QAD Inc. (Nasdaq: QADA) (Nasdaq: QADB), a leading provider of
next generation manufacturing and supply chain solutions in the
cloud, today reported financial results for the fiscal 2022 second
quarter and first six months ended July 31, 2021.
On June 28, 2021, QAD announced that it signed an agreement to
be acquired by Thoma Bravo for $2 billion. Under the terms of the
agreement, and subject to satisfaction of the conditions set forth
therein, QAD shareholders will receive $87.50 per share of Class A
Common Stock or Class B Common Stock. Given the pending
acquisition, QAD is withdrawing guidance for the remainder of the
year.
Fiscal 2022 Second Quarter Financial Results:
Total revenue for the fiscal 2022 second quarter grew to $84.8
million from $74.1 million for the fiscal 2021 second quarter,
resulting primarily from increases in subscription and professional
services revenue. Currency had a $2.8 million positive impact on
total revenue compared with last year’s second quarter, and a
$689,000 positive impact on net income. Fiscal 2022 second quarter
subscription revenue grew 24 percent from the same quarter last
year, and accounted for 45 percent of total revenue, a
three-percentage point increase over last year’s second
quarter.
Additional fiscal 2022 second quarter financial results,
compared with the same period last year, include:
- Subscription revenue of $38.4 million, up from $31.1 million.
Currency had a $1.1 million positive impact.
- Subscription gross margin of 69 percent, versus 65
percent.
- License revenue of $2.8 million, compared with $3 million.
Currency had an $89,000 positive impact.
- Professional services revenue of $17.2 million, compared with
$13.5 million. Currency had a $530,000 positive impact.
- Professional services gross margin of 13 percent, versus 3
percent.
- Maintenance revenue of $26.4 million, compared with $26.5
million. Currency had a $1.1 million positive impact.
- General and administrative expense of $20.9 million, compared
with $10.3 million. The increase included $7.6 million in
transaction costs resulting from Thoma Bravo’s planned acquisition
of QAD.
- Operating loss of $5.8 million, including stock compensation
expense of $4.7 million, versus operating income of $2.3 million,
including stock compensation expense of $4 million. Excluding the
transaction costs already mentioned, operating income would have
been $1.8 million.
- GAAP pre-tax loss of $5.4 million, versus GAAP pre-tax income
of $500,000.
- Non-GAAP pre-tax income of $8.7 million, compared with $4.5
million.
- Income tax expense of $967,000, versus $440,000.
- GAAP net loss of $6.3 million, or ($0.31) per Class A share and
($0.26) per Class B share, versus GAAP net income of $60,000, or
breakeven per diluted Class A share and diluted Class B share.
“During the second quarter, QAD continued to grow cloud revenue,
while improving cloud and services margins.” said Anton Chilton,
QAD’s Chief Executive Officer. “Excluding transaction costs related
to our pending acquisition by Thoma Bravo, operating income
exceeded our target.”
Fiscal 2022 Second Quarter Revenue by Vertical and
Geography:
By vertical, high-tech and industrial represented 37% of total
revenue, automotive was 30% of total revenue, consumer products and
food and beverage contributed 16% of total revenue, and life
sciences and other accounted for 17% of total revenue.
By geography, North America accounted for 49% of total revenue,
EMEA contributed 32% of total revenue, Asia Pacific was 13% of
total revenue, and Latin America accounted for 6% of total
revenue.
Fiscal 2022 Six-Month Financial Results:
Total revenue for the first half of fiscal 2022 was $167.8
million, compared with $148.2 million for the same period last
year. Currency had a $5.6 million positive impact on total revenue.
Subscription revenue grew 21 percent to $75.1 million for the
fiscal 2022 year-to-date period, compared with $61.8 million for
the fiscal 2021 year-to-date period. Operating loss was $5.0
million, including stock compensation expense of $8.4 million,
versus operating income of $1.4 million, including stock
compensation expense of $6.4 million. Operating results for the
first half of fiscal 2022 included $8.2 million in transaction
costs resulting from Thoma Bravo’s planned acquisition of QAD. GAAP
pre-tax loss was $4.9 million for the first six months of fiscal
2022, compared with GAAP pre-tax income of $1.1 million for the
first six months of fiscal 2021. Non-GAAP pre-tax income was $13.9
million for the first six months of fiscal 2022, compared with $7.8
million for the same period last year. GAAP net loss was $4.5
million, or ($0.22) per Class A share and ($0.18) per Class B
share, for the first half of fiscal 2021. GAAP net loss for the
first half of fiscal 2021 was $350,000, or ($0.02) per Class A
share and ($0.01) per Class B share.
