Item 2. Management’s Discussion and Analysis
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
The following discussion and analysis of financial condition and results of operations should be read in conjunction with the Condensed Consolidated Financial Statements and related notes thereto included elsewhere in this report. This discussion contains forward-looking statements. Please see the “Cautionary Statement” above and “Risk Factors” below for discussions of the uncertainties, risks and assumptions associated with these statements. Our fiscal year-end financial reporting periods are a 52- or 53-week fiscal year that ends on the Saturday closest to December 31. Fiscal 2023 will have 52 weeks and fiscal 2022 had 52 weeks. Our third quarter of fiscal 2023 ended September 30, 2023. Our third quarter of fiscal 2022 ended October 1, 2022.
Impact of Macroeconomic Conditions
The current global economic environment is experiencing inflationary pressure, rising interest rates, and geopolitical tension. In the third quarter, we experienced a decline in revenues, and expect a continued decline into the fourth quarter, as our customers are slowing purchases to reduce existing inventories in a softening market. The extent of the impact of these macroeconomic conditions on our operational and financial performance will depend on future developments, including the duration and severity of any economic downturn, the impact to the business of our suppliers and/or customers, and other items identified under “Risk Factors” below, all of which are uncertain and cannot be predicted. An extended period of global supply chain and economic disruption could materially affect our business, results of operations, access to sources of liquidity and financial condition.
Overview
We are a leader in secure, intelligent wireless technology for a more connected world. Our integrated hardware and software platform, intuitive development tools, industry leading ecosystem and robust support enable customers in building advanced industrial, commercial, home and life applications. We make it easy for developers to solve complex wireless challenges throughout the product lifecycle and get to market quickly with innovative solutions that transform industries, grow economies and improve lives. We provide analog-intensive, mixed-signal solutions for use in a variety of electronic products in a broad range of applications for the Internet of Things (“IoT”) including connected home and security, industrial automation and control, smart metering, smart lighting, commercial building automation, consumer electronics, asset tracking and medical instrumentation. We group our products as Industrial & Commercial or Home & Life based on the target markets they address.
As a fabless semiconductor company, we rely on third-party semiconductor fabricators in Asia, and to a lesser extent the United States and Europe, to manufacture the silicon wafers that reflect our IC designs. Each wafer contains numerous die, which are cut from the wafer to create a chip for an IC. We rely on third parties in Asia to assemble, package, and, in most cases, test these devices and ship these units to our customers. Testing performed by such third parties facilitates faster delivery of products to our customers (particularly those located in Asia), shorter production cycle times, lower inventory requirements, lower costs and increased flexibility of test capacity.
The sales cycle for our ICs can be as long as 12 months or more. An additional three to six months or more are usually required before a customer ships a significant volume of devices that incorporate our ICs. Due to this lengthy sales cycle, we typically experience a significant delay between incurring research and development and selling, general and administrative expenses, and the corresponding sales. Consequently, if sales in any quarter do not occur when expected, expenses and inventory levels could be disproportionately high, and our operating results for that quarter and, potentially, future quarters would be adversely affected. Moreover, the amount of time between initial research and development and commercialization of a product, if ever, can be substantially longer than the sales cycle for the product. Accordingly, if we incur substantial research and development costs without developing a commercially successful product, our operating results, as well as our growth prospects, could be adversely affected.
Because some of our ICs are designed for use in consumer products, we expect that the demand for our products will be typically subject to some degree of seasonal demand. However, rapid changes in our markets and across our product areas make it difficult for us to accurately estimate the impact of seasonal factors on our business.
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Current Period Highlights
Revenues decreased $66.1 million in the recent quarter compared to the third quarter of fiscal 2022 due to decreased revenues from our Home & Life products and our Industrial & Commercial products. Gross profit decreased $46.6 million during the same period due to decreased gross profit from our Home & Life products and our Industrial & Commercial products. Gross margin decreased to 58.4% in the recent quarter compared to 61.4% in the third quarter of fiscal 2022 primarily due to variations in the price and costs of our products and variations in product mix. Operating expenses decreased by $28.6 million in the recent quarter compared to the third quarter of fiscal 2022 due primarily to cost containment measures taken in the third quarter, including the elimination of certain bonuses and certain other variable compensation through the remainder of fiscal 2023, a reduction in the use of contract employees, and the suspension of all non-essential travel. These cost containment measures are intended to be temporary in nature. Operating expenses also decreased due to reduced stock-based compensation from the expense reversal to adjust the estimated levels of achievement related to unvested performance stock units. Operating income in the recent quarter was $12.2 million compared to $30.2 million in the third quarter of fiscal 2022. Refer to “Results of Operations” below for further discussion.
