8-K

FEDEX CORP (FDX)

8-K 2020-09-15 For: 2020-09-15
View Original
Added on April 08, 2026

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

Date of Report (Date of earliest event reported):  September 15, 2020

FedEx Corporation

(Exact name of registrant as specified in its charter)

Commission File Number 1-15829

Delaware 62-1721435
(State or other jurisdiction of (IRS Employer
incorporation) Identification No.)
942 South Shady Grove Road, Memphis, Tennessee 38120
(Address of principal executive offices) (ZIP Code)

Registrant’s telephone number, including area code:  (901) 818-7500

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:

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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading<br><br><br>Symbol Name of each exchange<br><br><br>on which registered
Common Stock, par value $0.10 per share FDX New York Stock Exchange
0.700% Notes due 2022 FDX 22B New York Stock Exchange
1.000% Notes due 2023 FDX 23A New York Stock Exchange
0.450% Notes due 2025 FDX 25A New York Stock Exchange
1.625% Notes due 2027 FDX 27 New York Stock Exchange
1.300% Notes due 2031 FDX 31 New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.     ☐

EXPLANATORY NOTE

The information in this Report, including Exhibit 99.1, is being furnished pursuant to Item 2.02 of Form 8-K and General Instruction B.2 thereunder.  Such information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended.

SECTION 2. FINANCIAL INFORMATION.

Item 2.02. Results of Operations and Financial Condition.

Attached as Exhibit 99.1 and incorporated herein by reference is a copy of FedEx Corporation’s press release, dated September 15, 2020, announcing its financial results for the fiscal quarter ended August 31, 2020.

SECTION 9. FINANCIAL STATEMENTS AND EXHIBITS.

Item 9.01.  Financial Statements and Exhibits.

(d) Exhibits.
Exhibit<br><br><br>Number Description
--- ---
99.1 Press Release of FedEx Corporation dated September 15, 2020.
104 Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

FedEx Corporation
Date:  September 15, 2020 By: /s/ John L. Merino
John L. Merino
Corporate Vice President and
Principal Accounting Officer

EXHIBIT INDEX

Exhibit<br><br><br>Number Description
99.1 Press Release of FedEx Corporation dated September 15, 2020.
104 Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document).

E-1

fdx-ex991_6.htm

Exhibit 99.1

FedEx Corp. Reports Strong First Quarter Results

MEMPHIS, Tenn., September 15, 2020 ... FedEx Corp. (NYSE: FDX) today reported the following consolidated results for the first quarter ended August 31 (adjusted measures exclude TNT Express integration expenses as described below):

Fiscal 2021 Fiscal 2020
As Reported<br><br><br>(GAAP) Adjusted<br><br><br>(non-GAAP) As Reported<br><br><br>(GAAP) Adjusted<br><br><br>(non-GAAP)
Revenue $19.3 billion $19.3 billion $17.0 billion $17.0 billion
Operating income $1.59 billion $1.64 billion $0.98 billion $1.05 billion
Operating margin 8.2% 8.5% 5.7% 6.1%
Net income $1.25 billion $1.28 billion $745 million $800 million
Diluted EPS $4.72 $4.87 $2.84 $3.05

This year’s and last year’s quarterly consolidated results have been adjusted for TNT Express integration expenses of $49 million ($0.14 per diluted share) for this year and $71 million ($0.21 per diluted share) for last year.

“Our earnings growth underscores the importance of our business initiatives and investments over the last several years, and, in many ways, the world has accelerated to meet our strategies,” said Frederick W. Smith, FedEx Corp. chairman and chief executive officer. “I would like to thank our team members whose efforts during this time have helped keep the world’s health care, industrial and at-home supply chains moving despite the challenges of the global pandemic.”

Operating results increased due to volume growth in FedEx International Priority and U.S. domestic residential package services, yield improvement at FedEx Ground and FedEx Freight, and one additional operating weekday.  These factors were partially offset by costs to support strong demand and to expand services, variable compensation expenses, and COVID-19 related costs incurred to ensure the safety of FedEx team members and customers.

Outlook

FedEx is not providing an earnings forecast for fiscal 2021.  The capital spending forecast for the year is up $200 million to $5.1 billion, driven by additional capacity initiatives to support increased volume levels.

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“While business demand improved in the first quarter, continued uncertainties cloud our ability to forecast full-year earnings,” said Alan B. Graf, Jr., FedEx Corp. executive vice president and chief financial officer.  “However, we expect to continue to benefit from our strong position in the U.S. and international package and freight markets, yield improvement opportunities and cost management initiatives.”

