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Neogen Announces Third-Quarter 2025 Results

  • Revenue of $221.0 million.
  • Net loss of $11.0 million; $(0.05) per diluted share.
  • Adjusted Net Income1 of $20.9 million; $0.10 per diluted share.
  • Adjusted EBITDA1 of $48.5 million.
  • Updating full-year guidance.

1 Non-GAAP financial measures; see explanations and reconciliations that follow.

Neogen Corporation (NASDAQ: NEOG) announced today the results of the third quarter ended February 28, 2025.

"During the third quarter, we continued to make good progress on the integration and saw a solid underlying performance in our Food Safety segment,” said John Adent, Neogen’s President and Chief Executive Officer. “The quarter was impacted by lower sample collection revenue, but we made significant improvements in our sample collection production and reached prior throughput levels at the end of the quarter. Outside of the sample collection product line, core revenue in our Food Safety segment grew 7%, which we believe reflects a solid underlying business. The establishment of our own Petrifilm production continues to progress well, with the first of two production lines nearly completely installed, and we remain on track to begin initial test production in the fall. "

“Over the course of the third quarter, we also saw the broad development of a level of uncertainty primarily related to global trade policies, which contributed to our results being below our expectations. In the face of faltering consumer confidence, a lack of clarity with respect to global trade and concerns about the potential for recession, we saw both domestic and international distributors being less willing to commit to inventory. Food Safety is an end market that has historically been relatively insulated against periods of economic weakness and we expect that will continue to be the case as the environment continues to develop. However, we are taking decisive actions to influence those things that are within our control. We view this as a critical period in Neogen’s transformation and are entirely focused on improved execution. We remain optimistic about the future trajectory of the business and believe the changes we are making will allow us to not only manage through the current uncertainty, but also position us to deliver on the long-term growth opportunity in front of us.”

Financial and Business Highlights

Revenues for the third quarter were $221.0 million, a decrease of 3.4% compared to $228.8 million in the prior year. Core revenue1, which excludes the impacts of foreign currency translation, as well as acquisitions completed and product lines discontinued in the last 12 months, increased by 0.2%. Acquisitions and discontinued product lines had a negative impact of 0.5% while foreign currency had a negative impact of 3.1%.

Net loss for the third quarter was $11.0 million, or $(0.05) per diluted share, compared to net loss of $2.0 million, or $(0.01) per diluted share, in the prior-year period. Adjusted Net Income was $20.9 million, or $0.10 per diluted share, compared to $26.4 million, or $0.12 per diluted share, in the prior-year period. The decline in Adjusted Net Income was driven primarily by the lower level of operating income.

Gross margin was 49.9% in the third quarter of fiscal 2025. This compares to a gross margin of 51.1% in the same quarter a year ago, with the decrease mainly due to lower revenue and a higher level of integration costs. Excluding integration and restructuring costs, gross margin was 51.5% in the third quarter compared to 51.8% in the prior-year quarter, when normalizing for the reclassification of certain expenses that occurred.

Third-quarter Adjusted EBITDA was $48.5 million, representing an Adjusted EBITDA Margin of 22.0%, compared to $52.7 million and a margin of 23.0% in the prior-year period. The decline in Adjusted EBITDA Margin was driven primarily by the lower revenue in the quarter.

Food Safety Segment

Revenues for the Food Safety segment were $152.7 million in the third quarter, a decrease of 3.2% compared to $157.8 million in the prior year, consisting of 1.5% core growth, a negative 0.3% impact from discontinued product lines and a negative foreign currency impact of 4.4%. The core growth was driven largely by a solid performance in the biosecurity and bacterial & general sanitation product categories, which benefited from strong growth in pathogen detection products. In the indicator testing, culture media & other product category, solid growth in food quality products and Petrifilm was partially offset by a decline in sample collection.

Animal Safety Segment

Revenues for the Animal Safety segment were $68.2 million in the third quarter, a decrease of 4.0% compared to $71.1 million in the prior year, consisting of a 2.6% core revenue decline, an unfavorable 0.4% foreign currency impact and a negative 1.0% impact from discontinued product lines. Growth was led by the animal care & other and biosecurity product categories, particularly in small-animal supplements, rodent control and cleaner & disinfectant products, and offset by a decline in the vet instruments product category.