We ended the third quarter of fiscal 2023 with $417.1 million in cash, cash equivalents and short-term investments. Net cash used in operating activities was $48.9 million during the current year nine-month period. Accounts receivable were $102.1 million at September 30, 2023, representing 45 days sales outstanding (“DSO”). Inventory was $167.6 million at September 30, 2023, representing 178 days of inventory (“DOI”). During the third quarter, we repaid $35.0 million in borrowings under our revolving credit facility. In the third quarter of fiscal 2023, we acquired 0.1 million shares of our common stock for $16.0 million.
We have continued to diversify our product portfolio and introduce new products and solutions with added functionality and integration. In the first nine months of fiscal 2023, we introduced a dual-band SoC, designed for long-range networks and protocols like Amazon Sidewalk, Wi-SUN®, and other proprietary protocols, and new integrated Bluetooth® SoC and MCU families that offer IoT device designers energy efficiency, high performance and trusted security for the smallest form factor IoT devices. We plan to continue introducing products that expand the capabilities we offer in order to serve both current and emerging applications, enabling us to address new markets and expand our total available market opportunity.
During the nine months ended September 30, 2023, we had no customer that represented more than 10% of our revenues. In addition to direct sales to customers, some of our end customers purchase products indirectly from us through distributors and contract manufacturers. An end customer purchasing through a contract manufacturer typically instructs such contract manufacturer to obtain our products and incorporate such products with other components for sale by such contract manufacturer to the end customer. Although we actually sell the products to, and are paid by, the distributors and contract manufacturers, we refer to such end customer as our customer. Two of our distributors who sell to our customers, Arrow Electronics and Edom Technology, each represented more than 10% of our revenues during the nine months ended September 30, 2023.
The percentage of our revenues derived from outside of the United States was 87% during the nine months ended September 30, 2023. All of our revenues to date have been denominated in U.S. dollars. We believe that a majority of our revenues will continue to be derived from customers outside of the United States.
Results of Operations
The following describes the line items set forth in our Condensed Consolidated Statements of Income:
Revenues. Revenues are generated predominately by sales of our products. Our revenues are subject to variation from period to period due to the volume of shipments made within a period, the mix of products we sell and the prices we charge for our products.
Cost of Revenues. Cost of revenues includes the cost of purchasing finished silicon wafers processed by independent foundries; costs associated with assembly, test and shipping of those products; costs of personnel and equipment associated with manufacturing support, logistics and quality assurance; costs of software royalties, other intellectual property license costs and certain acquired intangible assets; and an allocated portion of our occupancy costs. Our gross margin fluctuates depending on product mix, manufacturing yields, inventory valuation adjustments, average selling prices and other factors.
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Research and Development. Research and development expense consists primarily of personnel-related expenses, including stock-based compensation, as well as new product masks, external consulting and services costs, equipment tooling, equipment depreciation, amortization of intangible assets and an allocated portion of our occupancy costs. Research and development activities include the design of new products, refinement of existing products and design of test methodologies to ensure compliance with required specifications.
Selling, General and Administrative. Selling, general and administrative expense consists primarily of personnel-related expenses, including stock-based compensation, as well as an allocated portion of our occupancy costs, sales commissions to independent sales representatives, amortization of intangible assets, professional fees, legal fees, and promotional and marketing expenses.
Interest Income and Other, Net. Interest income and other, net reflects interest earned on our cash, cash equivalents and investment balances, foreign currency remeasurement adjustments, and other non-operating income and expenses.