Corporate Overview

FedEx Corp. (NYSE: FDX) provides customers and businesses worldwide with a broad portfolio of transportation, e-commerce and business services.  With annual revenue of $71 billion, the company offers integrated business solutions through operating companies competing collectively and managed collaboratively, under the respected FedEx brand.  Consistently ranked among the world's most admired and trusted employers, FedEx inspires its more than 500,000 team members to remain focused on safety, the highest ethical and professional standards and the needs of their customers and communities.  To learn more about how FedEx connects people and possibilities around the world, please visit about.fedex.com.

Additional information and operating data are contained in the company’s annual report, Form 10-K, Form 10-Qs, Form 8-Ks and Statistical Books.  These materials, as well as a webcast of the earnings release conference call to be held at 5:30 p.m. EDT on September 15, are available on the company’s website at investors.fedex.com.  A replay of the conference call webcast will be posted on our website following the call.

The Investor Relations page of our website, investors.fedex.com, contains a significant amount of information about FedEx, including our Securities and Exchange Commission (SEC) filings and financial and other information for investors.  The information that we post on our Investor Relations website could be deemed to be material information.  We encourage investors, the media and others interested in the company to visit this website from time to time, as information is updated and new information is posted.

Certain statements in this press release may be considered forward-looking statements, such as statements relating to management’s views with respect to future events and financial performance and underlying assumptions. Forward-looking statements include those preceded by, followed by or that include the words “will,” “may,” “could,” “would,” “should,” “believes,” “expects,” “anticipates,” “plans,” “estimates,” “targets,” “projects,” “intends” or similar expressions.  Such forward-looking statements are subject to risks, uncertainties and other factors which could cause actual results to differ materially from historical experience or from future results expressed or implied by such forward-looking statements. Potential risks and uncertainties include, but are not limited to, the negative impacts of the COVID-19 pandemic; economic conditions in the global markets in which we operate; anti-trade measures and additional changes in international trade policies and relations; a significant data breach or other disruption to our technology infrastructure; our ability

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to successfully integrate the businesses and operations of FedEx Express and TNT Express in the expected time frame and at the expected cost and to achieve the expected benefits from the combined businesses; our ability to successfully implement our business strategy, effectively respond to changes in market dynamics and achieve the anticipated benefits and associated cost savings of such strategies and actions; the impact of the United Kingdom’s withdrawal from the European Union; changes in fuel prices or currency exchange rates; our ability to match capacity to shifting volume levels; the impact of intense competition; evolving or new U.S. domestic or international government regulation or regulatory actions, future guidance, regulations, interpretations or challenges to our tax positions; our ability to effectively operate, integrate, leverage and grow acquired businesses; legal challenges or changes related to service providers engaged by FedEx Ground and the drivers providing services on their behalf; an increase in self-insurance accruals and expenses; disruptions or modifications in service by, or changes in the business or financial soundness of, the U.S. Postal Service; the impact of any international conflicts or terrorist activities; our ability to quickly and effectively restore operations following adverse weather or a localized disaster or disturbance in a key geography; and other factors which can be found in FedEx Corp.’s and its subsidiaries’ press releases and FedEx Corp.’s filings with the SEC. Any forward-looking statement speaks only as of the date on which it is made. We do not undertake or assume any obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.

Media Contact:  Jenny Robertson 901-434-4829

Investor Contact:  Mickey Foster 901-818-7468

Home Page:  fedex.com

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RECONCILIATIONS OF NON-GAAP FINANCIAL MEASURES

TO GAAP FINANCIAL MEASURES

First Quarter Fiscal 2021 and Fiscal 2020 Results

The company reports its financial results in accordance with accounting principles generally accepted in the United States (“GAAP” or “reported”). We have supplemented the reporting of our financial information determined in accordance with GAAP with certain non-GAAP (or “adjusted”) financial measures, including our adjusted first quarter fiscal 2021 and 2020 consolidated operating income and margin, net income and diluted earnings per share, and adjusted first quarter fiscal 2021 and 2020 FedEx Express segment operating income and margin. These financial measures have been adjusted to exclude the impact of TNT Express integration expenses incurred in fiscal 2021 and 2020.

We have incurred and expect to incur significant expenses through fiscal 2022 in connection with our integration of TNT Express. We have adjusted our first quarter fiscal 2021 and 2020 consolidated and FedEx Express segment financial measures to exclude TNT Express integration expenses because we generally would not incur such expenses as part of our continuing operations. The integration expenses are predominantly incremental costs directly associated with the integration of TNT Express, including professional and legal fees, salaries and employee benefits, advertising and travel expenses. Internal salaries and employee benefits are included only to the extent the individuals are assigned full-time to integration activities.

