Clean Energy Fuels Corp. (NASDAQ: CLNE) (“Clean Energy” or the
“Company”) today announced its operating results for the first
quarter of 2023.
Andrew J. Littlefair, Clean Energy’s President and Chief
Executive Officer, stated: “The first quarter of 2023 was
overshadowed by the historic run up in the price of natural gas in
California, costing us at least $10 million in lost profits. We
passed along some of the cost to our customers, but ultimately, we
had to bear much of the brunt of this unprecedented increase in
commodity cost in our largest market. Fortunately, the California
gas costs run up was isolated to principally January with prices
moderating in California by March. Also on the positive side,
natural gas costs declined and have remained consistently low
outside of California while LCFS credit prices moved higher during
the first quarter. Our RNG deliveries increased 35% from the first
quarter of 2022 as demand remains strong. We also made an exciting
announcement about a joint development agreement with Tourmaline,
Canada’s largest natural gas producer to develop a network of CNG
fueling stations across Western Canada as demand to run heavy-duty
trucks on natural gas or renewable natural gas is expected to
increase, particularly as the 15-liter Cummins near-zero natural
gas engine becomes available.”
The Company sold 53.4 million gallons of renewable natural gas
(“RNG”) in the first quarter of 2023, a 34.5% increase compared to
the first quarter of 2022.
The Company’s revenue for the first quarter of 2023 was $132.2
million, an increase of $48.7 million compared to $83.5 million in
the first quarter of 2022. Revenue for the first quarter of 2023
was reduced by $13.7 million of non-cash stock-based sales
incentive contra-revenue charges (“Amazon warrant charges”) related
to the warrant issued to Amazon.com NV Investment Holdings LLC (the
“Amazon warrant”), compared to Amazon warrant charges of $3.8
million in the first quarter of 2022. Revenue for the first quarter
of 2023 also included an unrealized loss of $2.5 million on
commodity swap and customer fueling contracts relating to the
Company’s Zero Now truck financing program, compared to an
unrealized loss of $1.0 million in the first quarter of 2022. The
increase in revenue was principally the result of higher sales
price of natural gas and an increase in the number of gallons sold
and serviced, partially offset by lower average low carbon fuel
standards (“LCFS”) credit prices and lower average renewable
identification number (“RIN”) prices during the quarter.
Alternative fuel excise tax credit (“AFTC”) revenue was $4.5
million in the first quarter of 2023, compared to AFTC revenue of
$0.2 million in the first quarter of 2022 as AFTC was not
reinstated and extended until the third quarter of 2022 under the
Inflation Reduction Act of 2022. Station construction revenue
increased by $0.8 million to $4.1 million for the first quarter of
2023, compared to $3.3 million for the first quarter of 2022, due
to increased construction activities.
On a GAAP (as defined below) basis, net loss attributable to
Clean Energy for the first quarter of 2023 was $(38.7) million, or
$(0.17) per share, compared to $(24.2) million, or $(0.11) per
share, for the first quarter of 2022. Compared to the first quarter
of 2022, the first quarter of 2023 was negatively affected by the
unprecedented hike in natural gas prices in California during
January 2023, leading to significantly higher natural gas costs
that were not fully recouped through higher prices at the Company’s
fueling stations in California. The negative effects of higher
natural gas costs in the first quarter of 2023 were partially
offset by lower stock compensation expense, lower depreciation
expense, and lower net interest expense due to higher interest
income from higher average interest rates and no debt
extinguishment costs in the first quarter of 2023.
Non-GAAP income (loss) per share and Adjusted EBITDA (each as
defined below) for the first quarter of 2023 was $(0.07) and $(4.0)
million, respectively. Non-GAAP income (loss) per share and
Adjusted EBITDA for the first quarter of 2022 was $(0.05) and $3.1
million, respectively.
Non-GAAP income (loss) per share and Adjusted EBITDA are
described below and reconciled to GAAP net income (loss) per share
attributable to Clean Energy and GAAP net income (loss)
attributable to Clean Energy, respectively.
Non-GAAP Financial Measures
To supplement the Company’s unaudited consolidated financial
statements presented in accordance with accounting principles
generally accepted in the United States of America (“GAAP”), the
Company uses non-GAAP financial measures that it calls non-GAAP
income (loss) per share (“non-GAAP income (loss) per share”) and
adjusted EBITDA (“Adjusted EBITDA”). Management presents non-GAAP
income (loss) per share and Adjusted EBITDA because it believes
these measures provide meaningful supplemental information about
the Company’s performance for the following reasons: (1) they allow
for greater transparency with respect to key metrics used by
management to assess the Company’s operating performance and make
financial and operational decisions; (2) they exclude the effect of
items that management believes are not directly attributable to the
Company’s core operating performance and may obscure trends in the
business; and (3) they are used by institutional investors and the
analyst community to help analyze the Company’s business. In future
quarters, the Company may adjust for other expenditures, charges or
gains to present non-GAAP financial measures that the Company’s
management believes are indicative of the Company’s core operating
performance.