Interest Expense. Interest expense consists of interest on our short and long-term obligations, including our convertible senior notes that were previously outstanding and our credit facility. Interest expense on our convertible senior notes included contractual interest, amortization of debt issuance costs, and for periods prior to fiscal 2022, amortization of the debt discount.
Provision for Income Taxes. Provision for income taxes includes both domestic and foreign income taxes at the applicable tax rates adjusted for non-deductible expenses, research and development tax credits, global intangible low-taxed income, Subpart F income inclusions, and other permanent differences. See Note 10, Income Taxes , to the Condensed Consolidated Financial Statements.
Equity-method Earnings (Loss). Equity-method earnings (loss) represents income or loss on our equity-method investment.
The following table sets forth our Condensed Consolidated Statements of Income data as a percentage of revenues for the periods indicated:
Three Months Ended
Nine Months Ended
September 30,
October 1,
September 30,
October 1,
2023
2022
2023
2022
Revenues
100.0
%
100.0
%
100.0
%
100.0
%
Cost of revenues
41.6
38.6
40.1
36.7
Gross margin
58.4
61.4
59.9
63.3
Operating expenses:
Research and development
38.8
31.4
36.6
32.0
Selling, general and administrative
13.6
18.8
16.3
18.8
Operating expenses
52.4
50.2
52.9
50.9
Operating income
6.0
11.2
7.0
12.4
Other income (expense):
Interest income and other, net
1.4
1.7
2.2
1.3
Interest expense
(0.7)
(0.6)
(0.7)
(0.6)
Income before income taxes
6.8
12.4
8.6
13.0
Provision for income taxes
1.7
5.3
3.4
4.8
Equity-method earnings (loss)
0.0
0.7
(0.2)
0.4
Net income
5.1
%
7.8
%
5.1
%
8.6
%
Revenues
Three Months Ended
Nine Months Ended
September 30,
October 1,
%
September 30,
October 1,
%
(in millions)
2023
2022
Change
Change
2023
2022
Change
Change
Industrial & Commercial
$
121.0
$
145.6
$
(24.6)
(17.0)
%
$
437.0
$
416.5
$
20.5
4.9
%
Home & Life
82.8
124.2
(41.4)
(33.3)
%
258.4
350.3
(91.9)
(26.2)
%
$
203.8
$
269.8
$
(66.0)
(24.5)
%
$
695.4
$
766.8
$
(71.4)
(9.3)
%
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The decrease in revenues in the recent three-month period was due to decreased revenues of $41.4 million from our Home & Life products and decreased revenues of $24.6 million from our Industrial & Commercial products. The decrease in revenues in the recent nine-month period was due to decreased revenues of $91.9 million from our Home & Life products offset in part by increased revenues of $20.5 million from our Industrial & Commercial products. Average selling prices of our products and unit volumes decreased in the recent three -month period, and average selling prices of our products increased while unit volumes decreased in the recent nine-month period. The average selling prices of our products may fluctuate significantly from period to period due to changes in product mix, pricing decisions and other factors. In general, as our products become more mature, we expect to experience decreases in average selling prices.
The overall demand environment for our customers’ products is generally weaker than previously anticipated. Customers are also seeking to reduce inventory levels relative to amounts they held during the recent period of widespread supply chain disruptions. As a result, the current demand environment for our products is experiencing high volatility and general weakness, with customers more frequently requesting cancellations, changes to delivery dates, and price and payment term concessions. Faced with these conditions and related to revenue that might otherwise occur in a later period, we have offered certain customers and distributors extended payment terms with respect to a portion of our Q3 2023 revenue, and, to a lesser extent, price discounts.
Gross Profit
Three Months Ended
Nine Months Ended
September 30,
October 1,
September 30,
October 1,
(in millions)
2023
2022
Change
2023
2022
Change
Gross profit
$
119.0
$
165.6
$
(46.6)
$
416.7
$
485.3
$
(68.6)
Gross margin
58.4
%
61.4
%
(3.0)
%
59.9
%
63.3
%
(3.4)
%
Gross profit decreased during the recent three- and nine-month periods due to a decrease in gross profit for our Home & Life product group and a decrease in gross profit for our Industrial & Commercial product group, primarily as a result of the decrease in unit volumes in the periods. Gross margin decreased primarily due to variations in the price and costs of our products and variations in product mix.
