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The Treasury COVID-19 Information Release June 2020 This document has been prepared for release by the Treasury: https://uniteforrecovery.govt.nz/updates-and-resources/legislation-and-key-documents/proactive-release/ Information Withheld Some parts of this information release would not be appropriate to release and, if requested, would be withheld under the Official Information Act 1982 (the Act). Where this is the case, the relevant sections of the Act that would apply have been identified. Where information has been withheld, no public interest has been identified that would outweigh the reasons for withholding it. Key to sections of the Act under which information has been withheld: [23] 9(2)(a) - to protect the privacy of natural persons, including deceased people [25] 9(2)(b)(ii) - to protect the commercial position of the person who supplied the information or who is the subject of the information [34] 9(2)(g)(i) - to maintain the effective conduct of public affairs through the free and frank expression of opinions [37] 9(2)(i) - to enable the Crown to carry out commercial activities without disadvantage or prejudice [39] 9(2)(k) - to prevent the disclosure of official information for improper gain or improper advantage Where information has been withheld, a numbered reference to the applicable section of the Act has been made, as listed above. For example, a [23] appearing where information has been withheld in a release document refers to section 9(2)(a). Copyright and Licensing Cabinet material and advice to Ministers from the Treasury and other public service departments are © Crown copyright but are licensed for re-use under Creative Commons Attribution 4.0 International (CC BY 4.0) [https://creativecommons.org/licenses/by/4.0/]. For material created by other parties, copyright is held by them and they must be consulted on the licensing terms that they apply to their material. Proactively released
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Page 1: Information Withheld roactively released€¦ · [39] 9(2)(k) - to prevent the disclosure of official information for improper gain or improper advantage Where information has been

The Treasury COVID-19 Information Release

June 2020This document has been prepared for release by the Treasury:

https://uniteforrecovery.govt.nz/updates-and-resources/legislation-and-key-documents/proactive-release/

Information Withheld

Some parts of this information release would not be appropriate to release and, if requested, would be withheld under the Official Information Act 1982 (the Act).

Where this is the case, the relevant sections of the Act that would apply have been identified.

Where information has been withheld, no public interest has been identified that would outweigh the reasons for withholding it.

Key to sections of the Act under which information has been withheld:

[23] 9(2)(a) - to protect the privacy of natural persons, including deceased people

[25] 9(2)(b)(ii) - to protect the commercial position of the person who supplied the information or who is thesubject of the information

[34] 9(2)(g)(i) - to maintain the effective conduct of public affairs through the free and frank expression ofopinions

[37] 9(2)(i) - to enable the Crown to carry out commercial activities without disadvantage or prejudice

[39] 9(2)(k) - to prevent the disclosure of official information for improper gain or improper advantage

Where information has been withheld, a numbered reference to the applicable section of the Act has been made, as listed above. For example, a [23] appearing where information has been withheld in a release document refers to section 9(2)(a).

Copyright and Licensing

Cabinet material and advice to Ministers from the Treasury and other public service departments are © Crown copyright but are licensed for re-use under Creative Commons Attribution 4.0 International (CC BY 4.0) [https://creativecommons.org/licenses/by/4.0/].

For material created by other parties, copyright is held by them and they must be consulted on the licensing terms that they apply to their material.

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Treasury:4261621v2

Treasury Report: New Zealand Post COVID-19 Support

Date: 3 April 2020 Report No: T2020/831 File Number: SE-2-12-1 (Performance Planning

and Monitoring)

Action sought

Action sought Deadline Minister for State Owned Enterprises (Rt Hon Winston Peters)

Note the recommendations in this report Friday, 10 April 2020

Minister of Finance (Hon Grant Robertson)

Agree in-principle your preferred option for providing any funding support to NZ Post Direct Treasury officials to draft the documentation required for the preferred option

Friday, 10 April 2020

Associate Minister of Finance (Hon David Parker)

Note the recommendations in this report Friday, 10 April 2020

Associate Minister for State Owned Enterprises (Hon Shane Jones)

Agree in-principle your preferred option for providing any funding support to NZ Post Direct Treasury officials to draft the documentation required for the preferred option

Friday, 10 April 2020

Contact for telephone discussion (if required)

Name Position Telephone 1st Contact Madeleine Lock Senior Analyst, Commercial

Performance

Shelley Hollingsworth Manager, Commercial Performance

Minister’s Office actions Return the signed report to Treasury [all Ministers offices].

