Half Yearly Report

RNS Number : 2192Y
Tracsis PLC
28 February 2012
 



Tracsis plc

("Tracsis" or the "Company" and with its subsidiaries the "Group")

Interim results for the six months ended 31 January 2012

                                               

 

Tracsis, a developer and aggregator of resource optimisation software, remote condition monitoring technology, and consultancy services to passenger transport industries, is pleased to announce its interim results for the six months ended 31 January 2012.

 

 

Highlights:

 

·      Increase in revenue to £3.66m (H1 2011: £1.24m), reflecting very strong trading performance across the Group

 

·      Adjusted EBITDA* increased to £1.26m (H1 2011: £180k), with Profit Before Tax of £1.13m (H1 2011: £127k)

 

·      Basic Earnings Per Share increased to 3.47p (H1 2011: 0.47p)

 

·      Healthy balance sheet maintained. Cash at bank now stands at £5.95m and the business remains debt free. The Group generated £1.26m of cash in the six month period

 

·      Strong visibility on H2 order book resulting in management expectation that full year outturn will exceed current market expectations

 

·      Due to strength of trading and general outlook going forwards the Company announces payment of an interim dividend of 0.2p per share. This maiden dividend signals the adoption of a progressive dividend policy.

 

·      The Group continues to appraise new acquisition opportunities as part of the Company's broader strategy to consolidate/aggregate complimentary businesses within the optimisation and data capture/reporting field.

* Earnings before finance income, tax, depreciation, amortisation, exceptional items and share-based payment charges

 

John McArthur, Chief Executive Officer, commented: 

 

"These interim results reflect the Group's continued growth and maturity as a diversified technology company with both revenues and profits increasing significantly against the same period last year. The contribution made by MPEC Technology Limited has been a significant boost and we believe their success demonstrates increasing strength and depth with our market offering.  Trading across the rest of the Group has remained strong and Tracsis continues to boast a healthy balance sheet.  We remain excited about further growth opportunities, both organic and by way of acquisition.

 

As a result of recent trading, profitability and general outlook, Tracsis will initiate the start of a progressive dividend policy which our Board believe is sensible and sustainable.  This policy endorses our success achieved to date and also our strong belief in the future growth of the business."

 

 

Enquiries:

 

John McArthur, Tracsis plc

Tel: 0845 125 9162

Katy Mitchell, WH Ireland Limited

Tel: 0113 394 6618

 

Chairman's and Chief Executive Officer's Report

 

Business Summary

I am pleased to report on a period of further growth and success for the Tracsis Group for the first six months of the 2011/12 financial year.  All areas of the Group have enjoyed growth compared to the same period last year, and in particular there was a strong performance from MPEC Technology Limited (MPEC) which was acquired in June 2011.

 

Operationally, our business continues to expand to meet the needs of our customers and in the past 6 month period there has been a significant recruitment drive within both our consultancy, software and hardware divisions.  We continue to develop our range of resource optimisation and reporting technologies and are now looking at ways of integrating these systems together with the goal of shortening overall planning horizons which will bring further benefit to our customers.  

 

Software

Whilst there are healthy indicators to suggest rail markets continue to grow, software sales in the current economic climate has been challenging.  Our target customers continue to suffer from cost pressures partly imposed by the recession at large and also in part due to cuts in public sector funding.  Coupled with these pressures, UK Rail is going through widespread evolution as operating companies become increasingly aligned with Network Rail.  This change holds new opportunities for Tracsis but we believe it has slowed the decision making process with potential customers.  However, in spite of this the Group achieved several new contract wins in the 6 month period and secured a three year deal with a major rail operator, as announced on 11 January 2012.  

 

In addition to opportunities in the UK, the Group has won new software sales in Sweden and a pilot project in Australia.  Looking ahead, we anticipate further software sales being made in Scandinavia and Australia/New Zealand but the Group does not underestimate the challenge posed in entering new markets and we remain cost conscious about how best to do this.

