8-K

PATRIOT NATIONAL BANCORP INC (PNBK)

8-K 2020-12-01 For: 2020-12-01
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Added on April 06, 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): December 1, 2020

PATRIOT NATIONAL BANCORP, INC.

(Exact name of registrant as specified in its charter)

Connecticut 000-29599 06-1559137
(State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)
900 Bedford Street, Stamford, Connecticut 06901
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(Address of principal executive offices) (Zip Code)

Registrant’s telephone number including area code: (203) 324-7500


(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:

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)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock, par value $0.01 per share PNBK NASDAQ Global Market

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. ☐


Section 7 – Regulation FD

Item 7.01 Regulation FD Disclosure

On December 1, 2020, Patriot National Bancorp, Inc. (the “Company”) issued a press release, a copy of which is attached hereto as Exhibit 99.1, regarding its earnings for the period ended September 30, 2020.

The information contained in this Current Report on Form 8-K (including the exhibit) is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), 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, or the Exchange Act, except as otherwise expressly stated in such filing.

Section 9 - Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.

Exhibit No. Description
99.1 Press Release of Patriot National Bancorp, Inc., dated December 1, 2020

SIGNATURE


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.

Patriot National Bancorp, Inc.
December 1, 2020 By: /s/ Joseph D. Perillo
Joseph D. Perillo
Executive Vice President and Chief Financial Officer

ex_216037.htm

Exhibit 99.1

ex_216037img001.jpg

Contacts:
Patriot Bank, N.A. Joseph Perillo Robert Russell Michael Carrazza
900 Bedford Street Chief Financial Officer President & CEO Chairman
Stamford, CT 06901 203-252-5954 203-252-5939 203-251-8230
www.BankPatriot.com

Patriot R eports Minimal ****** N et L oss of $87 thousand ****** ( $.02 per share ) for third quarter 2020 ****** - Loan Loss Provisions lowered; ****** Net Interest and Non-interest Income Improve ******



STAMFORD, CT December 1 , **** 2020 **** (GLOBE NEWSWIRE) – Patriot National Bancorp, Inc. (“Patriot,” “Bancorp” or the “Company”) (NASDAQ: PNBK), the parent company of Patriot Bank, N.A. (the “Bank”), today announced a net loss of $87,000, or $0.02 basic and diluted loss per share for the quarter ended September 30, 2020, compared with a net loss of $1.3 million reported in the second quarter of 2020. The improvement compared with the second quarter of 2020 resulted from a lower provision for loan losses and higher net interest and non-interest income.

The net loss for the nine-month period ended September 30, 2020 was $2.4 million, or $0.62 per fully diluted share, as compared to a net loss of $1.3 million, or $0.33 per fully diluted shares, during the same period in the prior year. The 2020 results to date, reflect lower net interest income and non-interest income.

As of September 30, 2020, total assets decreased 5.8% to $922.9 million, as compared to the second quarter of 2020. The Bank’s net loan portfolio by $41.3 million, to $740.1 million, while total deposits decreased $55.7 million or 7.1%, to $727.4 million in the third quarter of 2020. The decline in loans represented an intentional slow-down in new loan originations as the impact of the pandemic on the local economy was better understood. The decrease in total deposits during the quarter is primarily the result of declines in the use of wholesale brokered deposits and higher-cost certificates of deposits, partially offset by growth in deposits gathered from the prepaid debit card business.

Excluding that change in brokered deposits, total deposits increased $71.0 million or 12.5% since the end of the third quarter in 2019. In July 2020, the Company completed the purchase of prepaid debit card deposits from a prominent national provider and processor of prepaid debit cards for corporate, consumer and government clients. The prepaid debit card deposits totaled approximately $60.0 million as of September 30, 2020.