QAD's cash and equivalents balance at July 31, 2021 was $136.5
million, compared with $142.5 million at January 31, 2021. Cash
provided by operations for the first six months of fiscal 2022 was
$21.4 million, compared with $16 million for the first six months
of fiscal 2021.
Fiscal 2022 Second Quarter Highlights:
- Received orders from 32 customers representing more than
$500,000 each in combined subscription, license, maintenance and
professional services billings, including 14 orders exceeding $1
million;
- Received cloud or license orders from companies across QAD’s
six vertical markets, including: Argon Medical Devices Inc.,
Caterpillar Inc., Daregal, Geodis USA, LLC, GKN Automotive Limited,
Green Bay Packaging Inc., Huf Hülsbeck & Fürst GmbH & Co.
KG, Intersect ENT Inc., Joysonquin Automotive Systems, La Brosse Et
Dupont S.A.S., Lear Corporation, Longchamp, M&M Manufacturing
Company, Magna Automotive Mirrors, Oticon A/S, RxSight, Inc.,
Saint-Gobain PPL Corporation, University of California, San Diego,
Volta Trucks Ltd., Worldwide Innovations & Technologies, Xandor
Automotive GmbH, and Yantai Shougang Magnetic Materials;
- Expanded QAD’s Global Partner Network to include India-based JK
Tech, TCC Technology in Thailand, and Virtual Integrated Analytics
Solutions (VIAS) Mexico;
- Selected four partners, from more than 100 in the QAD Global
Partner Network, as winners of its Partner Program Awards for 2021.
The annual awards recognize partners in the QAD community for their
achievements in contributing to the success of QAD customers;
and
- Maintained Veracode Verified Standard Status for QAD Adaptive
ERP, a program that validates a company's secure software
development processes.
Calculation of Earnings per Share (EPS)
EPS is reported based on the company’s dual-class share
structure, and includes a calculation for both Class A and Class B
shares. Since Class A shares have rights to 120% of dividends paid
on Class B shares, net income is apportioned so that earnings per
share attributable to a Class A share are 120% of earnings per
share attributable to a Class B share.
Note about Non-GAAP Financial Measures
QAD has disclosed non-GAAP adjusted EBITDA, non-GAAP adjusted
EBITDA margins and non-GAAP pre-tax income in this press release
for the second quarter and first six months of fiscal 2022. These
are non-GAAP financial measures as defined by SEC Regulation G. QAD
defines the non-GAAP measures as follows:
- Non-GAAP adjusted EBITDA - EBITDA is GAAP net income before net
interest expense, income tax expense, depreciation and
amortization. Non-GAAP adjusted EBITDA is EBITDA less stock-based
compensation expense, transaction costs related to Thoma Bravo’s
pending acquisition of QAD, the change in fair value of contingent
consideration related to QAD’s acquisitions of Allocation Network
GmbH and FTZ Corp. and the change in the fair value of the interest
rate swap.
- Non-GAAP adjusted EBITDA margins - Calculated by dividing
non-GAAP adjusted EBITDA by total revenue.
- Non-GAAP pre-tax income - GAAP income before income taxes not
including the effects of stock-based compensation expense,
amortization of purchased intangible assets, transaction costs
related to Thoma Bravo’s pending acquisition of QAD, the change in
fair value of contingent consideration related to QAD’s
acquisitions of Allocation Network GmbH and FTZ Corp. and the
change in fair value of the interest rate swap.
QAD’s management uses non-GAAP measures internally to evaluate
the business and believes that presenting non-GAAP measures
provides useful information to investors regarding the company’s
underlying business trends and performance of the company’s ongoing
operations as well as useful metrics for monitoring the company’s
performance and evaluating it against industry peers. The non-GAAP
financial measures presented should be used in addition to, and in
conjunction with, results presented in accordance with GAAP, and
should not be relied upon to the exclusion of GAAP financial
measures. Management strongly encourages investors to review the
company’s consolidated financial statements in their entirety and
to not rely on any single financial measure in evaluating the
company.