Non-GAAP financial measures are limited as an analytical tool
and should not be considered in isolation from, or as a substitute
for, the Company’s GAAP results. The Company expects to continue
reporting non-GAAP financial measures, adjusting for the items
described below (and/or other items that may arise in the future as
the Company’s management deems appropriate), and the Company
expects to continue to incur expenses, charges or gains like the
non-GAAP adjustments described below. Accordingly, unless expressly
stated otherwise, the exclusion of these and other similar items in
the presentation of non-GAAP financial measures should not be
construed as an inference that these costs are unusual, infrequent,
or non-recurring. Non-GAAP income (loss) per share and Adjusted
EBITDA are not recognized terms under GAAP and do not purport to be
an alternative to GAAP income (loss), GAAP income (loss) per share
or any other GAAP measure as an indicator of operating performance.
Moreover, because not all companies use identical measures and
calculations, the Company’s presentation of non-GAAP income (loss)
per share and Adjusted EBITDA may not be comparable to other
similarly titled measures used by other companies.
Non-GAAP Income (Loss) Per Share
Non-GAAP income (loss) per share, which the Company presents as
a non-GAAP measure of its performance, is defined as net income
(loss) attributable to Clean Energy Fuels Corp., plus Amazon
warrant charges, plus stock-based compensation expense, plus
(minus) loss (income) from the SAFE&CEC S.r.l. equity method
investment, and plus (minus) any loss (gain) from changes in the
fair value of derivative instruments, the total of which is divided
by the Company’s weighted-average common shares outstanding on a
diluted basis. The Company’s management believes excluding non-cash
expenses related to the Amazon warrant charges provides useful
information to investors regarding the Company’s performance
because the Amazon warrant charges are measured based upon a fair
value determined using a variety of assumptions and estimates, and
the Amazon warrant charges do not affect the Company’s operating
cash flows related to the delivery and sale of vehicle fuel to its
customer. The Company’s management believes excluding non-cash
expenses related to stock-based compensation provides useful
information to investors regarding the Company’s performance
because of the varying available valuation methodologies, the
volatility of the expense (which depends on market forces outside
of management’s control), the subjectivity of the assumptions and
the variety of award types that a company can use, which may
obscure trends in a company’s core operating performance.
Similarly, the Company believes excluding the non-cash results from
the SAFE&CEC S.r.l. equity method investment is useful to
investors because these charges are not part of or representative
of the core operations of the Company. In addition, the Company’s
management believes excluding the non-cash loss (gain) from changes
in the fair value of derivative instruments is useful to investors
because the valuation of the derivative instruments is based on a
number of subjective assumptions, the amount of the loss or gain is
derived from market forces outside of management’s control, and the
exclusion of these amounts enables investors to compare the
Company’s performance with other companies that do not use, or use
different forms of, derivative instruments.
The table below shows GAAP and non-GAAP income (loss)
attributable to Clean Energy per share and also reconciles GAAP net
income (loss) attributable to Clean Energy to the non-GAAP net
income (loss) attributable to Clean Energy figure used in the
calculation of non-GAAP income (loss) per share:
Three Months Ended
March 31,
(in thousands, except share and per
share data)
2022
2023
Net loss attributable to Clean Energy
Fuels Corp.
$
(24,191
)
$
(38,697
)
Amazon warrant charges
3,756
13,730
Stock-based compensation
8,253
6,096
Loss (income) from SAFE&CEC S.r.l.
equity method investment
158
446
Loss (gain) from change in fair value of
derivative instruments
1,035
2,532
Non-GAAP net loss attributable to Clean
Energy Fuels Corp.
$
(10,989
)
$
(15,893
)
Diluted weighted-average common shares
outstanding
222,559,648
222,717,113
GAAP loss attributable to Clean Energy
Fuels Corp. per share
$
(0.11
)
$
(0.17
)
Non-GAAP loss attributable to Clean Energy
Fuels Corp. per share
$
(0.05
)
$
(0.07
)
Adjusted EBITDA
Adjusted EBITDA, which the Company presents as a non-GAAP
measure of its performance, is defined as net income (loss)
attributable to Clean Energy Fuels Corp., plus (minus) income tax
expense (benefit), plus interest expense (including any losses from
the extinguishment of debt), minus interest income, plus
depreciation and amortization expense, plus Amazon warrant charges,
plus stock-based compensation expense, plus (minus) loss (income)
from the SAFE&CEC S.r.l. equity method investment, plus (minus)
any loss (gain) from changes in the fair value of derivative
instruments, plus depreciation and amortization expense from RNG
equity method investments, plus interest expense from RNG equity
method investments, and minus interest income from RNG equity
method investments. The Company’s management believes Adjusted
EBITDA provides useful information to investors regarding the
Company’s performance for the same reasons discussed above with
respect to non-GAAP income (loss) per share. In addition,
management internally uses Adjusted EBITDA to determine elements of
executive and employee compensation.