 

Consultancy and services

Our consultancy teams remain busy with high utilisation which has been buoyed by recent re-franchising activity which will continue throughout 2012 and for several years thereafter.  This provides Tracsis with good visibility on services revenue in the coming months and provides confidence in H2 consultancy revenue.  We are currently engaged with multiple organisations that are taking part in these tenders and provide them with a wide range of operational planning consultancy and advice.  Furthermore, demand for our passenger counting and analytics services has been considerably higher than expected.  This seems to be partly due to the general rise in the rail consulting market but moreover we believe this is due to the concerted efforts this part of the business has made to win new sales and raise our profile with potential customers.

 

 

Hardware

Revenue from our intelligent condition monitoring software and hardware products has contributed a significant amount to the overall Group performance in this period.  The Group is mid-way through a Framework Agreement with a major infrastructure provider which has led to significant and sustained demand for our condition monitoring and data logging equipment.  As announced on 21 February 2012, MPEC recently secured a further order with a value of £2.9m.  This order will be fulfilled over the coming 12 months and suffice to say this will make a large contribution to both our final results for 2011/12 and for the first half of the new financial year.  Looking ahead the Board remain confident that the market for intelligent condition monitoring is set for growth although we remain cautious about the timing of large orders which can be difficult to predict.

 

Dividend

Due to strong trading in the period and a positive market outlook, the Directors are pleased to introduce a progressive dividend policy, commencing with the initial payment of 0.2p per share at the interim stage.  It is hoped that this will increase progressively over time, but such payments will clearly depend on future profitability and growth.  The Directors believe that the adoption of such a policy is a sensible step forward in the evolution of the Group and is an endorsement of management's confidence that further profitable growth can be achieved in the future. The dividend will be payable on 30 March 2012 to shareholders on the Register at 16 March 2012.

 

Income statement

A summary of the Group's results is set out below. These figures reflect both the strong contribution of MPEC and also continued organic growth, with the net result that both revenues and profits are significantly ahead of the corresponding period last year, and profits at the interim stage are ahead of the full year results for the year ended 31 July 2011. Much of the growth has come from MPEC, and whilst management have confidence such growth will continue, this cannot be guaranteed.

 


Six months

 

Six months 

Year 


ended

 

ended 

ended 


31 January

 

31 January 

31 July 


2012 

 

2011 

2011 


£'000

£'000 

£'000 

Turnover

3,658

1,244 

4,083 

Adjusted EBITDA*

1,258

180 

1,242 

Operating profit

1,109

119 

1,098 

Profit for the period

836

91 

907 

 

 

 

Revenues are derived from the sale of software licences along with associated customer support and maintenance contracts, the supply of data capture and reporting technologies, and the provision of consultancy services to companies in the passenger transport industries.  Sales revenue is analysed further below:

 


Six months

 

Six months 

Year 


ended

 

ended 

ended 


31 January

 

31 January 

31 July 


2012

 

2011 

2011 


£'000

£'000 

£'000 

Software licences

592

512 

1,138

Post contract customer support

165

139 

304

Consultancy services, training & other revenue*

931

 593 

1,573

Hardware

1,970

-

1,068

Total revenue

3,658

1,244 

4,083

 

 

Balance sheet

The Group continues to have a robust balance sheet, with no external borrowings. Cash balances have increased by £1,260,000 in the period, from £4,690,000 at 31 July 2011 to £5,950,000 at 31 January 2012 with the principal elements of the movement being:


Six months

 

Six months 

Year 


ended

 

ended 

ended 


31 January

 

31 January 

31 July 


2012

 

2011 

2011 


£'000

£'000 

£'000 

Net cash flow from operating activities

1,275

490

1,701

Net cash used in investing activities

(15)

(127)

(1,497)

Net cash from financing activities

 -

 -

1,940 

Movement during the period

 1,260

 363

2,144 

 

The Group has always been in a strong financial position, with significant cash balances maintained.  Following the raising of £1.95m in the previous financial year, the position was strengthened further.  Due to continued tight cost control and proactive working capital management, the cash position has increased further to £5.95m.  It is the Group's strategy to identify suitable acquisition opportunities in which to invest this cash, which will contribute towards the on-going growth of the Group in the future. The Group continually appraises new potential acquisition opportunities, but has strict criteria to meet before proceeding.

 

It is anticipated that a significant amount, if not all, of the £1m deferred consideration in respect of the MPEC acquisition will be paid by the end of the financial year. This liability is fully provided in the accounts, and the settlement will represent the significant achievements MPEC has made since its acquisition in June 2011.