Tables providing a reconciliation of the non-GAAP measures to
their most comparable GAAP measures are included at the end of this
press release.
QAD non-GAAP measures reflect adjustments based on the following
items:
Stock-based compensation expense:
The company has excluded the effect of stock-based compensation
expense from its non-GAAP adjusted EBITDA and non-GAAP pre-tax
income calculations. Although stock-based compensation expense is
calculated in accordance with current GAAP and constitutes an
ongoing and recurring expense, such expense is excluded from
non-GAAP results because it is not an expense which generally
requires cash settlement by QAD, and therefore is not used by the
company to assess the profitability of its operations. The company
also believes the exclusion of stock-based compensation expense
provides a more useful comparison of its operating results to the
operating results of its peers.
Amortization of purchased intangible
assets: The company amortizes purchased intangible assets in
connection with its acquisitions. QAD has excluded the effect of
amortization of purchased intangible assets, which include
purchased technology, customer relationships and trade name, from
its non-GAAP pre-tax income calculation, because doing so makes
internal comparisons to the company’s historical operating results
more consistent. In addition, the company believes excluding
amortization of purchased intangible assets provides a more useful
comparison of its operating results to the operating results of its
peers.
Change in fair value of the interest rate
swap: The company entered into an interest rate swap to
mitigate its exposure to the variability of one-month LIBOR for its
floating rate debt related to the mortgage of its headquarters. QAD
has excluded the gain/loss adjustments to record the interest rate
swap at fair value from its non-GAAP adjusted EBITDA and non-GAAP
pre-tax income calculations. The company believes that these
fluctuations are not indicative of its operational costs or
meaningful in evaluating comparative period results because the
company currently has no intention of exiting the debt agreement
early; and therefore over the life of the debt the sum of the fair
value adjustments will be $0.
Transaction costs related to Thoma Bravo’s
acquisition of QAD: The company has incurred transaction
costs related to Thoma Bravo’s planned acquisition of QAD. The
company has excluded these costs from its non-GAAP adjusted EBITDA
and non-GAAP pre-tax income calculations as these costs are one
time in nature and omitting them will provide more consistent
internal comparisons to the company’s historical operating results.
In addition, the company believes excluding the transaction costs
provides a more useful comparison of its operating results to the
operating results of its peers.
Change in fair value of contingent
consideration: In conjunction with the acquisitions of
Allocation Network GmbH and FTZ Corp., the company structured
future earn out payments based on the bookings performance of each
of the acquired companies. In accordance with GAAP, the company
recorded the fair market value of the future earnouts at the time
of acquisition as contingent consideration and updates to the fair
market value of the contingent consideration are recorded to
general and administrative expense. QAD has excluded the change in
fair value of the contingent consideration from its non-GAAP
adjusted EBITDA and non-GAAP pre-tax income calculations because
doing so makes internal comparisons to the company’s historical
operating results more consistent. In addition, the company
believes excluding fair market value adjustments to the contingent
consideration provides a more useful comparison of its operating
results to the operating results of its peers.
About QAD – Enabling the Adaptive Manufacturing
Enterprise
QAD Inc. is a leading provider of next-generation manufacturing
and supply chain solutions in the cloud. Global manufacturers face
ever-increasing disruption caused by technology-driven innovation
and changing consumer preferences. In order to survive and thrive,
manufacturers must be able to innovate and change business models
at unprecedented rates of speed. QAD calls these companies Adaptive
Manufacturing Enterprises. QAD solutions help customers in the
automotive, life sciences, consumer products, food and beverage,
high tech and industrial manufacturing industries rapidly adapt to
change and innovate for competitive advantage.
Founded in 1979 and headquartered in Santa Barbara, California,
QAD has 30 offices globally. Over 2,000 manufacturing companies
have deployed QAD solutions including enterprise resource planning
(ERP), demand and supply chain planning (DSCP), global trade and
transportation execution (GTTE) and quality management system (QMS)
to become an Adaptive Manufacturing Enterprise. To learn more,
visit www.qad.com or call +1 805-566-6100. Find us on Twitter,
LinkedIn, Facebook, Instagram and Pinterest.
“QAD” is a registered trademark of QAD Inc. All other products
or company names herein may be trademarks of their respective
owners.