The table below shows Adjusted EBITDA and also reconciles this
figure to GAAP net loss attributable to Clean Energy:
Three Months Ended
March 31,
(in thousands)
2022
2023
Net loss attributable to Clean Energy
Fuels Corp.
$
(24,191
)
$
(38,697
)
Income tax expense (benefit)
49
(64
)
Interest expense
3,077
4,354
Interest income
(264
)
(2,717
)
Depreciation and amortization
11,390
10,678
Amazon warrant charges
3,756
13,730
Stock-based compensation
8,253
6,096
Loss (income) from SAFE&CEC S.r.l.
equity method investment
158
446
Loss (gain) from change in fair value of
derivative instruments
1,035
2,532
Depreciation and amortization from RNG
equity method investments
—
109
Interest expense from RNG equity method
investments
—
129
Interest income from RNG equity method
investments
(124
)
(564
)
Adjusted EBITDA
$
3,139
$
(3,968
)
Fuel and Service Volume
The following tables present, for the three months ended March
31, 2022 and 2023, (1) the amount of total fuel volume the Company
sold to customers with particular focus on RNG volume as a subset
of total fuel volume and (2) operation and maintenance (“O&M”)
services volume dispensed at facilities the Company does not own
but at which it provides O&M services on a per-gallon or fixed
fee basis. Certain gallons are included in both fuel and service
volumes when the Company sells fuel (product revenue) to a customer
and provides maintenance services (service revenue) to the same
customer.
Three Months Ended
Fuel volume, GGEs(2) sold (in
millions),
March 31,
correlating to total volume-related
product revenue
2022
2023
RNG(1)
39.7
53.4
Conventional natural gas(1)
18.6
15.4
Total fuel volume
58.3
68.8
Three Months Ended
O&M services volume, GGEs(2)
serviced (in millions),
March 31,
correlating to volume-related O&M
services revenue
2022
2023
O&M services volume
55.6
59.6
(1)
All RNG and conventional natural gas sold
were sourced from third-party suppliers.
(2)
The Company calculates one gasoline gallon
equivalent (“GGE”) to equal 125,000 British Thermal Units (“BTUs”),
and, as such, one million BTUs (“MMBTU”) equal eight GGEs.
Sources of Revenue
The following table shows the Company’s sources of revenue for
the three months ended March 31, 2022 and 2023:
Three Months Ended
March 31,
Revenue (in millions)
2022
2023
Product revenue:
Volume-related(1)
Fuel sales(2)
$
58.6
$
106.9
Change in fair value of derivative
instruments(3)
(1.0
)
(2.5
)
RIN Credits
7.9
4.5
LCFS Credits
3.4
2.3
AFTC
0.2
4.5
Total volume-related product revenue
69.2
115.7
Station construction sales
3.3
4.1
Total product revenue
72.5
119.8
Service revenue:
Volume-related, O&M services
10.7
12.0
Other services
0.3
0.4
Total service revenue
11.0
12.4
Total revenue
$
83.5
$
132.2
(1)
The Company’s volume-related product revenue primarily consists
of sales of RNG and conventional natural gas, in the form of CNG
and LNG, and sales of RINs and LCFS Credits in addition to changes
in fair value of our derivative instruments.
(2)
Includes $3.8 million and $13.7 million of Amazon warrant
non-cash stock-based sales incentive contra-revenue charges for the
three months ended March 31, 2022 and 2023, respectively.
(3)
The change in fair value of derivative instruments is related to
the Company’s commodity swap and customer fueling contracts. The
amounts are classified as revenue because the Company’s commodity
swap contracts are used to economically offset the risk associated
with the diesel-to-natural gas price spread resulting from customer
fueling contracts under the Company’s Zero Now truck financing
program.
2023 Outlook
GAAP net loss for 2023 is expected to range from approximately
$(105) million to $(115) million, assuming no unrealized gains or
losses on commodity swap and customer contracts relating to the
Company’s Zero Now truck financing program and including Amazon
warrant charges estimated to range from $60 million to $70 million.