We believe these adjusted financial measures facilitate analysis and comparisons of our ongoing business operations because they exclude items that may not be indicative of, or are unrelated to, the company’s and our business segments’ core operating performance, and may assist investors with comparisons to prior periods and assessing trends in our underlying businesses. These adjustments are consistent with how management views our businesses. Management uses these non-GAAP financial measures in making financial, operating and planning decisions and evaluating the company’s and each business segment’s ongoing performance.

Our non-GAAP financial measures are intended to supplement and should be read together with, and are not an alternative or substitute for, and should not be considered superior to, our reported financial results. Accordingly, users of our financial statements should not place undue reliance on these non-GAAP financial measures. Because non-GAAP financial measures are not standardized, it may not be possible to compare these financial measures with other companies’ non-GAAP financial measures having the same or similar names. As required by Securities and Exchange Commission rules, the tables below present a reconciliation of our presented non-GAAP financial measures to the most directly comparable GAAP measures.

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First Quarter Fiscal 2021

FedEx Corporation

Operating Income Net Diluted<br><br><br>Earnings
Dollars in millions, except EPS Income Margin Taxes^1^ Income^2^ Per Share^3^
GAAP measure $1,590 8.2% $361 $1,245 $4.72
TNT Express integration expenses^4^ 49 0.3% 11 38 0.14
Non-GAAP measure $1,639 8.5% $372 $1,283 $4.87

FedEx Express Segment

Operating
Dollars in millions Income Margin^3^
GAAP measure $710 7.4%
TNT Express integration expenses 37 0.4%
Non-GAAP measure $747 7.7%

First Quarter Fiscal 2020

FedEx Corporation

Operating Income Net Diluted<br><br><br>Earnings
Dollars in millions, except EPS Income Margin Taxes^1^ Income^2^ Per Share
GAAP measure $977 5.7% $251 $745 $2.84
TNT Express integration expenses^4^ 71 0.4% 16 55 0.21
Non-GAAP measure $1,048 6.1% $267 $800 $3.05

FedEx Express Segment

Operating
Dollars in millions Income Margin
GAAP measure $285 3.2%
TNT Express integration expenses 57 0.6%
Non-GAAP measure $342 3.8%
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Notes:

1 – Income taxes are based on the company’s approximate statutory tax rates applicable to each transaction.
2 – Effect of “total other (expense) income” on net income amount not shown.
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3 – Does not sum to total due to rounding.
--- ---
4 – These expenses were recognized at FedEx Corporate and FedEx Express.
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FEDEX CORP. FINANCIAL HIGHLIGHTS

First Quarter Fiscal 2021

(In millions, except earnings per share)

(Unaudited)

Three Months Ended<br><br><br>August 31,
2020 2019 %
Revenue:
FedEx Express segment $9,647 $8,945 8%
FedEx Ground segment 7,040 5,179 36%
FedEx Freight segment 1,826 1,905 (4%)
FedEx Services segment 8 4 100%
Other and eliminations 800 1,015 (21%)
Total Revenue 19,321 17,048 13%
Operating Expenses:
Salaries and employee benefits 6,852 6,087 13%
Purchased transportation 4,977 4,028 24%
Rentals 936 920 2%
Depreciation and amortization 926 879 5%
Fuel 565 870 (35%)
Maintenance and repairs 806 768 5%
Other 2,669 2,519 6%
Total Operating Expenses 17,731 16,071 10%
Operating Income:
FedEx Express segment 710 285 149%
FedEx Ground segment 834 644 30%
FedEx Freight segment 274 194 41%
Corporate, eliminations and other^1^ (228) (146) 56%
Total Operating Income 1,590 977 63%
Other Income (Expense):
Interest, net (184) (137) 34%
Other retirement plans income 201 168 20%
Other, net (1) (12) (92%)
Total Other Income 16 19 (16%)
Income Before Income Taxes 1,606 996 61%
Provision for Income Taxes 361 251 44%
Net Income $1,245 $745 67%
Diluted Earnings Per Share $4.72 $2.84 66%
Weighted Average Common and
Common Equivalent Shares 263 262
Capital Expenditures $1,424 $1,418

1 – Includes the FedEx Logistics and FedEx Office operating segments.