Note any feedback on the quality of the report

Enclosure: Yes – Letter to Shareholding Ministers from the Chair of New Zealand Post

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T2020/831: New Zealand Post COVID-19 Support Page 2

Treasury Report: New Zealand Post COVID-19 Support Executive Summary This report seeks your in-principle decision on the preferred Crown financial support arrangements for New Zealand Post (NZ Post) to mitigate the potential liquidity issues it faces as a result of the economic impacts of COVID-19. NZ Post’s mail and courier services are listed as being essential during the Government’s Level 4 Alert response to the COVID-19 pandemic. The impact of: (i) the domestic market being limited to sending essential goods only, and (ii) the reduction in international air freight capacity, is that significantly lower volumes are entering NZ Post’s network. As an essential service provider, NZ Post is required to maintain full network operations which have a relatively high fixed cost. NZ Post’s cash flows will therefore be materially impacted during the Level 4 Alert, and, depending on market conditions, quite possibly in the months following. NZ Post currently estimates it will run out of cash

if the Level 4 Alert continues for three months. In a downside scenario, it could require up to $150 million of funding to provide adequate access to liquidity up to at least 31 December 2020. With application of the Treasury’s principles developed for the provision of Crown financial support to Large Firms in the COVID-19 market environment (T2020/720 refers), we note that NZ Post faces challenges that cannot be readily addressed through the broad-base Government responses, or private-sector credit channels and capital markets. As an economically significant company, which requires support to continue operations in this uncertain environment, we consider that a targeted approach is justified for NZ Post. We recommend that Ministers agree in principle to provide Crown funding to NZ Post in the form of a two-year convertible debt facility of up to $150 million to buffer the short-term impacts of COVID-19 on the company. The upper limit is based on NZ Post’s most conservative (i.e. worst case) cash-flow forecast. A convertible debt facility is recommended over equity or a non-convertible debt facility because:

a A market-priced debt facility will incentivise NZ Post to only draw down what is

necessary for business continuity, b NZ Post has at least a runway (per its worst-case scenario) before it

exhausts its cash reserves, indicating this to more likely be a prospective liquidity issue rather than a potential solvency issue,

c Convertible debt offers flexibility to NZ Post’s liquidity position for both the potential

downside and the possible recovery impacts from the COVID-19 situation, d NZ Post operates in a competitive market and has listed unsecured and subordinated

bonds (features which further justify a commercial solution), and e

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T2020/831: New Zealand Post COVID-19 Support Page 3

If confirmed at the Budget 2020 Cabinet meeting on Monday (6 April 2020), NZ Post will have access to a $130 million three-year appropriation for mail services, per an arrangement under section 7 of the State Owned Enterprises Act 1986, which is intended to be available for it to draw on from 1 July 2020. We consider that the underlying rationale for the Crown to enter into this purchase agreement with NZ Post for mail services still stands, regardless of the change in market conditions.

The impact of a convertible debt facility, paired with the section 7 arrangement, is that NZ Post will have immediate access to cash, while still separating the Crown’s ownership interest in NZ Post from the Government’s broader communications policy objectives. If Ministers agree in principle to provide a convertible debt facility to NZ Post, we will engage with an external advisor on pricing mechanisms and parameters of the facility. We will then provide further advice to shareholding Ministers on the proposed key terms of the funding agreement by 23 April 2020, before Ministers seek approval from Cabinet. Recommended Action We recommend that you either: (Option A – Convertible debt facility – preferred Treasury recommendation) a agree in principle to provide a convertible Crown debt facility (on commercial terms) of

up to $150 million to NZ Post to provide the company with liquidity support as a result of COVID-19 market impacts.