As far as the impact of COVID-19, Patriot has kept all branches open with customers re-directed to non-contact ATM’s and Live Banker ATMs as on-line banking services continue to be optimized with expanded customer call center staffing. Its multi-year investment to enhance customer’s technological banking experience has been well tested during the pandemic, as from January 1 to September 30, 2020, Patriot’s mobile deposits were up 98%, use of its mobile app banking was up 33%, monthly average log-ins rose 8% and the number of customers completely new to digital banking rose by 30%.

The Bank had provided CARES Act payment relief on loans of approximately $244.4 million. The Bank received some very positive indications of the strength of its borrowers as a significant percentage of the loans deferred as a result of the CARES Act have now resumed normal payments. The majority of the modifications granted to customers expired in November of 2020, the balance of loans modified in conjunction with the CARES Act had declined from the high of $244.4 million to $59.1 million



Patriot President & CEO Robert Russell stated: “Many of the changes implemented during the second and third quarters are showing signs of success and are reflected in the positive profitability trends.  The Bank continues to reshape its leadership team and its balance sheet and has strengthened its capital position to prepare for future growth and profitability of the organization.  As the pandemic continues, Patriot remains prepared to deliver the tools and service required to remain a strong partner with the communities we serve”. Mr. Russell added: “we are very pleased that loans on deferral as a result of the CARES Act have declined from $244.4 million to $59.1 million.”

Financial Results:


As of September 30, 2020, total assets were $922.9 million, as compared to $979.5 million at June 30, 2020 and $972.0 million at September 30, 2019. Net loans receivable totaled $740.1 million, as compared to $781.4 million at June 30, 2020 and $791.9 million at September 30, 2019. Deposits totaled $727.4 million at September 30, 2020, as compared to $783.1 million at June 30, 2020 and $762.1 million at September 30, 2019.

The decline in loans and total assets represents the intentional downsizing of the Bank’s balance sheet as the current economic uncertainties associated with the COVID-19 pandemic are assessed. The Company continues to originate loans, but at a slower pace than in the past, and has seen loan maturities and loan payoffs outpace loan originations during the nine-month period of September 30, 2020.

Total deposits declined $55.7 million during the third quarter of 2020, this was due to a decline of $69.9 million in wholesale brokered deposits, a decline of $51.0 million in certificate of deposits as higher rate non-relationship deposits were allowed to run off, and a decline of $22.7 million in money market deposits, which was partially offset by an increase of $60.0 million in prepaid debit card deposits.

Net interest income was $5.9 million in the third quarter of 2020, an increase of 3.9% from the second quarter of 2020, and a decline of 5.4% from the third quarter of 2019. The year-to-date September 30, 2020 net interest income was $17.9 million, a decrease of 6.8% over the year-to-date September 2019.

Net interest margin was 2.61% in the third quarter of 2020, as compared to 2.46% in the second quarter of 2020 and 2.70% in the third quarter of 2019.

Compared to the prior year, net interest income was negatively impacted by a lower average loan balance, and an increase in the rate paid on FHLB borrowings associated with the conversion of certain borrowings from a low variable teaser rate to higher fixed rate. The decline also reflects the impact of lower interest rates connected with a decline in market interest rates in late first quarter of 2020 connected to the COVID-19 pandemic.

The provision for loan losses in the third quarter of 2020 was $85,000, as compared to $910,000 in the second quarter of 2020 and $100,000 in the third quarter of 2019. The Allowance for Loan losses at September 30, 2020 totals 1.49% of total loans compared with 1.41% at June 30, 2020 and 1.05% at September 30, 2019. The increase in the Allowance as a percent of loans reflects additional provisions in the second and third quarter associated with the estimated impact of the COVID-19 pandemic on the economy and local business community.

Noninterest income was $704,000 in the third quarter of 2020, 81.0% higher than the second quarter of 2020, and 23.3% higher than the third quarter of 2019. The increase was primarily due to gains on sale of SBA loans of $421,000 in the third quarter of 2020. The year-to-date September 30, 2020 noninterest income was $1.5 million, a decline of 27.0% over the year-to-date September 30, 2019. The decrease in noninterest income for the year-to-date period was primarily due to lower realized gains on the sale of SBA loans associated with delays in executing the sale of those loans in 2020.