FEDEX CORP. CONDENSED CONSOLIDATED BALANCE SHEETS

First Quarter Fiscal 2021

(In millions)

August 31, 2020
(Unaudited) May 31,  2020
ASSETS
Current Assets
Cash and cash equivalents $6,954 $4,881
Receivables, less allowances 10,508 10,102
Spare parts, supplies and fuel, less allowances 593 572
Prepaid expenses and other 848 828
Total current assets 18,903 16,383
Property and Equipment, at Cost 66,446 65,024
Less accumulated depreciation and amortization 32,184 31,416
Net property and equipment 34,262 33,608
Other Long-Term Assets
Operating lease right-of-use assets, net 14,496 13,917
Goodwill 6,633 6,372
Other assets 3,354 3,257
Total other long-term assets 24,483 23,546
$77,648 $73,537
LIABILITIES AND COMMON STOCKHOLDERS'<br><br><br>INVESTMENT
Current Liabilities
Current portion of long-term debt $87 $51
Accrued salaries and employee benefits 1,756 1,569
Accounts payable 3,339 3,269
Operating lease liabilities 2,024 1,923
Accrued expenses 3,989 3,532
Total current liabilities 11,195 10,344
Long-Term Debt, Less Current Portion 23,204 21,952
Other Long-Term Liabilities
Deferred income taxes 3,171 3,162
Pension, postretirement healthcare and other benefit obligations 5,036 5,019
Self-insurance accruals 2,147 2,104
Operating lease liabilities 12,714 12,195
Other liabilities 719 466
Total other long-term liabilities 23,787 22,946
Commitments and Contingencies
Common Stockholders' Investment
Common stock, $0.10 par value, 800 million shares authorized 32 32
Additional paid-in capital 3,375 3,356
Retained earnings 26,108 25,216
Accumulated other comprehensive loss (1,020) (1,147)
Treasury stock, at cost (9,033) (9,162)
Total common stockholders' investment 19,462 18,295
$77,648 $73,537

FEDEX CORP. CONDENSED CONSOLIDATED

STATEMENTS OF CASH FLOWS

First Quarter Fiscal 2021

(In millions)

(Unaudited)

Three Months Ended<br><br><br>August 31,
2020 2019
Operating Activities:
Net income $1,245 $745
Noncash charges:
Depreciation and amortization 926 879
Other, net 749 866
Changes in operating assets and liabilities, net (269) (1,925)
Net cash provided by operating activities 2,651 565
Investing Activities:
Capital expenditures (1,424) (1,418)
Proceeds from asset dispositions and other 6 (1)
Net cash used in investing activities (1,418) (1,419)
Financing Activities:
Principal payments on debt (45) (985)
Proceeds from debt issuances 959 2,093
Proceeds from stock issuances 82 12
Dividends paid (170) (170)
Purchase of treasury stock (3)
Other, net (1) (5)
Cash provided by financing activities 825 942
Effect of exchange rate changes on cash 15 (18)
Net increase in cash and cash equivalents 2,073 70
Cash and cash equivalents at beginning of period 4,881 2,319
Cash and cash equivalents at end of period $6,954 $2,389

FEDEX EXPRESS SEGMENT FINANCIAL HIGHLIGHTS

First Quarter Fiscal 2021

(Dollars in millions)

(Unaudited)

Three Months Ended<br><br><br>August 31,
2020 2019 %
Revenue:
Package Revenue:
U.S. Overnight Box $1,861 $1,866
U.S. Overnight Envelope 426 479 (11%)
Total U.S. Overnight 2,287 2,345 (2%)
U.S. Deferred 1,096 956 15%
Total U.S. Package Revenue 3,383 3,301 2%
International Priority 2,317 1,817 28%
International Economy 616 855 (28%)
Total International Export<br><br><br>Package 2,933 2,672 10%
International Domestic^1^ 1,088 1,076 1%
Total Package Revenue 7,404 7,049 5%
Freight Revenue:
U.S. 833 695 20%
International Priority 653 464 41%
International Economy 371 516 (28%)
International Airfreight 75 66 14%
Total Freight Revenue 1,932 1,741 11%
Other Revenue^2^ 311 155 101%
Total Express Revenue $9,647 $8,945 8%
Operating Expenses:
Salaries and employee benefits 3,742 3,372 11%
Purchased transportation 1,304 1,232 6%
Rentals and landing fees 504 513 (2%)
Depreciation and amortization 477 462 3%
Fuel 496 743 (33%)
Maintenance and repairs 551 517 7%
Intercompany charges 461 469 (2%)
Other 1,402 1,352 4%
Total Operating Expenses 8,937 8,660 3%
Operating Income $710 $285 149%
Operating Margin 7.4% 3.2% 4.2 pts

1 – International Domestic revenue relates to international intra-country operations.                 2 – Includes the operations of FedEx Custom Critical and FedEx Cross Border for the period ended August 31, 2020.