Agree/disagree. Agree/disagree. Minister of Finance Associate Minister for State Owned

Enterprises And b direct the Treasury to proceed with negotiating the commercial terms of the agreement

and drafting documentation for the Crown to issue a convertible debt facility to NZ Post, before seeking approval from shareholding Ministers.

Agree/disagree. Agree/disagree. Minister of Finance Associate Minister for State Owned

Enterprises

c note that the convertible debt facility will have a corresponding initial impact on net core Crown debt when drawn-down which will be reversed upon repayment of the debt.

d

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e note that the convertible debt facility (all or part thereof) could be converted into equity at the election of the Crown if the impact of the COVID-19 pandemic is more severe than currently anticipated and NZ Post faces a solvency issue as a result.

OR (Option B – Crown equity) f agree in principle to provide balance sheet support to NZ Post in the form of equity

through a share subscription of an amount to be determined through further work, and direct the Treasury to provide further information of the details of the equity injection and the appropriation required to do so.

Agree/disagree. Agree/disagree. Minister of Finance Associate Minister for State Owned

Enterprises OR (Option C – Non-convertible Crown debt facility) g agree in principle to provide a Crown loan to NZ Post of a facility up to $150 million,

and direct the Treasury to provide further information on the documentation required to do so, and the commercial terms of a debt facility.

Agree/disagree. Agree/disagree. Minister of Finance Associate Minister for State Owned

Enterprises h note that all options for funding identified (A, B and C) will require Ministers to seek

Cabinet approval. i refer this report to the Minister of Broadcasting, Communications and Digital Media. Refer/not referred. Refer/not referred.

Minister of Finance Associate Minister for State Owned Enterprises Shelley Hollingsworth Manager, Commercial Performance Rt Hon Winston Peters Hon Grant Robertson Minister for State Owned Enterprises Minister of Finance Hon David Parker Hon Shane Jones Associate Minister of Finance Associate Minister for State Owned

Enterprises

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T2020/831: New Zealand Post COVID-19 Support Page 5

Treasury Report: New Zealand Post COVID-19 Support Purpose of Report

1. This report seeks your in-principle decision on the preferred Crown financial support

arrangements for New Zealand Post (NZ Post) to mitigate the potential liquidity issues it faces as a result of the economic impacts of COVID-19.

2. If you agree to provide financial support to NZ Post, this report will be followed by:

a advice on the proposed terms for the support instrument based on the in-principle decision; and

b a draft Cabinet paper seeking agreement to provide the support instrument; followed by

c final legal documents setting out the terms of the support instrument. Background

NZ Post earnings and cash flow will be significantly impacted during the Level 4 Alert period

3. NZ Post is considered an essential service for the purposes of transport and logistics

services during the Government’s Level 4 Alert response to the COVID-19 pandemic.

4. The impacts of COVID-19 on NZ Post’s business are two-fold:

a Only items that are considered essential services can enter NZ Post’s courier and mail network during the Level 4 Alert. Currently only around 100 of NZ Post’s 2000 major corporate senders are considered essential businesses.

b Commercial airlines have grounded the majority of the planes that would typically

also carry air freight. This reduction in airfreight capacity significantly affects inbound mail and parcel volumes,

5. The result of the above impacts is that significantly lower volumes will be entering NZ Post’s domestic network during the Level 4 Alert, while it is required to maintain full network operations, including its international depot, at a relatively high fixed cost.

6. NZ Post estimates revenues may be reduced by over 70% of pre-COVID-19 forecasts during the Level 4 Alert, although there may be some upside to these estimates as the Government continues to broaden the list of what are considered “essential” goods.

NZ Post could face a short-term liquidity issue 7. NZ Post has in cash1 on its balance sheet as at 31 March 2020.

8. NZ Post estimates in its most recent cash-flow modelling,2 it will run out of cash

if the Level 4 Alert continues for three months.

1 Cash and cash equivalents, excluding treasury cash.

2 See Annex 1, NZ Post most recent Cash-Flow scenario.

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9. NZ Post note that its forecasts from 1 July 2020 to 30 September 2020 are less certain.