Noninterest expense was $6.6 million in the third quarter of 2020, 3.9% lower than the second quarter of 2020, and 0.9% lower than the third quarter of 2019. The year-to-date September 30, 2020 non-interest expense was $20.9 million, 5.2% higher than the prior year. The increase in non-interest expense for the year-to-date period was primarily driven by an increase of $694,000 in salaries and benefits and an increase of $297,000 in regulatory assessments expenses in 2020.

The income tax benefit was $6,000 in the third quarter of 2020, representing an effective tax rate of 6.5%. The income tax benefit was $811,000 in the nine-month period ended September 30, 2020, representing an effective tax rate of 25.0%.

As of September 30, 2020, shareholders’ equity was $64.5 million, as compared to $64.2 million at June 30, 2020. Patriot’s book value per share was $16.39 at September 30, 2020, as compared to $16.30 at June 30, 2020. The Bank’s capital ratios continue to be strong, maintaining its “well capitalized” regulatory status. As of September 30, 2020, the Bank’s Tier 1 leverage ratio was 9.35%, Tier 1 risk-based capital ratio was 11.08% and total risk-based capital ratio was 12.33%.

Patriot has currently suspended its quarterly dividend due to the uncertainties surrounding the pandemic however, the Bank hopes to resume when the current economic uncertainties are settled.

Patriot Bank is headquartered in Stamford and operates 9 branch locations: in Scarsdale, NY; and Darien, Fairfield, Greenwich, Milford, Norwalk, Orange, Stamford, Westport, CT with Express Banking locations at Bridgeport/ Housatonic Community College, downtown New Haven and Trumbull at Westfield Mall. The Bank also maintains SBA lending offices in Jacksonville and Stamford, along with a Rhode Island operations center.

* * * * *

About the Company :

Founded in 1994, and now celebrating its 26th year, Patriot National Bancorp, Inc. (“Patriot” or “Bancorp”) is the parent holding company of Patriot Bank N.A. (“Bank”), a nationally chartered bank headquartered in Stamford, CT. Patriot operates with full service branches in Connecticut and New York and provides lending products and services nationally. Patriot’s mission is to serve its local community and nationwide customer base by providing a growing array of banking solutions to meet the needs of individuals and small businesses owners. Patriot places great value in the integrity of its people and how it conducts business. An emphasis on building strong client relationships and community involvement are cornerstones of our philosophy as we seek to maximize shareholder value.

“Safe Harbor” Statement Under Private Securities Litigation Reform Act of 1995 :