We may experience variations in the average selling prices of certain of our products. Increases in average selling prices may occur during periods of increased demand, but such demand may be short-lived and could be accompanied by higher product costs. Declines in average selling prices create downward pressure on gross margin and may be offset to the extent we are able to introduce higher margin new products and gain market share with our products; reduce costs of existing products through improved design; achieve lower production costs from our wafer suppliers and third-party assembly and test subcontractors; achieve lower production costs per unit as a result of improved yields throughout the manufacturing process; or reduce logistics costs.
Research and Development
Three Months Ended
Nine Months Ended
September 30,
October 1,
%
September 30,
October 1,
%
(in millions)
2023
2022
Change
Change
2023
2022
Change
Change
Research and development
$
79.0
$
84.6
$
(5.6)
(6.6)
%
$
254.3
$
245.7
$
8.6
3.5
%
Percent of revenue
38.8
%
31.4
%
36.6
%
32.0
%
The decrease in research and development expense in the recent three-month period was primarily due to a decrease of $4.0 million for personnel-related expenses, with additional decreases of $1.0 million for amortization of intangible assets and $0.9 million for new product introduction costs, partially offset by an increase of $0.7 million in occupancy costs. Within personnel-related costs, bonus and variable compensation decreased $8.7 million as a result of the cost containment efforts in the current period, offset in part by an increase of $3.8 million in salary expense.
The increase in research and development expense in the recent nine-month period was primarily due to an increase of $9.2 million for personnel-related expenses, with additional increases of $3.1 million for IT-related costs and $2.2 million for occupancy costs. Within personnel-related expenses, increases of $13.8 million in salary expense, $3.2 million in stock compensation, and $4.2 million in termination benefits were partially offset by a $15.6 million decrease in bonuses and variable compensation from lower attainment and the cost containment efforts in the third quarter. Other decreases to research and development expense in the recent
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nine-month period were $3.7 million for new product introduction costs and $3.1 million for the amortization of intangible assets. We expect that research and development expense will increase in absolute dollars in the fourth quarter of fiscal 2023.
Selling, General and Administrative
Three Months Ended
Nine Months Ended
September 30,
October 1,
%
September 30,
October 1,
%
(in millions)
2023
2022
Change
Change
2023
2022
Change
Change
Selling, general and administrative
$
27.8
$
50.7
$
(22.9)
(45.3)
%
$
113.4
$
144.4
$
(31.0)
(21.5)
%
Percent of revenue
13.6
%
18.8
%
16.3
%
18.8
%
The decrease in selling, general and administrative expense in the three-month period was primarily due to an $18.2 million decrease in personnel-related costs, which included a $9.9 million decrease in stock compensation driven by a decline in expected achievement for certain performance-based awards, and cost containment efforts in the current period resulting in decreases of $6.1 million in certain bonuses and variable compensation, and $1.1 million in travel expenses. Additionally outside services decreased by $3.7 million and amortization of intangible assets decreased by $0.8 million.
The decrease in selling, general and administrative expense in the nine-month period was due primarily to a $22.8 million decrease to personnel-related costs, which included a $15.0 decrease in certain bonus and variable compensation as a result of the cost containment efforts in the third quarter and a $9.5 million reduction in stock compensation driven by a decline in expected achievement for certain performance-based awards, partially offset by an increase in salary expense of $2.0 million. Additionally, amortization of intangible assets decreased by $5.0 million and outside services decreased by $3.9 million. We expect that selling, general and administrative expense will increase in absolute dollars in the fourth quarter of fiscal 2023.
Interest Income and Other, Net
Interest income and other, net for the three and nine months ended September 30, 2023 was $2.9 million and $15.6 million, respectively, compared to $4.7 million and $9.6 million for the three and nine months ended October 1, 2022, respectively. The decrease in interest income and other, net in the recent three-month period was primarily due to lower interest-bearing investment balances as a result of the sale of investments to fund the settlement of our 2025 convertible senior notes in the second quarter of fiscal 2023. The increase in interest income and other, net in the recent nine-month period was primarily due to increased interest income earned as a result of higher market interest rates.