Upside or downside variations in the expected cash short-fall could be impacted by a range of factors:

a The length of the level 4 Alert (currently modelled at three months).

b Variance in expected revenue due to changes in factors such as customer

demand during and following the lockdown period, debtor ability to pay, and air freight capacity.

c The success of NZ Post’s Budget 2020 bid for mail services (due to be confirmed on Monday, 6 April 2020 and discussed below).4 If the bid is not successful, the support NZ Post is likely to need will increase by a total of around $8 million until 30 September 2020.

d

10. Based on conservative modelling assumptions from NZ Post, and the model testing we

have performed we expect NZ Post in a worse-case scenario may require up to $150 million of liquidity support to the end of September 2020. We have utilised NZ Post’s most conservative cash flow model, as there is significant uncertainty as to the duration of the Level 4 Alert period and the ability of NZ Post to collect receipts from customers in the short-term, which are key drivers of net cash outflows.

An appropriation for mail services is being considered through Budget 2020 11. If confirmed at the Budget 2020 Cabinet meeting on Monday (6 April 2020), NZ Post is

likely to have access to a $130 million appropriation for mail services, which is intended to be available for NZ Post to draw down on from 1 July 2020. Through an agreement under Section 7 of the State Owned Enterprises Act 1986, the funding provides for the continuation of mail services that are now non-commercial for NZ Post (under normal market conditions). The level of mail services are determined by NZ Post’s Deed of Understanding with the Crown (the Deed).

12. The $130 million is for a three-year period, and the terms of the Budget 2020 bid stipulated that the draw-down be capped at the net loss from providing mail services in each financial year ending 30 June 2021 to 30 June 2023

13. The Treasury proposes that any funding for liquidity support provided to NZ Post by the Crown as a result of COVID-19 market impacts, be provided as separate from the section 7 mail funding agreement (i.e. the Budget 2020 bid for mail funding).

However, NZ Post and the Crown will not have clarity on this in the short-term. Putting the funding agreement in place as intended separates the

3

4 Under section 7 of the State Owned Enterprises Act 1986, which allows for the Government to enter into an agreement under which a State owned enterprise will provide goods or services in return for payment from the Crown.

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Government’s social policy objectives through mail procurement, from its commercial ownership objectives.

Principles for intervention The Treasury’s principles on Large Firm Support provide guidance for intervention 14. The Treasury has provided you with advice5 on the principles that the Crown may wish

to consider, should it be approached by large firms to request bespoke funding solutions to counter the market impacts of COVID-19. The principles6 outline that support should first be provided to firms that are economically significant. Initial interventions for these large firms should focus on broad-based options that take advantage of existing resilience. We have applied these principles to reach our recommendations for funding support for NZ Post.

There is rationale for a direct intervention, applying these principles 15. NZ Post is considered an economically significant business. It is the sole Universal

Service Operator for mail services (via the Deed); it employs 4,735 FTEs and 1,800 contractors7 across New Zealand; and it has positive social and economic externalities associated with the services it provides.

16. The principles advocate a preference for using existing commercial solutions before seeking bespoke Crown funding solutions. NZ Post faces challenges that cannot be readily addressed through the broad-base Government response of fiscal and monetary policy, or private-sector credit channels and capital markets. This is due to:

a the scale of the expected impact (which outweighs the Government wage subsidy

and other support);

b

c NZ Post is an essential service provider during the Level 4 lockdown and requires

support for continuity of business operations in the short to medium term.

17. In addition, the ability for NZ Post to divest its 53% stake in Kiwi Group Holdings Limited (KGH) is limited in the short-term

This restricts NZ Post’s ability to access proceeds from the non-core investment to provide liquidity for its core mail and parcel operations.

18. Note that NZ Post was expected to be a sustainable business if the mail funding Budget bid is approved and only requires extra Crown funding support for continuity of business operations due to the impacts of the Level 4 Alert period.

19. Accordingly, NZ Post meets the criteria for Large Firm support and a targeted approach is justified.

5 T2020/720 on Large Firm Support sets out principles for intervention as a result of COVID-19 market

impacts.