 

Outlook

Despite a challenging economic climate, the Group has performed well and looks forward to developing its range of products and services in the future. There are many opportunities for growth in both the UK and abroad, and the Group is actively seeking to capitalise on these whilst at the same time assessing new acquisition targets.

 

 

 

RD Jones

Chairman

JC McArthur

Chief Executive Officer

 

28 February 2012


 

 

Tracsis plc

Condensed consolidated interim income statement

For the six months ended 31 January 2012

 


Unaudited

Unaudited

Audited


Six months 

Six months 

Year 


ended 

ended 

ended 


31 January 

31 January 

31 July 


2012

2011

2011 


£'000

£'000 

£'000 

Revenue




- continuing

1,688

1,244

3,015

- acquisitions

1,970

-

1,068

Total revenue

3,658

1,244

4,083


Cost of sales

(794)

-

(472)





Gross profit

2,864

1,244

3,611


Administrative costs

(1,755)

(1,125)

(2,513)


Adjusted EBITDA *

1,258

180

1,242

Amortisation of intangible assets

(111)

(46)

(115)

Depreciation

(24)

(4)

(20)

Exceptional item: Contingent consideration surplus

-

-

45

Exceptional item: Acquisition costs

-

-

(37)

Share-based payment charges

(14)

(11)

(17)

Operating profit




 - continuing

367

119

741

 - acquisitions

742

-

357

Total operating profit

1,109

119

1,098

Finance income

25

8

17 

Profit before tax

1,134

127

1,115 

Taxation

(298)

(36)

(208)

Profit for the period

836

91 

907 





Earnings per ordinary share




Basic

3.47p

0.47p

4.49p

Diluted

3.44p

0.43p

4.48p

 



Condensed consolidated statement of comprehensive income

For the six months ended 31 January 2012

 


Unaudited Six months

Unaudited

Six months

Audited

Year 


ended

 

ended

ended 


31 January

 

31 January

31 July 


2012

 

2011

2011 


£'000

£'000

£'000 

Profit for the period

836

91

907 





Total comprehensive income attributable to equity holders of the parent

 

836

 

91

 

907 





 

Tracsis plc

Condensed consolidated interim balance sheet

As at 31 January 2012


Unaudited

At

Unaudited

At

Audited

At 


31 January

 

31 January

31 July 


2012

 

2011

2011 


£'000

£'000

£'000 

Non-current assets




Property, plant and equipment

467

17

474 

Intangible assets

4,357

2,305

4,470 


4,824

2,322

4,944 

Current assets




Inventories

230

-

134 

Trade and other receivables

1,368

650

1,982 

Cash and cash equivalents

5,950

2,909

4,690 


7,548

3,559

6,806 





Total assets

12,372

5,881

11,750 





Non-current liabilities




Deferred tax liabilities

797

362

817


797

362

817

Current liabilities




Trade and other payables

2,449

527

2,737

Current tax liabilities

620

198

540


3,069

725

3,277





Total liabilities

3,866

1,087

4,094





Net assets

8,506

4,794

7,656





Equity attributable to equity holders of the company



Called up share capital

96

78

96 

Share premium reserve

3,762

1,839

3,762 

Merger reserve

935

836

935 

Share based payments reserve

153

133

139 

Retained earnings

3,560

1,908

2,724 

Total equity

8,506

 4,794

7,656 

 

 

Tracsis plc

Consolidated statement of changes in equity

For the six months ended 31 January 2012


 

 

Share Capital

 

Share- Based Payments Reserve

 

 

 

Retained Earnings

 

 

 

 

Total 

Unaudited

£'000

£'000 

£'000 

£'000 

At 1 August 2010

78 

1,839

836

122

1,817

4,692

Profit for the six month period ended 31 January 2011

91 

91 

Total comprehensive income

91 

91 

Transactions with owners:







Share based payment charges

11 

11 

At 31 January 2011

78 

1,839 

836 

133 

1,908 

4,794 

 

Audited





At 1 August 2010

78 

1,839 

836

122

1,817

4,692

Profit for the year ended 31 July  2011

907

907

Total comprehensive income

907

907

Transactions with owners:







Share based payment charges

17 

17

Shares issued as consideration for business combinations

 

 

 

99

 

 

 