Interest Expense
Interest expense for the three and nine months ended September 30, 2023 was $1.4 million and $4.6 million, respectively, compared to $1.5 million and $4.9 million for the three and nine months ended October 1, 2022, respectively.
Provision for Income Taxes
Three Months Ended
Nine Months Ended
September 30,
October 1,
September 30,
October 1,
(in millions)
2023
2022
Change
2023
2022
Change
Provision for income taxes
$
3.4
$
14.2
$
(10.8)
$
23.5
$
36.9
$
(13.4)
Effective tax rate
24.7
%
40.3
%
40.0
%
35.8
%
The decrease in the effective tax rate for the three months ended September 30, 2023 as compared to the prior period was primarily due to a decrease in nondeductible stock compensation and a delay in the application of unfavorable foreign tax credit Treasury regulations that was announced during the recent quarter, partially offset by the increased impact of global intangible low-taxed income relative to lower pre-tax book income. The increase in the effective tax rate for the nine months ended September 30, 2023 as compared to the prior period was primarily due to the increased impact of global intangible low-taxed income relative to lower pre-tax book income, partially offset by discrete U.S. federal and state return-to-provision benefits recorded in the recent nine-month period.
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Equity-method Earnings (Loss)
Equity-method earnings (loss) for the three and nine months ended September 30, 2023 was $(0.1) million and $(1.2) million, respectively, compared to $1.8 million and $3.0 million for the three and nine months ended October 1, 2022, respectively.
Business Outlook
The following represents our business outlook for the fourth quarter of fiscal 2023.
Income Statement Item
Estimate
Revenues
$70 million to $100 million
Gross margin
53%
Operating expenses
$123 million
Diluted earnings (loss) per share
$(2.39) to $(1.95)
Liquidity and Capital Resources
Our principal sources of liquidity as of September 30, 2023 consisted of $417.1 million in cash, cash equivalents and short-term investments, of which $268.6 million was held by our U.S. entities. The remaining balance was held by our foreign subsidiaries. Our cash equivalents and short-term investments consisted of government debt securities, which include agency bonds, municipal bonds and U.S. government securities; corporate debt securities, which include asset-backed securities, corporate bonds and Yankee bonds; and money market funds.
Operating Activities
Net cash used in operating activities was $48.9 million during the nine months ended September 30, 2023, compared to net cash provided of $127.4 million during the nine months ended October 1, 2022. Operating cash flows during the nine months ended September 30, 2023 reflect our net income of $35.3 million, adjustments of $71.6 million for depreciation, amortization, stock-based compensation, equity-method earnings (loss) and deferred income taxes, and a net cash outflow of $155.7 million due to changes in our operating assets and liabilities.
Accounts receivable increased to $102.1 million at September 30, 2023 from $71.4 million at December 31, 2022. The increase in accounts receivable resulted primarily from variations in the timing of collections and billings, with a majority of our shipments occurring in the final month of the current quarter. Our DSO increased to 45 days at September 30, 2023 from 25 days at December 31, 2022. Incentives offered to customers in the third quarter of 2023 included temporarily extending payment terms in certain cases. While the majority of these actions are intended to be temporary in nature, the continuation of these concessions may result in additional or more permanent increases to our payment terms and further increase our collection times.
Inventory increased to $167.6 million at September 30, 2023 from $100.4 million at December 31, 2022. Our inventory levels will vary based on the availability of supply and the impact of variations between forecasted demand used for purchasing inventory and actual demand. Inventory has increased in part due to us investing in building inventory to minimize potential supply disruptions and meet forecasted future demand. Our DOI was 178 days at September 30, 2023 and 90 days at December 31, 2022.
Investing Activities
Net cash provided by investing activities was $426.4 million during the nine months ended September 30, 2023, compared to net cash provided by $40.8 million during the nine months ended October 1, 2022. The increase in cash inflows was principally due to cash provided by net purchases, sales and maturities of marketable securities of $445.3 million in the current period.