Important Information for Investors and Stockholders
In connection with the proposed transaction between QAD Inc.
(the “Company”) and Thoma Bravo, the Company intends to file
relevant materials with the SEC, including a definitive proxy
statement on Schedule 14A. Promptly after filing its definitive
proxy statement with the SEC, the Company will mail the definitive
proxy statement and a proxy card to each stockholder of the Company
entitled to vote at the special meeting relating to the proposed
transaction. This communication is not a substitute for the proxy
statement or any other document that the Company may file with the
SEC or send to its stockholders in connection with the proposed
transaction. The materials to be filed by the Company will be made
available to the Company’s investors and stockholders at no expense
to them and copies may be obtained free of charge on the Company’s
website at www.qad.com. In addition, all of those materials will be
available at no charge on the SEC’s website at www.sec.gov.
Investors and stockholders of the Company are urged to read the
proxy statement and the other relevant materials when they become
available before making any voting or investment decision with
respect to the proposed transaction because they contain important
information about the Company and the proposed transaction.
The Company and its directors, executive officers, other members
of its management and employees may be deemed to be participants in
the solicitation of proxies of the Company stockholders in
connection with the proposed transaction under SEC rules. Investors
and stockholders may obtain more detailed information regarding the
names, affiliations and interests of the Company’s executive
officers and directors in the solicitation by reading the Company’s
proxy statement for its 2021 annual meeting of stockholders, the
Annual Report on Form 10-K for the fiscal year ended January 31,
2021, and the proxy statement and other relevant materials that
will be filed with the SEC in connection with the proposed
transaction when they become available. Information concerning the
interests of the Company’s participants in the solicitation, which
may, in some cases, be different than those of the Company’s
stockholders generally, will be set forth in the proxy statement
relating to the proposed transaction when it becomes available.
Note to Investors: This press release contains certain
forward-looking statements made under the "safe harbor" provisions
of the Private Securities Litigation Reform Act of 1995. All
statements and assumptions in this communication that do not
directly and exclusively relate to historical facts could be deemed
“forward-looking statements.” Forward-looking statements are often
identified by the use of words such as “anticipates,” “believes,”
“estimates,” “expects,” “may,” “could,” “should,” “forecast,”
“goal,” “intends,” “objective,” “plans,” “projects,” “strategy,”
“target” and “will” and similar words and terms or variations of
such. These statements represent current intentions, expectations,
beliefs or projections, and no assurance can be given that the
results described in such statements will be achieved.
Forward-looking statements include, among other things, statements
about the potential benefits of the proposed transaction; the
prospective performance and outlook of the Company’s business,
performance and opportunities; the ability of the parties to
complete the proposed transaction and the expected timing of
completion of the proposed transaction; as well as any assumptions
underlying any of the foregoing. Such statements are subject to
numerous assumptions, risks, uncertainties and other factors that
could cause actual results to differ materially from those
described in such statements, many of which are outside of the
Company’s control. Important factors that could cause actual
results to differ materially from those described in
forward-looking statements include, but are not limited to, (i)
uncertainties as to the timing of the proposed transaction; (ii)
the risk that the proposed transaction may not be completed in a
timely manner or at all; (iii) the possibility that competing
offers or acquisition proposals for the Company will be made; (iv)
the possibility that any or all of the various conditions to the
consummation of the proposed transaction may not be satisfied or
waived, including the failure to receive any required regulatory