100 

Share Placing

17

1,933

-

-

-

1,950

Expenses of share issues

(10) 

-

(10) 

At 31 July 2011

96 

3,762

935

139

2,724

7,656

 

Unaudited







At 1 August 2011

96

3,762

935

139

2,724

7,656

Profit for the six month period ended 31 January 2012

836

836

Total comprehensive income

836

836

Transactions with owners:







Share based payment charges

14 

14

At 31 January 2012

96 

3,762 

935 

153 

3,560

8,506

 

 

 

Tracsis plc

Condensed consolidated interim statement of cash flows

for the six months ended 31 January 2012

 


Unaudited

Six months 

Unaudited

Six months

Audited

Year 


ended 

ended 

ended 


31 January 

31 January 

31 July 


2012 

2011 

2011 


£'000 

£'000 

£'000 

Operating activities




Profit for the period

836

91 

907 

Finance income

(25)

(8)

(17)

Depreciation

24

20 

Amortisation of intangible assets

111

46 

115 

Contingent consideration surplus

-

(45) 

Income tax charge

298

36 

208 

Share based payment charges

14

11 

17 

Operating cash inflow before changes in working capital

1,258

180 

1,205

Movement in inventories

(96)

(15) 

Movement in trade and other receivables

614

404 

(222) 

Movement in trade and other payables

(288)

(63) 

894 

Cash generated from operations

1,488

521 

1,862 

Finance income

25

17 

Income tax paid

(238)

(39)

(178)

Net cash flow from operating activities

1,275

490 

1,701 

Investing activities




Purchase of plant and equipment

(17)

(10)

(453)

Payment of deferred consideration

-

(117)

(122)

Acquisition of subsidiaries

2

-

(922)

Net cash flow used in investing activities

(15)

(127)

(1,497)

Financing activities




Expenses of share issues

-

-

(10) 

Proceeds from the Placing

-

-

1,950

Net cash flow from financing activities

-

-

1,940 

Net increase in cash and cash equivalents

1,260

363

2,144 

Cash and cash equivalents at beginning of period

4,690

2,546

2,546 

Cash and cash equivalents at end of period

5,950

2,909

4,690 

 

 

Notes to the consolidated interim report

For the six months ended 31 January 2012

 

1          Basis of preparation

 

The condensed consolidated interim financial information should be read in conjunction with the annual financial statements for the year ended 31 July 2011, which have been prepared in accordance with International Financial Reporting Standards ("IFRS") as adopted by the European Union.

 

The interim financial information for each of the six month periods ended 31 January 2012 and 31 January 2011 has not been audited and does not constitute statutory accounts within the meaning of section 435 of the Companies Act 2006.  The information for the year ended 31 July 2011 does not constitute statutory accounts within the meaning of section 435 of the Companies Act 2006, but is based on the statutory accounts for that year, on which the Group's auditors issued an unqualified report and which have been filed with the Registrar of Companies.

 

The condensed consolidated interim financial information was approved for issue on 28 February 2012.

 

2          Accounting Policies

 

The accounting policies applied by the Group in these interim financial statements are the same as those applied by the Group in its audited consolidated financial statements for the year ended 31 July 2011 and which will form the basis of the 2012 Annual Report except as described below.  The basis of consolidation is set out in the Group's accounting policies in those financial statements.

 

The preparation of the interim financial statements requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expenses.  Estimates and judgements are continually evaluated and are based on historical experience and other factors, such as expectations of future events and are believed to be reasonable under the circumstances.  Actual results may differ from these estimates.  In preparing these interim financial statements, the significant judgements made by management in applying the Group's accounting policies and the key sources of estimation uncertainty were the same as those applied to the audited consolidated financial statements for the year ended 31 July 2011.

 

3          Changes in accounting policies

 

The following amendments to financial reporting standards were adopted from 1 August 2011, the start of the new financial year. None of them have had a significant impact on the Group:

·      Amendment to IAS 24 'Related Party Disclosures'

·      Amendments as part of the Annual Improvements

Amendments to IFRS 7 'Financial Instruments: Disclosures'

Amendment to IAS 1 'Presentation of financial statements'

Amendments to IAS 34 'Interim Financial Reporting'

·      IFRIC 13 (amendment) 'Customer Loyalty Programmes'

·      IFRIC 14 (amendment) 'The Limit on a Defined Benefit Asset'

 

4          Segmental analysis

 

The Group's revenue and profit was derived from its principal activity which is the development, supply and aggregation of resource optimisation, data capture and reporting technologies and consultancy to companies in the passenger transport industries.