On a global basis, the Company’s Genomics business experienced a core revenue decline in the mid-single-digit range. Increased sales into bovine markets were offset by declines in other areas, consistent with the focused restructuring activities executed in the second quarter.

Liquidity and Capital Resources

As of February 28, 2025, the Company had total cash of $127.7 million and total outstanding non-current debt of $900.0 million, as well as committed borrowing headroom of $150.0 million.

Fiscal Year 2025 Outlook

The Company is updating its full-year outlook, primarily due to third-quarter results being lower than expected and the effect of the rising level of macroeconomic uncertainty on the Company’s end markets, as well as the expected impact of tariffs in the fourth quarter. Revenue is now expected to be approximately $895 million and Adjusted EBITDA is now expected to be approximately $195 million. The Company now expects capital expenditures to be approximately $100 million, reflecting the lower Adjusted EBITDA and pull-forward of some level of integration capex into fiscal 2025.

Conference Call and Webcast

Neogen Corporation will host a conference call today at 8:00 a.m. Eastern Time to discuss the Company’s financial results. The live webcast of the conference call and accompanying presentation materials can be accessed through Neogen’s website at neogen.com/investor-relations. For those unable to access the webcast, the conference call can be accessed by dialing (800) 549-8228 (U.S.) or +1 (646) 564-2877 (International) and requesting the Neogen Corporation Third Quarter 2025 Earnings Call (Conference ID: 63045). A replay of the conference call and webcast will be available shortly following the conclusion of the call, and can be accessed domestically or internationally by dialing (877) 674-7070 or +1 (416) 764-8692, respectively, and providing the entry code 63045#, or through Neogen’s Investor Relations website at neogen.com/investor-relations.

About Neogen

Neogen is committed to fueling a brighter future for global food security through the advancement of human and animal well-being. Harnessing the power of science and technology, Neogen Corporation has developed comprehensive solutions spanning the Food Safety, Livestock and Pet Health & Wellness markets. A world leader in these fields, Neogen has a presence in over 140 countries with a dedicated network of scientists and technical experts focused on delivering optimized products and technology for its customers.

Cautionary Note Regarding Forward-Looking Statements

Statements in this news release that are not historical facts constitute forward-looking statements. These forward-looking statements are subject to significant risks and uncertainties. Actual future results and trends may differ materially from historical results and from those currently expected depending on a variety of factors, including those risk factors described in the company’s most recently filed Form 10-K, as may be updated by subsequent SEC filings. Investors are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date they are made. Except to the extent required by law, the company does not undertake, and expressly disclaims, any obligation to update any forward-looking statement after the date of this release, whether as a result of new information, future events, changes in assumptions, or otherwise.

NEOGEN CORPORATION

UNAUDITED CONSOLIDATED STATEMENT OF OPERATIONS

(In thousands, except for share and per share amounts)

(Unaudited)

 

 

 

Three months ended February 28/29,

 

 

Nine months ended February 28/29,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Revenue

 

 

 

 

 

 

 

 

 

 

 

 

Food Safety

 

$

152,731

 

 

$

157,754

 

 

$

476,314

 

 

$

488,435

 

Animal Safety

 

 

68,249

 

 

 

71,058

 

 

 

192,888

 

 

 

198,993

 

Total revenue

 

 

220,980

 

 

 

228,812

 

 

 

669,202

 

 

 

687,428

 

Cost of revenues

 

 

110,715

 

 

 

111,929

 

 

 

340,681

 

 

 

337,010

 

Gross profit

 

 

110,265

 

 

 

116,883

 

 

 

328,521

 

 

 

350,418

 

Operating expenses

 

 

 

 

 

 

 

 

 

 

 

 

Sales & marketing

 

 

44,595

 

 

 

47,920

 

 

 

136,939

 

 

 

138,535

 

Administrative

 

 

55,782

 

 

 

52,087

 

 

 

165,224

 

 

 

148,929

 

Goodwill impairment

 

 

 

 

 

 

 

 

461,390

 

 

 

 

Research & development

 

 

4,473

 

 

 

4,853

 

 

 

14,780

 

 

 

17,331

 