approvals from any applicable governmental entities (or any
conditions, limitations or restrictions placed on such approvals);
(v) the occurrence of any event, change or other circumstance that
could give rise to the termination of the Merger Agreement,
including in circumstances that would require the Company to pay a
termination fee or other expenses; (vi) the effect of the pendency
of the proposed transaction on the Company’s ability to retain and
hire key personnel, its ability to maintain relationships with its
customers, suppliers and others with whom it does business, its
business generally or its stock price; (vii) risks related to
diverting management’s attention from the Company’s ongoing
business operations; (viii) various risks related to health
epidemics, pandemics and similar outbreaks, such as the COVID-19
pandemic, which may have material adverse effects on the Company’s
business, financial position, results of operations and/or cash
flows; (ix) adverse economic, market or geo-political conditions
that may disrupt the Company’s business and cloud service
offerings, including defects and disruptions in the Company’s
services, ability to properly manage cloud service offerings,
reliance on third-party hosting and other service providers, and
exposure to liability and loss from security breaches; (x)
uncertainties as to demand for the Company’s products, including
cloud service, licenses, services and maintenance; (xi) the
possibility of pressure to make concessions on pricing and changes
in the Company’s pricing models; (xii) risks related to the
protection of the Company’s intellectual property; (xiii) changes
in the Company’s dependence on third-party suppliers and other
third-party relationships, including sales, services and marketing
channels; (xiv) changes in the Company’s revenue, earnings,
operating expenses and margins; (xv) the reliability of the
Company’s financial forecasts and estimates of the costs and
benefits of transactions; (xvi) the Company’s ability to leverage
changes in technology; (xvii) risks related to defects in the
Company’s software products and services; (xviii) changes in
third-party opinions about the Company; (xix) changes in
competition in the Company’s industry; (xx) delays in sales; (xxi)
timely and effective integration of newly acquired businesses;
(xxii) changes in economic conditions in the Company’s vertical
markets and worldwide; (xxiii) fluctuations in exchange rates; and
(xxiv) other factors as set forth from time to time in the
Company’s filings with the SEC, including its Annual Report on Form
10-K for the fiscal year ended January 31, 2021, as may be updated
or supplemented by any subsequent Quarterly Reports on Form 10-Q or
other filings with the SEC. Readers are cautioned not to place
undue reliance on such statements which speak only as of the date
they are made. The Company does not undertake any obligation to
update or release any revisions to any forward-looking statement or
to report any events or circumstances after the date of this
communication or to reflect the occurrence of unanticipated events
except as required by law.
QAD Inc. Condensed Consolidated Statements of Operations
and Comprehensive (Loss) Income (in thousands, except per
share data) (unaudited) Three Months
EndedJuly 31, Six Months EndedJuly 31,
2021
2020
2021
2020
Revenue: Subscription $
38,426
$
31,066
$
75,112
$
61,837
License
2,784
3,043
5,899
4,264
Maintenance
26,440
26,486
53,003
52,894
Professional services
17,189
13,486
33,796
29,233
Total revenue
84,839
74,081
167,810
148,228
Cost of revenue: Subscription
12,072
10,739
24,234
21,087
License
548
565
1,086
966
Maintenance
6,682
6,413
13,237
13,157
Professional services
14,987
13,106
29,921
28,038
Total cost of revenue
34,289
30,823
68,478
63,248
Gross profit
50,550
43,258
99,332
84,980
Operating expenses: Sales and marketing
19,494
17,420
39,061
35,977
Research and development
15,527
13,161
31,165
27,178
General and administrative
20,886
10,299
33,462
20,316
Amortization of intangibles from acquisitions
399
65
639
129
Total operating expenses
56,306
40,945
104,327
83,600
Operating (loss) income
(5,756
)
2,313
(4,995
)
1,380
Other (income) expense: Interest income
(69
)
(213
)
(143
)
(649
)
Interest expense
176
155
317
305
Other (income) expense, net
(508
)
1,871
(270
)
639
Total other (income) expense, net
(401
)
1,813
(96
)
295
(Loss) income before income taxes
(5,355
)
500
(4,899
)
1,085