 

In accordance with IFRS 8 'Operating Segments', the Group has made the following considerations to arrive at the disclosure made in these financial statements.

 

IFRS 8 requires consideration of the Chief Operating Decision Maker ("CODM") within the Group.  In line with the Group's internal reporting framework and management structure, the key strategic and operating decisions are made by the Board of Directors, who review internal monthly management reports, budgets and forecast information as part of this.  Accordingly, the Board of Directors are deemed to be the CODM.

 

Operating segments have then been identified based on the internal reporting information and management structures within the Group.  From such information it has been noted that the CODM reviews the business as a single operating segment, receiving internal information on that basis.  The management structure and allocation of key resources, such as operational and administrative resources, are arranged on a centralised basis.  Due to the small size and low complexity of the business, profitability is not analysed in further detail beyond the operating segment level and is not divided by revenue stream.

 

The CODM reviews a split of revenue streams on a monthly basis and, as such, this additional information has been provided below.


Six months ended 31 January 2012

Six months ended 31 January

2011

Year

ended

31 July

2011

Revenue

£'000

£'000

£'000

Software licences

592

512

1,138

Post contract customer support

165

139

304

Consultancy services, training and other revenue

931

593

1,573

Hardware

1,970

-

1,068

Total revenue

3,658

1,244

4,083

 

The principal activity of the Group is based mainly in the United Kingdom hence no geographical analysis is presented.  This position will be monitored as the Group develops.

Reconciliations of reportable segment revenues, profit or loss, assets and liabilities and other material items

 

Information regarding the results of the reportable segment is included below.  Performance is measured based on segment profit before income tax, as included in the internal management reports that are reviewed by the Board of Directors.  Segment profit is used to measure performance.  There are no material inter-segment transactions, however, when they do occur, pricing between segments is determined on an arm's length basis.  Revenues disclosed below materially represent revenues to external customers.

 


 

Six months ended 31 January 2012

 

Six months ended 31 January

2011

 

Year

ended

31 July

2011


  £'000 

£'000 

£'000 

Revenues




Total revenue for reportable segments

3,658

1,244

4,083

Consolidated revenue

3,658

1,244

4,083

Profit or loss




Total profit or loss for reportable segments

1,258

180

1,242

Unallocated amounts:




   Share based payment charge

(14)

(11)

(17)

   Other exceptional items (net)

-

-

8

   Depreciation

(24)

(4)

(20)

   Amortisation of intangible assets

(111)

(46)

(115)

   Interest receivable

25

8

17

Consolidated profit before tax

1,134

127

1,115

 

 


31 January 2012

31 January 2011

31 July

2011


£'000

£'000

£'000

Assets




Total assets for reportable segments

8,015

3,576

7,280

Unallocated assets - intangible assets

4,357

2,305

4,470

Consolidated total assets

12,372

5,881

11,750





Liabilities




Total liabilities for reportable segments

3,069

725

3,277

Unallocated liabilities - deferred tax

797

362

817

Consolidated total liabilities

3,866

1,087

4,094

 

 

 



 

5          Earnings per share

 

Basic earnings per share

 

The calculation of basic earnings per share for the Half Year to 31 January 2012 was based on the profit attributable to ordinary shareholders of £836,000 (Half Year to 31 January 2011: £91,000, Year ended 31 July 2011: £907,000) and a weighted average number of ordinary shares in issue of 24,036,000 (Half Year to 31 January 2011 19,502,000, Year ended 31 July 2011: 20,188,000), calculated as follows:

 

Weighted average number of ordinary shares 

In thousands of shares

 


Six months ended 31 January

2012

Six months ended 31 January

2011

Year

ended

31 July

2011

Issued ordinary shares at start of period

24,036

19,502

19,502

Effect of shares issued related to business combinations

-

-

33

Effect of shares issued for cash

-

-

653

Weighted average number of shares at end of period

24,036

19,502

20,188

 

 

Diluted earnings per share

 

The calculation of basic earnings per share for the Half Year to 31 January 2012 was based on the profit attributable to ordinary shareholders of £836,000 (Half Year to 31 January 2011: £91,000, Year ended 31 July 2011: £907,000) and a weighted average number of ordinary shares in issue after adjustment for the effects of all dilutive potential ordinary shares of 24,267,000 (Half Year to 31 January 2011 21,139,000, Year ended 31 July 2011: 20,245,000):

 

In addition, adjusted EBITDA* is shown below on the grounds that it is a common metric used by the market in monitoring similar businesses.