6 The four key principles identified in the Large Firm support advice are: (i) utilise its strengths and minimise weaknesses; (ii) focus on what it can deliver; (iii) not crowd out private sector solutions; and (iv) ensure firms and capital markets retain an incentive to manage risk.

7 As at 31 March 2020.

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Proposed package for balance sheet support 20. We recommend that the $130 million Section 7 arrangement for mail services

progresses as planned, and is available to draw down on from 1 July 2020 (an existing solution being considered as part of Budget 2020).

21. In addition, we propose that funding support is provided to address NZ Post’s potential liquidity issues as a result of COVID-19 market impacts.

22. Options for Crown funding to support NZ Post’s liquidity include: a A Crown debt facility, convertible to equity at the Crown’s election (consistent

with the commercial approach taken for Air New Zealand Limited (Air NZ));

b Equity (through a share subscription, vis-à-vis the approach taken for Airways Corporation of New Zealand Limited (Airways)); or

c Non-convertible Crown debt (on commercial terms).

23. We recommend providing a convertible debt facility as funding for liquidity support to buffer the short-term impacts of COVID-19 of up to $150 million. However, the quantum of the facility may be refined in the next stage of negotiations, if Ministers agree in-principle on the convertible facility.

24. The proposed quantum is based on NZ Post’s most conservative modelling, which forecasts

at the end of September 2020. Adjustments have then been made for the wage subsidy, the section mail 7 funding,which reduces the worst-case required support funding to up to around $150 million.

25. A convertible debt facility is recommended over equity for the following reasons:

a NZ Post is a State Owned Enterprise, so commercial principles should apply,

i Any convertible debt facility should be provided by the Crown to NZ Post on

commercial terms and have a market-benchmarked interest rate, incentivising NZ Post to only draw down what is necessary for business continuity and to repay it as quickly as possible (minimising the impact on core Crown cash flow).

b NZ Post is solvent and its balance sheet records that its assets exceed its

liabilities by $1.2bn (at 31 December 2019),

c There is at least a runway before NZ Post would exhaust its own cash resources (suggesting this to more likely be a prospective liquidity issue rather than a potential solvency issue, in contrast to the

d There is a risk that the Crown provides more financial support than NZ Post requires, given the current uncertainties in cash-flow scenarios. Convertible debt offers flexibility to NZ Post’s liquidity position for both the potential upside and downside cash-flow impacts of COVID-19. If there is further upside in NZ Post’s cash flows, the Crown should be repaid the loan principle and interest in a shorter timeframe. In contrast, equity injections are not repayable. By providing a debt facility with a convertibility element (but not straight equity), the fall-back option of new equity being required down the track is provided for, while at the same time, providing the flexibility of a debt arrangement,

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e

f

i

26.

27.

28.

29.

The proposed support package will continue to incentivise NZ Post to act commercially

30. The interest rate margin for the COVID-19 debt facility being extended to Air NZ is between 7.5% and 9.5% per annum. As a comparison, the coupon rate on NZ Post’s listed bond notes is 4.23% with a current trading yield of 7% (as at 1 April 2020). As the Crown debt would not rank below the external listed bonds, it may be that the interest rate should reflect a slightly lower risk profile than the listed bonds do (once the currently market-sensitive information about NZ Post’s financial challenges is absorbed by the market).9 If Minister’s agree in principle to a convertible debt facility, we will provide advice on the proposed interest rate and other parameters.

31. The impact of a convertible debt facility, paired with the section 7 arrangement, would allow NZ Post to have access to cash flows from the debt facility during the Level 4 Alert period (and at least over the medium term), and at the same time:

a be provided funding associated with the purchase by the Crown of a minimum

mail service level (per Deed obligations) which was sized on pre-COVID-19 market conditions; and

8

9 However, the current yield on the listed NZ Post bonds may well move higher as the impact of Covid-19 becomes more apparent so the interest rate range for the convertible debt may be higher than the 7% indicated.

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b be incentivised to seek subsidies already available through the Government’s Business Continuity Package (BCP), including the wage subsidy and any other Government support that becomes available to businesses.