FEDEX EXPRESS SEGMENT OPERATING HIGHLIGHTS

First Quarter Fiscal 2021

(Unaudited)

Three Months Ended<br><br><br>August 31,
2020 2019 %
PACKAGE STATISTICS
Average Daily Package Volume (000s):
U.S. Overnight Box 1,287 1,218 6%
U.S. Overnight Envelope 483 562 (14%)
Total U.S. Overnight Package 1,770 1,780 (1%)
U.S. Deferred 1,207 976 24%
Total U.S. Domestic Package 2,977 2,756 8%
International Priority 696 530 31%
International Economy 260 294 (12%)
Total International Export Package 956 824 16%
International Domestic^1^ 2,298 2,352 (2%)
Total Average Daily Packages 6,231 5,932 5%
Yield (Revenue Per Package):
U.S. Overnight Box $22.25 $23.94 (7%)
U.S. Overnight Envelope 13.56 13.32 2%
U.S. Overnight Composite 19.88 20.59 (3%)
U.S. Deferred 13.97 15.29 (9%)
U.S. Domestic Composite 17.48 18.71 (7%)
International Priority 51.18 53.52 (4%)
International Economy 36.46 45.52 (20%)
Total International Export Composite 47.18 50.67 (7%)
International Domestic^1^ 7.28 7.15 2%
Composite Package Yield $18.28 $18.57 (2%)
FREIGHT STATISTICS
Average Daily Freight Pounds (000s):
U.S. 8,849 8,015 10%
International Priority 5,501 4,792 15%
International Economy 11,633 13,717 (15%)
International Airfreight 1,575 1,555 1%
Total Avg Daily Freight Pounds 27,558 28,079 (2%)
Revenue Per Freight Pound:
U.S. $1.45 $1.36 7%
International Priority 1.83 1.51 21%
International Economy 0.49 0.59 (17%)
International Airfreight 0.74 0.66 12%
Composite Freight Yield $1.08 $0.97 11%
Operating Weekdays 65 64 2%

1 – International Domestic revenue relates to international intra-country operations.

FEDEX GROUND SEGMENT FINANCIAL AND OPERATING HIGHLIGHTS

First Quarter Fiscal 2021

(Dollars in millions)

(Unaudited)

Three Months Ended<br><br><br>August 31,
2020 2019 %
FINANCIAL HIGHLIGHTS
Revenue $7,040 $5,179 36%
Operating Expenses:
Salaries and employee benefits 1,274 871 46%
Purchased transportation 3,291 2,303 43%
Rentals 264 239 10%
Depreciation and amortization 204 193 6%
Fuel 4 3 33%
Maintenance and repairs 107 87 23%
Intercompany charges 432 375 15%
Other 630 464 36%
Total Operating Expenses 6,206 4,535 37%
Operating Income $834 $644 30%
Operating Margin 11.8% 12.4% (0.6 pts)
OPERATING STATISTICS
Operating Weekdays 65 64 2%
Average Daily Package Volume (000s) 11,559 8,834 31%
Yield (Revenue Per Package) $9.33 $9.13 2%

FEDEX FREIGHT SEGMENT FINANCIAL AND OPERATING HIGHLIGHTS

First Quarter Fiscal 2021

(Dollars in millions)

(Unaudited)

Three Months Ended<br><br><br>August 31,
2020 2019 %
FINANCIAL HIGHLIGHTS
Revenue $1,826 $1,905 (4%)
Operating Expenses:
Salaries and employee benefits 858 919 (7%)
Purchased transportation 170 187 (9%)
Rentals 56 52 8%
Depreciation and amortization 106 94 13%
Fuel 65 123 (47%)
Maintenance and repairs 53 65 (18%)
Intercompany charges 119 126 (6%)
Other 125 145 (14%)
Total Operating Expenses 1,552 1,711 (9%)
Operating Income $274 $194 41%
Operating Margin 15.0% 10.2% 4.8 pts
OPERATING STATISTICS
Operating Weekdays 65 64 2%
Average Daily Shipments (000s):
Priority 71.3 78.5 (9%)
Economy 30.1 32.8 (8%)
Total Average Daily Shipments 101.4 111.3 (9%)
Weight Per Shipment (lbs):
Priority 1,096 1,156 (5%)
Economy 998 960 4%
Composite Weight Per Shipment 1,067 1,098 (3%)
Revenue/Shipment:
Priority $259.90 $255.45 2%
Economy 302.74 295.75 2%
Composite Revenue/Shipment $272.62 $267.34 2%
Revenue/CWT:
Priority $23.71 $22.10 7%
Economy 30.34 30.81 (2%)
Composite Revenue/CWT $25.55 $24.35 5%

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