Total operating expenses

 

 

104,850

 

 

 

104,860

 

 

 

778,333

 

 

 

304,795

 

Operating income (loss)

 

 

5,415

 

 

 

12,023

 

 

 

(449,812

)

 

 

45,623

 

Interest expense, net

 

 

(17,038

)

 

 

(16,673

)

 

 

(52,027

)

 

 

(49,508

)

Other income (expense)

 

 

1,896

 

 

 

(1,172

)

 

 

(69

)

 

 

(4,021

)

Loss before tax

 

 

(9,727

)

 

 

(5,822

)

 

 

(501,908

)

 

 

(7,906

)

Income tax expense (benefit)

 

 

1,230

 

 

 

(3,800

)

 

 

(22,060

)

 

 

(3,900

)

Net loss

 

$

(10,957

)

 

$

(2,022

)

 

$

(479,848

)

 

$

(4,006

)

Net loss per diluted share

 

$

(0.05

)

 

$

(0.01

)

 

$

(2.21

)

 

$

(0.02

)

Shares to calculate per share amount

 

 

217,031,907

 

 

 

216,597,777

 

 

 

216,845,782

 

 

 

216,438,643

 

NEOGEN CORPORATION

UNAUDITED CONSOLIDATED BALANCE SHEET

(In thousands, except share amounts)

(Unaudited)

 

 

 

February 28, 2025

 

 

May 31, 2024

 

Assets

 

 

 

 

 

 

Current Assets

 

 

 

 

 

 

Cash and cash equivalents

 

$

127,705

 

 

$

170,611

 

Marketable securities

 

 

 

 

 

325

 

Accounts receivable, net of allowance of $5,305 and $4,140

 

 

160,068

 

 

 

173,005

 

Inventories, net of reserves of $20,160 and $12,361

 

 

205,442

 

 

 

189,267

 

Prepaid expenses and other current assets

 

 

58,498

 

 

 

56,025

 

Total Current Assets

 

 

551,713

 

 

 

589,233

 

Net Property and Equipment

 

 

327,838

 

 

 

277,104

 

Other Assets

 

 

 

 

 

 

Right of use assets

 

 

17,314

 

 

 

14,785

 

Goodwill

 

 

1,671,705

 

 

 

2,135,632

 

Intangible assets, net

 

 

1,439,237

 

 

 

1,511,653

 

Other non-current assets

 

 

28,529

 

 

 

20,426

 

Total Assets

 

$

4,036,336

 

 

$

4,548,833

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

 

Current Liabilities

 

 

 

 

 

 

Current portion of finance lease

 

$

2,501

 

 

$

2,447

 

Accounts payable

 

 

72,240

 

 

 

83,061

 

Accrued compensation

 

 

18,335

 

 

 

19,949

 

Income tax payable

 

 

12,924

 

 

 

10,449

 

Accrued interest

 

 

3,438

 

 

 

10,985

 

Deferred revenue

 

 

5,769

 

 

 

4,632

 

Other accruals

 

 

25,993

 

 

 

22,800

 

Total Current Liabilities

 

 

141,200

 

 

 

154,323

 

Deferred Income Tax Liability

 

 

301,053

 

 

 

326,718

 

Non-current debt

 

 

890,605

 

 

 

888,391

 

Other non-current liabilities

 

 

43,131

 

 

 

35,259

 

Total Liabilities

 

 

1,375,989

 

 

 

1,404,691

 

Commitments and Contingencies

 

 

 

 

 

 

Equity

 

 

 

 

 

 

Preferred stock, $1.00 par value, 100,000 shares authorized, none issued and outstanding

 

 

 

 

 

 

Common stock, $0.16 par value, 315,000,000 shares authorized, 217,038,267 and 216,614,407 shares issued and outstanding

 

 

34,725

 

 

 

34,658

 

Additional paid-in capital

 

 

2,597,540

 

 

 

2,583,885

 

Accumulated other comprehensive loss

 

 

(47,690

)

 

 

(30,021

)

Retained earnings

 

 

75,772

 

 

 

555,620

 

Total Stockholders’ Equity

 

 

2,660,347

 

 

 

3,144,142

 

Total Liabilities and Stockholders’ Equity

 

