
Ballantyne
Strong, Inc. and Subsidiaries
Condensed
Consolidated Statements of Cash Flows
Nine
Months Ended September, 2015 and 2014
(In
thousands)
(Unaudited)
| |
Nine
Months Ended September 30, | |
| |
2015 | | |
2014 | |
Cash flows from operating activities: | |
| | | |
| | |
Net loss | |
$ | (16,284 | ) | |
$ | (322 | ) |
Adjustments to reconcile net loss to net cash provided by (used in) operating
activities: | |
| | | |
| | |
Provision for doubtful accounts | |
| 215 | | |
| 9 | |
Provision for obsolete inventory | |
| 1,645 | | |
| (117 | ) |
Provision for warranty | |
| 583 | | |
| (191 | ) |
Depreciation and amortization | |
| 1,646 | | |
| 1,374 | |
Fair value adjustment to notes receivable | |
| 1,595 | | |
| — | |
Impairment of intangibles | |
| 638 | | |
| — | |
Equity in income of joint venture | |
| (94 | ) | |
| (95 | ) |
Loss on forward contracts | |
| — | | |
| 145 | |
(Gain) loss on disposal of assets | |
| 393 | | |
| (12 | ) |
Deferred income taxes | |
| 8,765 | | |
| (916 | ) |
Share-based compensation expense | |
| 269 | | |
| 292 | |
Changes in operating assets and liabilities: | |
| | | |
| | |
Accounts, unbilled and notes receivable | |
| 6,166 | | |
| 5,976 | |
Inventories | |
| 1,108 | | |
| (1,348 | ) |
Other current assets | |
| 96 | | |
| (8 | ) |
Accounts payable | |
| (1,341 | ) | |
| (2,094 | ) |
Accrued expenses | |
| (238 | ) | |
| (2,050 | ) |
Customer deposits/deferred revenue | |
| (1,931 | ) | |
| (917 | ) |
Current income taxes | |
| 1,425 | | |
| (2,938 | ) |
Other assets | |
| (62 | ) | |
| (83 | ) |
Net cash provided by (used in) operating activities | |
| 4,594 | | |
| (3,295 | ) |
| |
| | | |
| | |
Cash flows from investing activities: | |
| | | |
| | |
Capital expenditures | |
| (1,051 | ) | |
| (1,057 | ) |
Proceeds from sale of assets | |
| 38 | | |
| 58 | |
Net cash used in investing activities | |
| (1,013 | ) | |
| (999 | ) |
| |
| | | |
| | |
Cash flows from financing activities: | |
| | | |
| | |
Payments on capital lease obligations | |
| (14 | ) | |
| (14 | ) |
Excess tax benefits from share-based arrangements | |
| 10 | | |
| (7 | ) |
Net cash used in financing activities | |
| (4 | ) | |
| (21 | ) |
Effect of exchange rate changes on cash and cash equivalents | |
| (1,319 | ) | |
| (460 | ) |
Net increase (decrease) in cash and cash equivalents | |
| 2,258 | | |
| (4,775 | ) |
Cash and cash equivalents at beginning of period | |
| 22,491 | | |
| 28,791 | |
Cash and cash equivalents at end of period | |
$ | 24,749 | | |
$ | 24,016 | |
Supplemental disclosure of non-cash investing and financing activities: | |
| | | |
| | |
Capital lease obligations for property and equipment | |
$ | 935 | | |
$ | 158 | |
Reconciliation
of Non-GAAP Financial Measures
Adjusted
Gross Profit, Adjusted Gross Margin Percentage, and Adjusted Selling and Administrative Expenses
Adjusted
gross profit, adjusted gross margin percentage, and adjusted selling and administrative expenses are non-GAAP measures. The Company
believes these measures provide a useful indication of profitability and basis for assessing and analyzing the operations of the
Company as it transitions to a new Board and evaluates the Company’s lines of business without the impact of charges related
to severance, facility consolidation, the proxy contest, inventory valuation, software intangibles impairment, and other charges.
These
adjusted financial measures should not be considered in isolation or as a substitute for other profitability metrics prepared
in accordance with GAAP. Adjusted financial measures, as presented, may not be comparable to similarly titled measures of other
companies. Adjusted financial measures for 2015 are not tax effected due to the tax valuation allowance recorded in 2015.
Set
forth below is a reconciliation of gross profit and selling and administrative expense to adjusted gross profit, adjusted gross
margin percentage, and adjusted selling and administrative expense. There were no similar items noted during the three months
ended September 30, 2014. There was one similar item related to other charges noted during the nine months ended September 30,
2014.
Reconciliation
of Gross Profit and Gross Margin Percentage
Unaudited,
in thousands
| |
Three months ended | |
| |
30-Sep-15 | |
| |
Amount | | |
Percentage | |
Gross profit | |
$ | 3,968 | | |
| 16.9 | % |
Inventory valuation | |
| 1,020 | | |
| 4.3 | % |
Adjusted gross profit | |
$ | 4,988 | | |
| 21.2 | % |
Reconciliation
of Selling and Administrative
Unaudited,
in thousands
| |
Three months ended
30-Sep-15 | |
Selling and administrative expenses | |
$ | 5,219 | |
Software intangibles impairment | |
| (638 | ) |
Other charges | |
| (400 | ) |
Facility consolidation costs | |
| 93 | |
Adjusted selling and administrative expenses | |
$ | 4,274 | |
Reconciliation
of Gross Profit and Gross Margin Percentage
Unaudited,
in thousands
| |
Nine months ended
30-Sep-15 | |
| |
Amount | | |
Percentage | |
Gross profit | |
$ | 11,898 | | |
| 18.1 | % |
Inventory valuation | |
| 1,978 | | |
| 3.0 | % |
Adjusted gross profit | |
$ | 13,876 | | |
| 21.1 | % |
Reconciliation
of Selling and Administrative
Unaudited,
in thousands
| |
Nine
months ended | |
| |
30-Sep-15 | |
Selling and administrative expenses | |
$ | 16,200 | |
Severance costs | |
| (695 | ) |
Facility consolidation costs | |
| 34 | |
Proxy contest charges | |
| (460 | ) |
Software intangibles impairment | |
| (638 | ) |
Other charges | |
| (400 | ) |
Adjusted selling and administrative expenses | |
$ | 14,041 | |
Reconciliation
of Selling and Administrative
Unaudited,
in thousands
| |
Nine months ended | |
| |
30-Sep-14 | |
Selling and administrative expenses | |
$ | 14,728 | |
Other charges | |
| (106 | ) |
Adjusted selling and administrative expenses | |
$ | 14,622 | |
###
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Ballantyne Strong (AMEX:BTN)
Historical Stock Chart
From Jun 2024 to Jul 2024
Ballantyne Strong (AMEX:BTN)
Historical Stock Chart
From Jul 2023 to Jul 2024