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Financing Activities
Net cash used in financing activities was $717.5 million during the nine months ended September 30, 2023, compared to net cash used of $690.1 million during the nine months ended October 1, 2022. The increase in cash outflows was principally due to $571.2 million in payments on debt in the current period, offset by a decrease of $464.6 million for repurchases of our common stock and $80.0 million in proceeds from our revolving line of credit in the current period.
Discontinued Operations
Net cash used in discontinued operations was zero during the nine months ended September 30, 2023, compared to net cash used of $69.5 million during the nine months ended October 1, 2022 related to income tax payments.
Debt
As of September 30, 2023, we had a $400 million revolving credit facility. We have an option to increase the size of the borrowing capacity of the revolving credit facility by up to the greater of an aggregate of $250 million and 100% of EBITDA, plus an amount that would not cause a secured net leverage ratio to exceed 3.50 to 1.00, subject to certain conditions. In June 2023, we borrowed $80 million under the revolving credit facility. In the third quarter, we repaid $35.0 million in borrowings under our revolving credit facility. As of September 30, 2023, the outstanding balance in the revolving credit facility is $45.0 million. In June 2023, we paid $535.0 million in cash and issued 0.9 million shares of common stock in connection with the settlement of our 2025 convertible senior notes.
Capital Requirements
Our future capital requirements will depend on many factors, including the rate of sales growth, market acceptance of our products, the timing and extent of research and development projects, potential acquisitions of companies or technologies and the expansion of our sales and marketing activities. We believe our existing cash, cash equivalents, investments, credit under our credit facility, and cash generated from operations are sufficient to meet our short-term (i.e., over at least the next twelve months) and long-term capital requirements, although we could be required, or could elect, to seek additional funding prior to that time. We may enter into acquisitions or strategic arrangements in the future which also could require us to seek additional equity or debt financing.
Critical Accounting Estimates
Our critical accounting estimates are described in the Management’s Discussion and Analysis of Financial Condition and Results of Operations section of our Form 10-K for the fiscal year ended December 31, 2022. There have been no material subsequent changes to our critical accounting estimates.
Quantitative and Qualitative Disclosures about Market Risk
Interest Income
Our investment portfolio includes cash, cash equivalents and short-term investments. Our main investment objectives are the preservation of investment capital and the maximization of after-tax returns on our investment portfolio. Our interest income is sensitive to changes in the general level of U.S. interest rates. A 100 basis point decline in yield on our investment portfolio holdings as of September 30, 2023 would decrease our future annual interest income by approximately $3.2 million. We believe that our investment policy, which defines the duration, concentration, and minimum credit quality of the allowable investments, meets our investment objectives.
Interest Expense
We are exposed to interest rate fluctuations in the normal course of our business, including through our credit facility. The interest rate on the credit facility consists of a variable-rate of interest and an applicable margin. At September 30, 2023, we had $45.0 million outstanding under our credit facility. A 100 basis point increase in interest rates would increase our future annual interest rate expense by approximately $0.5 million.
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Foreign currency exchange rate risk
We are exposed to foreign currency exchange rate risk primarily through assets, liabilities and operating expenses of our subsidiaries denominated in currencies other than the U.S. dollar. Our foreign subsidiaries are considered to be extensions of the U.S. parent. The functional currency of the foreign subsidiaries is the U.S. dollar. Accordingly, gains and losses resulting from remeasuring transactions denominated in currencies other than U.S. dollars are recorded in the Condensed Consolidated Statements of Income. We use foreign currency forward contracts to manage exposure to foreign exchange risk. Gains and losses on foreign currency forward contracts are recognized in earnings in the same period during which the hedged transaction is recognized.
Available Information
Our website address is www.silabs.com. Our annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934 are available through the investor relations page of our website free of charge as soon as reasonably practicable after we electronically file such material with, or furnish it to, the Securities and Exchange Commission (“SEC”). Our website and the information contained therein or connected thereto are not intended to be incorporated into this Quarterly Report on Form 10-Q.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
Information related to quantitative and qualitative disclosures regarding market risk is set forth in Management’s Discussion and Analysis of Financial Condition and Results of Operations under Item 2 above. Such information is incorporated by reference herein.
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