$

4,036,336

 

 

$

4,548,833

 

NEOGEN CORPORATION

UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

(Unaudited)

 

 

 

Nine months ended February 28/29,

 

 

 

2025

 

 

2024

 

Cash Flows provided by Operating Activities

 

 

 

 

 

 

Net loss

 

$

(479,848

)

 

$

(4,006

)

Adjustments to reconcile net loss to net cash from operating activities:

 

 

 

 

 

 

Depreciation and amortization

 

 

89,222

 

 

 

87,853

 

Deferred income taxes

 

 

(33,113

)

 

 

98

 

Share-based compensation

 

 

12,961

 

 

 

9,829

 

Loss on disposal of property and equipment

 

 

99

 

 

 

762

 

Amortization of debt issuance costs

 

 

2,580

 

 

 

2,581

 

Goodwill and other asset impairment

 

 

470,832

 

 

 

 

Other

 

 

(290

)

 

 

(74

)

Change in operating assets and liabilities, net of business acquisitions:

 

 

 

 

 

 

Accounts receivable, net

 

 

9,133

 

 

 

(16,136

)

Inventories, net

 

 

(25,124

)

 

 

(48,663

)

Prepaid expenses and other current assets

 

 

(6,422

)

 

 

(25,170

)

Accounts payable and accrued liabilities

 

 

5,985

 

 

 

21,386

 

Interest expense accrual

 

 

(7,547

)

 

 

(7,711

)

Change in other non-current assets and non-current liabilities

 

 

3,234

 

 

 

(12,232

)

Net Cash provided by Operating Activities

 

 

41,702

 

 

 

8,517

 

Cash Flows used for Investing Activities

 

 

 

 

 

 

Purchases of property, equipment and other non-current intangible assets

 

 

(88,459

)

 

 

(87,167

)

Proceeds from the maturities of marketable securities

 

 

325

 

 

 

75,319

 

Proceeds from the sale of property and equipment and other

 

 

4,868

 

 

 

62

 

Net Cash used for Investing Activities

 

 

(83,266

)

 

 

(11,786

)

Cash Flows provided by Financing Activities

 

 

 

 

 

 

Exercise of stock options and issuance of employee stock purchase plan shares

 

 

2,242

 

 

 

2,443

 

Tax payments related to share-based awards

 

 

(1,479

)

 

 

(96

)

Repayment of finance lease and other

 

 

(248

)

 

 

(348

)

Net Cash provided by Financing Activities

 

 

515

 

 

 

1,999

 

Effects of Foreign Exchange Rate on Cash

 

 

(1,857

)

 

 

(533

)

Net Decrease in Cash and Cash Equivalents

 

 

(42,906

)

 

 

(1,803

)

Cash and Cash Equivalents, Beginning of Year

 

 

170,611

 

 

 

163,240

 

Cash and Cash Equivalents, End of Year

 

$

127,705

 

 

$

161,437

 

Supplemental cash flow information

 

 

 

 

 

 

Property and equipment obtained for noncash consideration

 

$

930

 

 

$

 

Right of use assets obtained in exchange for new operating lease liabilities

 

$

6,976

 

 

$

4,073

 

Non-GAAP Financial Measures

This press release includes certain non-GAAP financial measures, which management believes are useful to investors, securities analysts and other interested parties. The following description of the non-GAAP financial measures included in this release, as well as the information included within the reconciliation tables on the pages that follow, refer to GAAP and non-GAAP financial measures.

Management uses Adjusted EBITDA as a key profitability measure. This is a non-GAAP measure that represents EBITDA before certain items that impact comparison of the performance of our business period-over-period. Adjusted EBITDA Margin is Adjusted EBITDA for a particular period expressed as a percentage of revenues for that period.

Management uses Adjusted Net Income as an additional measure of profitability. Adjusted Net Income is a non-GAAP measure that represents net income before certain items that impact comparison of the performance of our business period-over-period.

Core revenue growth is a non-GAAP measure that represents net sales for the period excluding the effects of foreign currency translation rates and the first-year impacts of acquisitions and discontinued product lines, where applicable. Core revenue growth is presented to allow for a meaningful comparison of year-over-year performance without the volatility caused by foreign currency translation rates, or the incomparability that would be caused by the impact of an acquisition, disposal or product line discontinuation.