Certain statements contained in Bancorp’s public statements, including this one, may be forward looking and subject to a variety of risks and uncertainties. These factors include, but are not limited to: (1) changes in prevailing interest rates which would affect the interest earned on the Company’s interest earning assets and the interest paid on its interest bearing liabilities; (2) the timing of re-pricing of the Company’s interest earning assets and interest bearing liabilities; (3) the effect of changes in governmental monetary policy; (4) the effect of changes in regulations applicable to the Company and the Bank and the conduct of its business; (5) changes in competition among financial service companies, including possible further encroachment of non-banks on services traditionally provided by banks; (6) the ability of competitors that are larger than the Company to provide products and services which it is impracticable for the Company to provide; (7) the state of the economy and real estate values in the Company’s market areas, and the consequent effect on the quality of the Company’s loans; (8) demand for loans and deposits in our market area; (9) recent governmental initiatives that are expected to have a profound effect on the financial services industry and could dramatically change the competitive environment of the Company; (10) other legislative or regulatory changes, including those related to residential mortgages, changes in accounting standards, and Federal Deposit Insurance Corporation (“FDIC”) premiums that may adversely affect the Company; (11) the application of generally accepted accounting principles, consistently applied; (12) the fact that one period of reported results may not be indicative of future periods; (13) the state of the economy in the greater New York metropolitan area and its particular effect on the Company's customers, vendors and communities and other such factors, including risk factors, as may be described in the Company’s other filings with the Securities and Exchange Commission (the “SEC”); (14) political, social, legal and economic instability, civil unrest, war, catastrophic events, acts of terrorism; (15) widespread outbreaks of infectious diseases, including the ongoing novel coronavirus (COVID-19) outbreak; (16) changes in the level and direction of loan delinquencies and write-offs and changes in estimates of the adequacy of the allowance for loan losses; (17) our ability to access cost-effective funding; (18) our ability to implement and change our business strategies; (19) changes in the quality or composition of our loan or investment portfolios; (20) technological changes that may be more difficult or expensive than expected; (21) our ability to manage market risk, credit risk and operational risk in the current economic environment; (22) our ability to enter new markets successfully and capitalize on growth opportunities; (23) changes in consumer spending, borrowing and savings habits; (24) our ability to retain key employees; and (25) our compensation expense associated with equity allocated or awarded to our employees.


PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS (Unaudited)
(In thousands, except share data) September 30, 2020 June 30, 2020 September 30, 2019
--- --- --- --- --- --- --- --- --- ---
Assets **** **** **** **** **** **** **** **** ****
Cash and due from banks:
Noninterest bearing deposits and cash $ 3,231 $ 1,616 $ 3,157
Interest bearing deposits 46,405 64,280 46,844
Total cash and cash equivalents 49,636 65,896 50,001
Investment securities:
Available-for-sale securities, at fair value 47,823 46,624 50,057
Other investments, at cost 4,450 4,450 4,963
Total investment securities 52,273 51,074 55,020
Federal Reserve Bank stock, at cost 2,783 2,897 2,889
Federal Home Loan Bank stock, at cost 4,503 4,503 4,477
Gross loans receivable 751,298 792,500 800,314
Allowance for loan losses (11,171 ) (11,148 ) (8,405 )
Net loans receivable 740,127 781,352 791,909
SBA loans held for sale 6,824 7,579 4,103
Accrued interest and dividends receivable 6,834 5,624 3,538
Premises and equipment, net 33,632 33,962 34,883
Other real estate owned 1,954 2,400 2,400
Deferred tax asset, net 12,066 12,180 11,495
Goodwill 1,107 1,107 1,107
Core deposit intangible, net 567 586 642
Other assets 10,623 10,384 9,521
Total assets $ 922,929 $ 979,544 $ 971,985
Liabilities **** **** **** **** **** **** **** **** ****
Deposits:
Noninterest bearing deposits $ 161,871 $ 97,360 $ 80,772
Interest bearing deposits 565,560 685,728 681,284
Total deposits 727,431 783,088 762,056
Federal Home Loan Bank and correspondent bank borrowings 90,000 90,000 100,000
Senior notes, net 11,909 11,890 11,834
Subordinated debt, net 9,774 9,767 9,745
Junior subordinated debt owed to unconsolidated trust, net 8,108 8,106 8,100
Note payable 1,044 1,094 1,242
Advances from borrowers for taxes and insurance 2,492 3,773 2,182
Accrued expenses and other liabilities 7,634 7,654 8,647
Total liabilities **** 858,392 **** 915,372 **** 903,806
Commitments and Contingencies - - -
Shareholders' equity **** **** **** **** **** **** **** **** ****
Preferred stock - - -
Common stock 106,293 106,251 106,118
Accumulated deficit (41,210 ) (41,123 ) (37,222 )
Accumulated other comprehensive loss (546 ) (956 ) (717 )
Total shareholders' equity **** 64,537 **** 64,172 **** 68,179
Total liabilities and shareholders' equity $ 922,929 $ 979,544 $ 971,985

PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)
Three Months Ended Nine Months Ended
--- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
(In thousands, except per share amounts) September 30, 2020 June 30, 2020 September 30, 2019 September 30, 2020 September 30, 2019
Interest and Dividend Income **** **** **** **** **** **** **** **** **** **** **** **** **** ****
Interest and fees on loans $ 8,578 $ 9,111 $ 10,245 $ 27,722 $ 30,345
Interest on investment securities 340 378 430 1,134 1,207
Dividends on investment securities 85 90 112 313 344
Other interest income 28 24 225 187 795
Total interest and dividend income 9,031 9,603 11,012 29,356 32,691
Interest Expense **** **** **** **** **** **** **** **** **** **** **** **** **** ****
Interest on deposits 2,028 2,792 3,655 8,020 10,452
Interest on Federal Home Loan Bank borrowings 628 638 602 1,963 1,467
Interest on senior debt 229 228 229 686 686
Interest on subordinated debt 235 253 277 756 845
Interest on note payable and other 5 5 6 15 20
Total interest expense 3,125 3,916 4,769 11,440 13,470
Net interest income 5,906 5,687 6,243 17,916 19,221
Provision for Loan Losses 85 910 100 1,799 3,202
Net interest income after provision for loan losses 5,821 4,777 6,143 16,117 16,019
Non-interest Income **** **** **** **** **** **** **** **** **** **** **** **** **** ****
Loan application, inspection and processing fees 54 40 32 147 74
Deposit fees and service charges 73 66 123 253 366
Gains on sale of loans 380 72 188 464 864
Rental income 131 131 137 393 459
Other income 66 80 91 257 312
Total non-interest income 704 389 571 1,514 2,075
Non-interest Expense **** **** **** **** **** **** **** **** **** **** **** **** **** ****
Salaries and benefits 3,460 3,645 3,480 10,966 10,272
Occupancy and equipment expenses 810 921 937 2,680 2,598
Data processing expenses 433 371 357 1,194 1,088
Professional and other outside services 627 726 721 2,137 2,233
Project expenses, net 6 54 212 154 277
Advertising and promotional expenses 107 123 63 377 255
Loan administration and processing expenses 75 36 44 135 101
Regulatory assessments 355 364 152 1,159 862
Insurance expenses 67 78 65 215 160
Communications, stationary and supplies 118 133 118 371 383
Other operating expenses 560 439 530 1,491 1,626
Total non-interest expense 6,618 6,890 6,679 20,879 19,855
(Loss) income before income taxes (93 ) (1,724 ) 35 (3,248 ) (1,761 )
(Benefit) provision for income taxes (6 ) (446 ) 8 (811 ) (456 )
Net (loss) income $ (87 ) $ (1,278 ) $ 27 $ (2,437 ) $ (1,305 )
Basic (loss) earnings per share $ (0.02 ) $ (0.32 ) $ 0.01 $ (0.62 ) $ (0.33 )
Diluted (loss)earnings per share $ (0.02 ) $ (0.32 ) $ 0.01 $ (0.62 ) $ (0.33 )