 


Six months ended 31 January 2012

Six months ended 31 January

2011

Year

ended

31 July

2011


£'000

£'000

£'000

Adjusted EBITDA*

1,258

180

1,242

Basic adjusted EBITDA* per share

5.23p

0.92p

6.15p

Diluted adjusted EBITDA* per share

5.18p

0.85p

6.13p

 

* Earnings before finance income, tax, depreciation, amortisation, exceptional items and share-based payment charges.

 



 

6          Seasonality

 

Historically, the Group's revenue was heavily determined by renewal dates of licence agreements, and more typically took place in the second half of the financial year. Since the acquisition of MPEC Technology Limited, the enlarged Group's revenue is subjected more to the timing and fulfilment of major orders, which can have a significant impact on the revenues in any period, and are difficult to predict.

 

 

7          Dividends

 

The Directors recommend an interim dividend payment of 0.2p per share, with a total value of £48,071. No dividend was paid for the six months ended 31 January 2011, or the year ended 31 July 2011. It is hoped that this will increase progressively over time, but such payments will clearly depend on future profitability and growth. The dividend will be payable on 30 March 2012 to shareholders on the Register at 16 March 2012.

 

 

8          Related party transactions

 

The following transactions took place during the year with other related parties:

 

Group


Purchase of

Amounts owed to


goods and services

related parties







H1 2012

H1 2011

FY 2011

H1 2012

H1 2011

FY 2011


£'000

£'000

£'000

£'000

£'000

£'000








Atraxa Consulting Limited1

-

23

28

-

8

2

Techtran Group Limited2

-

1

1

-

-

-

Leeds Innovation Centre Limited3

23

23

45

4

4

4

First Class Partnerships Limited4

20

-

4

20

-

-

Hull Trains Company Limited5

-

-

-

-

-

-

 



 

 


Sale of

Amounts owed by


goods and services

related parties







H1 2012

H1 2011

FY 2011

H1 2012

H1 2011

FY 2011


£'000

£'000

£'000

£'000

£'000

£'000








Atraxa Consulting Limited1

-

-

-

-

-

-

Techtran Group Limited2

-

-

-

-

-

-

Leeds Innovation Centre Limited3

-

-

-

-

-

-

First Class Partnerships Limited4

-

-

-

-

-

-

Hull Trains Company Limited5

12

-

-

4

-

-

 

 

 

Statement of Directors' Responsibilities

 

The Directors confirm to the best of their knowledge that:

 

i)          The condensed consolidated interim financial information has been prepared in accordance with IAS 34 Interim Financial Reporting as adopted by the European Union; and

 

ii)          The interim management report includes a fair review of the information required by the FSA's Disclosure and 
Transparency Rules (4.2.7 R and 4.2.8 R).

 

Financial statements are published on the Group's website in accordance with legislation in the United Kingdom governing the preparation and dissemination of financial statements, which may vary from legislation in other jurisdictions.  The maintenance and integrity of the Group's website is the responsibility of the Directors.  The Directors' responsibility also extends to the ongoing integrity of the financial statements contained therein.

 

The Directors of Tracsis plc and their functions are listed below.

 

 

Further information for Shareholders

 

Company number:

05019106



Registered office:

Leeds Innovation Centre


103 Clarendon Road


Leeds


LS2 9DF



Directors:

Rodney Jones (Chairman)


John McArthur (Chief Executive Officer)


Dr Raymond Kwan (Chief Technical Officer)


Max Cawthra (Group Finance Director)


John Nelson (Non-Executive Director)


Charles Winward (Non-Executive Director)



Company Secretary:

Max Cawthra

 

 


This information is provided by RNS
The company news service from the London Stock Exchange
 
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Tracsis (TRCS)
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