These non-GAAP financial measures should be considered only as supplemental to, and not as superior to, financial measures prepared in accordance with GAAP. Please see below for a reconciliation of historical non-GAAP financial measures used in this press release to the most directly comparable financial measures prepared in accordance with GAAP.

The Company is not presenting a reconciliation of the forward-looking non-GAAP financial measure, Adjusted EBITDA, to the most directly comparable GAAP financial measure, Net Income (Loss), because it is impractical to forecast certain items without unreasonable efforts. This is due to the uncertainty and inherent difficulty of predicting, within a reasonable range, the occurrence and financial impact of and the periods in which such items may be recognized, including adjustments that are made for future changes in foreign exchange and the other adjustments reflected in our reconciliation of historical non-GAAP financial measures, the amounts of which could be material.

NEOGEN CORPORATION

RECONCILIATION OF NET(LOSS) INCOME TO ADJUSTED EBITDA

(In thousands, except for percentages)

(Unaudited)

 

 

 

Three months ended February 28/29,

 

 

Nine months ended February 28/29,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Net loss

 

$

(10,957

)

 

$

(2,022

)

 

$

(479,848

)

 

$

(4,006

)

Income tax expense (benefit)

 

 

1,230

 

 

 

(3,800

)

 

 

(22,060

)

 

 

(3,900

)

Depreciation and amortization

 

 

29,373

 

 

 

29,650

 

 

 

89,222

 

 

 

87,853

 

Interest expense, net

 

 

17,038

 

 

 

16,673

 

 

 

52,027

 

 

 

49,508

 

EBITDA

 

$

36,684

 

 

$

40,501

 

 

$

(360,659

)

 

$

129,455

 

Share-based compensation

 

 

4,160

 

 

 

3,679

 

 

 

12,961

 

 

 

9,829

 

FX transaction (gain) loss on loan and other revaluation (1)

 

 

(255

)

 

 

638

 

 

 

(191

)

 

 

1,350

 

Transaction costs (2)

 

 

518

 

 

 

1,103

 

 

 

1,636

 

 

 

2,360

 

3M integration costs (3)

 

 

662

 

 

 

3,807

 

 

 

5,450

 

 

 

8,930

 

Sample collection transition and ramp up costs (4)

 

 

2,843

 

 

 

541

 

 

 

4,676

 

 

 

800

 

Petrifilm duplicate startup costs (5)

 

 

645

 

 

 

 

 

 

794

 

 

 

 

Transformation initiatives and related costs (6)

 

 

2,438

 

 

 

 

 

 

3,265

 

 

 

 

Restructuring (7)

 

 

168

 

 

 

938

 

 

 

10,106

 

 

 

3,353

 

Goodwill impairment

 

 

 

 

 

 

 

 

461,390

 

 

 

 

Contingent consideration adjustments

 

 

470

 

 

 

(200

)

 

 

470

 

 

 

250

 

ERP expense (8)

 

 

633

 

 

 

1,701

 

 

 

3,184

 

 

 

3,904

 

Other

 

 

(453

)

 

 

33

 

 

 

526

 

 

 

(21

)

Adjusted EBITDA

 

$

48,513

 

 

$

52,741

 

 

$

143,608

 

 

$

160,210

 

Adjusted EBITDA margin (% of sales)

 

 

22.0

%

 

 

23.0

%

 

 

21.5

%

 

 

23.3

%

(1)

 

Net foreign currency transaction (gain) loss associated with the revaluation of foreign denominated intercompany loans and certain 3M agreements.

(2)

 

Includes legal, accounting, tax and other related consulting costs associated with corporate transactions and capital structure initiatives.

(3)

 

Includes costs associated with 3M transition agreements and related integration costs.

(4)

 

Includes costs associated with the transitioning of the 3M transition contract manufacturing agreement and ramp-up costs associated with our sample collection product line.

(5)

 

Duplicate costs associated with the startup of Petrifilm manufacturing.

(6)

 

Includes consulting and other costs, including severance, associated with transformation initiatives.

(7)

 

Severance, non-cash impairment, and other related exit costs primarily associated with a reduction in our global genomics business and consolidation of certain facilities.