FINANCIAL RATIOS AND OTHER DATA
Three Months Ended Nine Months Ended
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
(Dollars in thousands) September 30, 2020 June 30, 2020 September 30, 2019 September 30, 2020 September 30, 2019
Quarterly Performance Data: **** **** **** **** **** **** **** **** **** **** **** **** **** **** ****
Net (loss) income $ (87 ) $ (1,279 ) $ 26 $ (2,437 ) $ (1,305 )
Return on Average Assets -0.04 % -0.52 % 0.01 % -0.33 % -0.08 %
Return on Average Equity -0.53 % -7.89 % 0.15 % -4.96 % -1.07 %
Net Interest Margin 2.61 % 2.46 % 2.70 % 2.61 % 1.22 %
Efficiency Ratio 100.12 % 113.41 % 98.02 % 107.46 % 93.24 %
Efficiency Ratio excluding project costs 100.03 % 112.51 % 94.92 % 106.66 % 91.94 %
% increase loans -5.20 % -3.22 % -1.41 % -7.49 % 2.55 %
% increase deposits -7.11 % -2.51 % -0.72 % -5.47 % 2.53 %
Asset Quality: **** **** **** **** **** **** **** **** **** **** **** **** **** **** ****
Nonaccrual loans $ 20,440 $ 21,593 $ 19,183 $ 20,440 $ 19,183
Other real estate owned $ 1,954 $ 2,400 $ 2,400 $ 1,954 $ 2,400
Total nonperforming assets $ 22,394 $ 23,993 $ 21,583 $ 22,394 $ 21,583
Nonaccrual loans / loans 2.72 % 2.72 % 2.40 % 2.72 % 2.40 %
Nonperforming assets / assets 2.43 % 2.45 % 2.22 % 2.43 % 2.22 %
Allowance for loan losses $ 11,171 $ 11,148 $ 8,405 $ 11,171 $ 8,405
Valuation reserve $ 492 $ 485 $ 1,252 $ 492 $ 1,252
Allowance for loan losses with valuation reserve $ 11,663 $ 11,633 $ 9,657 $ 11,663 $ 9,657
Allowance for loan losses / loans 1.49 % 1.41 % 1.05 % 1.49 % 1.05 %
Allowance / nonaccrual loans 54.65 % 51.63 % 43.81 % 54.65 % 43.81 %
Allowance for loan losses and valuation reserve / loans 1.55 % 1.47 % 1.20 % 1.55 % 1.20 %
Allowance for loan losses and valuation reserve / nonaccrual loans 57.06 % 53.87 % 50.34 % 57.06 % 50.34 %
Gross loan charge-offs $ 75 $ 691 $ 282 $ 810 $ 2,589
Gross loan (recoveries) $ (13 ) $ (13 ) $ (128 ) $ (67 ) $ (183 )
Net loan charge-offs (recoveries) $ 62 $ 678 $ 154 $ 743 $ 2,406
Capital Data and Capital Ratios **** **** **** **** **** **** **** **** **** **** **** **** **** **** ****
Book value per share (1) $ 16.39 $ 16.30 $ 17.37 $ 16.39 $ 17.37
Shares outstanding 3,937,041 3,935,841 3,925,002 3,937,041 3,925,002
Bank Capital Ratios: ****** ****** ****** ****** ****** ****** ****** ****** ****** ****** ****** ****** ****** ****** ******
Leverage Ratio 9.35 % 9.03 % 9.47 % 9.35 % 9.47 %
Tier 1 Capital 11.08 % 10.52 % 10.82 % 11.08 % 10.82 %
Total Risk Based Capital 12.33 % 11.77 % 11.81 % 12.33 % 11.81 %
(1)  Book value per share represents shareholders' equity divided by outstanding shares.
---
Deposits: **** **** **** **** ****
--- --- --- --- --- ---
June 30, September 30,
(In thousands) 2020 2019
Non-interest bearing: **** **** **** **** ****
Non-interest bearing 102,004 $ 95,932 $ 80,772
Prepaid DDA 59,867 1,428 -
Total non-interest bearing 161,871 97,360 80,772
Interest bearing: **** **** **** **** ****
NOW 29,518 26,941 23,675
Savings 91,169 70,230 57,390
Money market 142,909 165,658 125,934
Certificates of deposit, less than 250,000 133,754 160,258 170,814
Certificates of deposit, 250,000 or greater 44,042 60,066 62,702
Listed Deposits 33,173 41,690 44,140
Brokered deposits 90,995 160,885 196,629
Total Interest bearing 565,560 685,728 681,284
Total Deposits 727,431 $ 783,088 $ 762,056

All values are in US Dollars.