Income tax expense (benefit)
967
440
(409
)
1,435
Net (loss) income $
(6,322
)
$
60
$
(4,490
)
$
(350
)
Net (loss) income $
(6,322
)
$
60
$
(4,490
)
$
(350
)
Other comprehensive (loss) income, net of tax: Foreign currency
translation adjustments
(460
)
1,607
(621
)
(1,048
)
Total comprehensive (loss) income $
(6,782
)
$
1,667
$
(5,111
)
$
(1,398
)
Diluted (loss) income per share Class A $
(0.31
)
$
-
$
(0.22
)
$
(0.02
)
Class B $
(0.26
)
$
-
$
(0.18
)
$
(0.01
)
Diluted Weighted Shares Class A
17,533
17,813
17,457
17,179
Class B
3,339
3,389
3,335
3,321
QAD Inc. Condensed Consolidated Balance Sheets
(in thousands) (unaudited) July
31, January 31,
2021
2021
Assets Current assets: Cash and equivalents $
136,489
$
142,501
Accounts receivable, net
49,041
82,609
Prepaid expenses and other current assets
24,983
22,923
Total current assets
210,513
248,033
Property and equipment, net
23,653
25,598
Lease right-of-use assets, net
18,753
21,016
Capitalized software costs, net
10,227
7,980
Goodwill
32,198
25,336
Deferred tax assets, net
8,763
8,526
Other assets, net
18,522
14,298
Total assets $
322,629
$
350,787
Liabilities and stockholders' equity Current
liabilities: Current portion of debt $
12,310
$
527
Lease liabilities
4,763
4,904
Accounts payable and other current liabilities
49,492
48,329
Deferred revenue
110,394
125,724
Total current liabilities
176,959
179,484
Long-term debt
-
11,825
Long-term lease liabilities
15,292
17,510
Other liabilities
13,876
12,502
Stockholders' equity: Common stock
21
21
Additional paid-in capital
200,461
205,630
Treasury stock
(2,834
)
(3,073
)
Accumulated deficit
(72,337
)
(64,924
)
Accumulated other comprehensive loss
(8,809
)
(8,188
)
Total stockholders' equity
116,502
129,466
Total liabilities and stockholders' equity $
322,629
$
350,787
QAD Inc. Condensed Consolidated Statements of Cash
Flows (in thousands) (unaudited)
Six Months Ended July 31,
2021
2020
Net cash provided by operating activities $
21,365
$
16,024
Cash flows from investing activities: Purchase of property
and equipment
(442
)
(1,325
)
Capitalized software costs
(576
)
(626
)
Acquisition of businesses, net of cash acquired
(9,493
)
-
Proceeds from sale of property and equipment
49
-
Net cash used in investing activities
(10,462
)
(1,951
)
Cash flows from financing activities: Repayments of debt
(335
)
(306
)
Tax payments related to stock awards
(13,312
)
(5,942
)
Dividends paid
(2,923
)
(2,879
)
Net cash used in financing activities
(16,570
)
(9,127
)
Effect of exchange rates on cash and equivalents
(345
)
(956
)
Net (decrease) increase in cash and equivalents
(6,012
)
3,990
Cash and equivalents at beginning of period
142,501
136,717
Cash and equivalents at end of period $
136,489
$
140,707
QAD Inc. Reconciliation of GAAP to Non-GAAP Financial
Measures (in thousands) (unaudited)
Three Months EndedJuly 31, Six Months EndedJuly 31,
2021
2020
2021
2020
Total revenue $
84,839
$
74,081
$
167,810
$
148,228
Net (loss) income
(6,322
)
60
(4,490
)
(350
)
Add back: Net interest expense (income)
107
(58
)
174
(344
)
Depreciation
1,103
1,474
2,349
2,770
Amortization
1,166
366
2,063
720
Income tax expense (benefit)
967
440
(409
)
1,435
EBITDA $
(2,979
)
$
2,282
$
(313
)
$
4,231
Add back: Stock-based compensation expense
4,745
3,951
8,382
6,356
Transaction costs related to Thoma Bravo's acquisition of QAD
7,570
-
8,215
-
Change in fair value of contingent consideration
893
-
893
-
Change in fair value of interest rate swap
(54
)
(32
)
(118
)
219
Adjusted EBITDA $
10,175
$
6,201
$
17,059
$
10,806
Adjusted EBITDA margin
12
%
8
%
10
%
7
%
Non-GAAP pre-tax income reconciliation
(Loss) income before income taxes $
(5,355
)
$
500
$
(4,899
)
$
1,085
Add back: Stock-based compensation expense
4,745
3,951
8,382
6,356
Amortization of purchased intangible assets
866
72
1,466
143
Transaction costs related to Thoma Bravo's acquisition of QAD
7,570
-
8,215
-
Change in fair value of contingent consideration
893
-
893
-
Change in fair value of interest rate swap
(54
)
(32
)
(118
)
219
Non-GAAP income before income taxes $
8,665
$
4,491
$
13,939
$
7,803
View source
version on businesswire.com: https://www.businesswire.com/news/home/20210825005771/en/
Kara Bellamy Chief Accounting Officer 805.566.6100
investor@qad.com
Laurie Berman PondelWilkinson Inc. 310.279.5980
lberman@pondel.com
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QAD (NASDAQ:QADB)
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From Dec 2023 to Dec 2024