(8)

 

Expenses related to ERP implementation.

NEOGEN CORPORATION

RECONCILIATION OF NET (LOSS) INCOME TO ADJUSTED NET INCOME

(In thousands, except for per share)

(Unaudited)

 

 

 

Three months ended February 28/29,

 

 

Nine months ended February 28/29,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Net loss

 

$

(10,957

)

 

$

(2,022

)

 

$

(479,848

)

 

$

(4,006

)

Amortization of acquisition-related intangibles

 

 

23,017

 

 

 

23,266

 

 

 

69,329

 

 

 

69,685

 

Share-based compensation

 

 

4,160

 

 

 

3,679

 

 

 

12,961

 

 

 

9,829

 

FX transaction (gain) loss on loan and other revaluation (1)

 

 

(255

)

 

 

638

 

 

 

(191

)

 

 

1,350

 

Transaction costs (2)

 

 

518

 

 

 

1,103

 

 

 

1,636

 

 

 

2,360

 

3M integration costs (3)

 

 

662

 

 

 

3,807

 

 

 

5,450

 

 

 

8,930

 

Sample collection transition and ramp up costs (4)

 

 

2,843

 

 

 

541

 

 

 

4,676

 

 

 

800

 

Petrifilm duplicate startup costs (5)

 

 

645

 

 

 

 

 

 

794

 

 

 

 

Transformation initiatives and related costs (6)

 

 

2,438

 

 

 

 

 

 

3,265

 

 

 

 

Restructuring (7)

 

 

168

 

 

 

938

 

 

 

10,106

 

 

 

3,353

 

Goodwill impairment

 

 

 

 

 

 

 

 

461,390

 

 

 

 

Contingent consideration adjustments

 

 

470

 

 

 

(200

)

 

 

470

 

 

 

250

 

ERP expense (8)

 

 

633

 

 

 

1,701

 

 

 

3,184

 

 

 

3,904

 

Other

 

 

(453

)

 

 

33

 

 

 

526

 

 

 

(21

)

Estimated tax effect of above adjustments (9)

 

 

(3,003

)

 

 

(7,046

)

 

 

(34,132

)

 

 

(21,446

)

Adjusted Net Income

 

$

20,886

 

 

$

26,438

 

 

$

59,616

 

 

$

74,988

 

Adjusted Earnings per Share

 

$

0.10

 

 

$

0.12

 

 

$

0.27

 

 

$

0.35

 

(1)

 

Net foreign currency transaction (gain) loss associated with the revaluation of foreign denominated intercompany loans and certain 3M agreements.

(2)

 

Includes legal, accounting, tax and other related consulting costs associated with corporate transactions and capital structure initiatives.

(3)

 

Includes costs associated with 3M transition agreements and related integration costs.

(4)

 

Includes costs associated with the transitioning of the 3M transition contract manufacturing agreement and ramp-up costs associated with our sample collection product line.

(5)

 

Duplicate costs associated with the startup of Petrifilm manufacturing.

(6)

 

Includes consulting and other costs, including severance, associated with transformation initiatives.

(7)

 

Severance, non-cash impairment, and other related exit costs primarily associated with a reduction in our global genomics business and consolidation of certain facilities.

(8)

 

Expenses related to ERP implementation.

(9)

 

Tax effect of adjustments is calculated using projected effective tax rates for each applicable item.

NEOGEN CORPORATION

RECONCILIATION OF GROWTH TO CORE GROWTH

(In thousands)

(Unaudited)

 

 

 

Q3 FY25

 

 

Q3 FY24

 

 

Growth

 

Foreign Currency

 

Acquisitions / Divestitures

 

Core Revenue Growth

Food Safety

 

$

152,731

 

 

$

157,754

 

 

(3.2%)

 

(4.4%)

 

(0.3%)

 

1.5%

Animal Safety

 

 

68,249

 

 

 

71,058

 

 

(4.0%)

 

(0.4%)

 

(1.0%)

 

(2.6%)

Total Neogen

 

$

220,980

 

 

$

228,812

 

 

(3.4%)

 

(3.1%)

 

(0.5%)

 

0.2%

 

Contacts

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