32. The effect of the above will be to, again, clearly separate the Crown’s ownership interest in NZ Post from the Government’s broader social policy objectives in the current environment (for example, to keep as many people in employment as possible during the Level 4 Alert).

The terms of the facility are still to be determined

33. If Ministers agree in principle to provide a convertible debt facility to NZ Post, we will provide further advice with the proposed terms.

34. The terms of the convertible debt facility will need to ensure the Treasury can supervise the debt arrangements on behalf of the Crown to manage the Crown’s financial exposure.

Section 7 mail funding arrangement The Section 7 mail funding may need to be re-considered following implementation 35. We consider that the underlying rationale to enter into a purchase agreement for the

provision of non-commercial mail services still stands, regardless of the change in market conditions. The forecasts leading to the $130m of section 7 funding could be seen as a base case for the projected path for losses from mail pre-COVID-19.

36. We expect, however, that the trajectory of mail volumes may change in the new subdued market environment post the Level 4 Alert and the Crown may need to reconsider the specific contract terms of the section 7 arrangement (currently being negotiated) once we better understand the impacts of COVID-19.

37.

10 Notwithstanding the Government’s policy objective to keep people in employment,

depending on demand for NZ Post’s services, as market conditions are likely to be more subdued post the Level 4 Alert lockdown.

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NZ Post’s planned network investment

39. The investment was to fund improvements in capacity

and capability of its key network infrastructure in Wellington, Auckland and Christchurch.

40. NZ Post has included the network investment in its most recent cash-flow model provided to the Treasury.

NZ Post intends to minimise the level of investment during this period of uncertainty, but maintain optionality for the investment to progress once it better understands the market impacts of COVID-19.

41. Many businesses across the country will likely be deferring significant capital investments as a result of the uncertainties of the COVID-19 market impact, particularly if they are facing liquidity issues (and many possibly may also solvency issues). We are observing other companies in the Crown commercial portfolio (including Meridian, the and Air NZ) deferring capital projects until the impacts of the COVID-19 restrictions are better understood.

42. NZ Post will need to re-evaluate the assumptions it used in its business case so the Board can assess whether the investment is justified if parcel volumes are likely to be significantly impacted beyond the short-to-medium term.

43.

44.

Given the Crown debt facility interest costs and weaker New Zealand dollar exchange rate, the total costs of undertaking the investment would increase, and we expect this will feed into the Board’s decision-making considerations on the investment.

45.

46. It is possible that terms of the convertible debt facility (or other funding instrument) can stipulate that the Crown needs to approve a new business case, based on revised assumptions, if NZ Post need to draw down on the facility to proceed with the investment. The Crown will need to weigh-up the risks around NZ Post’s ability to repay the debt, against any benefits of progressing with the investment as part of the market recovery phase, per any Government policy objectives.

Financial implications of the proposed package

47. The maximum proposed debt facility for NZ Post is $150 million and the terms for the

facility will be negotiated on a commercial basis.

48. If Ministers agree to the proposed debt facility, it will be funded via a new, non-departmental capital expenditure multi-year appropriation in Vote Finance. The Minister of Finance will need to seek Cabinet’s agreement to establish the new appropriation at

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the next appropriate Cabinet meeting following agreement on the terms of the convertible debt facility.

49. Depending on the amount drawn down by NZ Post, the facility will have a

corresponding initial impact on net core Crown debt. However, this will be reversed if and when the debt is repaid.

50.

Next steps 51. If Ministers agree in principle to provide a debt facility to NZ Post, we will engage with

an external advisor on pricing mechanisms and parameters of the facility. We will then provide further advice to shareholding Ministers on the proposed key terms of the facility by 23 April 2020.

52. If Ministers agree in principle to provide NZ Post with an equity injection or a Crown loan (that is not convertible into equity) we will work with internal resources to provide further advice to shareholding Ministers on the proposed arrangements of either the share subscription (for equity) or Crown debt instrument within the same timeframe (by 23 April 2020).

53. Following agreement from shareholding Ministers on the support method and proposed arrangements, all three options would require Cabinet approval.

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