Changes in diesel and natural gas market conditions resulting in
unrealized gains or losses on the Company’s commodity swap and
customer fueling contracts relating to the Company’s Zero Now truck
financing program, and significant variations in the vesting of the
Amazon warrant could significantly affect the Company’s estimated
GAAP net loss for 2023. Adjusted EBITDA for 2023 is estimated to
range from approximately $50 million to $60 million. These
expectations exclude the impact of any acquisitions, divestitures,
new joint ventures, transactions and other extraordinary events;
any lingering negative effects associated directly or indirectly
with the COVID-19 pandemic; and macroeconomic conditions and global
supply chain issues. Additionally, the expectations regarding 2023
Adjusted EBITDA assumes the calculation of this non-GAAP financial
measure in the same manner as described above and adding back the
estimated Amazon warrant charges described above and without
adjustments for any other items that may arise during 2023 that
management deems appropriate to exclude. These expectations are
forward-looking statements and are qualified by the statement under
“Safe Harbor Statement” below.
(in thousands)
2023 Outlook
GAAP Net loss attributable to Clean Energy
Fuels Corp.
$
(105,000) - (115,000)
Income tax expense (benefit)
600
Interest expense
18,000
Interest income
(5,600)
Depreciation and amortization
53,500
Stock-based compensation
32,500
Loss (income) from SAFE&CEC S.r.l.
equity method investment
—
Loss (gain) from change in fair value of
derivative instruments
—
Amazon warrant charges
66,000
Adjusted EBITDA
$
50,000 - 60,000
Today’s Conference Call
The Company will host an investor conference call today at 4:30
p.m. Eastern time (1:30 p.m. Pacific). Investors interested in
participating in the live call can dial 1.888.886.7786 from the
U.S. and international callers can dial 1.416.764.8658. A telephone
replay will be available approximately three hours after the call
concludes through Friday, June 9, 2023, by dialing 1.844.512.2921
from the U.S., or 1.412.317.6671 from international locations, and
entering Replay Pin Number 01386698. There also will be a
simultaneous, live webcast available on the Investor Relations
section of the Company’s web site at www.cleanenergyfuels.com,
which will be available for replay for 30 days.
About Clean Energy Fuels Corp.
Clean Energy Fuels Corp. is the country’s largest provider of
the cleanest fuel for the transportation market. Our mission is to
decarbonize transportation through the development and delivery of
renewable natural gas (“RNG”), a sustainable fuel derived from
organic waste. Clean Energy allows thousands of vehicles, from
airport shuttles to city buses to waste and heavy-duty trucks, to
reduce their amount of climate-harming greenhouse gas. We operate a
vast network of fueling stations across the U.S. and Canada. Visit
www.cleanenergyfuels.com and follow @ce_renewables on Twitter.
Safe Harbor Statement
This press release contains forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as
amended, including statements about, among other things, our fiscal
2023 outlook, our volume growth, customer expansion, production
sources, joint ventures, and the benefits of our fuels.
Forward-looking statements are statements other than historical
facts and relate to future events or circumstances or the Company’s
future performance, and are based on the Company’s current
assumptions, expectations and beliefs concerning future
developments and their potential effect on the Company and its
business. As a result, actual results, performance or achievements
and the timing of events could differ materially from those
anticipated in or implied by these forward-looking statements as a
result of many factors including, among others: the direct and
indirect impact of the COVID-19 pandemic; macroeconomic conditions
and supply chain issues and the related impact on our operations,
liquidity and financial condition; the willingness of fleets and
other consumers to adopt natural gas as a vehicle fuel, and the
rate and level of any such adoption; the Company’s ability to
capture a substantial share of the market for alternative vehicle
fuels and vehicle fuels generally and to compete successfully in
these markets; the potential adoption of government policies or
programs or increased publicity or popular sentiment in favor of
other vehicle fuels; the market’s perception of the benefits of RNG
and conventional natural gas relative to other alternative vehicle
fuels; natural gas vehicle and engine cost, fuel usage,
availability, quality, safety, convenience, design, performance and
residual value, as well as operator perception with respect to
these factors, in general and in the Company’s key customer
markets, including heavy-duty trucking; the Company’s ability to
further develop and manage its RNG business, including its ability
to procure adequate supplies of RNG and generate revenues from
sales of such RNG; the Company and its suppliers’ ability to
successfully develop and operate projects and produce expected
volumes of RNG; the potential commercial viability of livestock
waste and dairy farm projects to produce RNG; the Company’s history
of net losses and the possibility that the Company could incur
additional net losses in the future; the Company’s and its
partners’ ability to acquire, finance, construct and develop other
commercial projects; the Company’s ability to invest in hydrogen
stations or modify its fueling stations to reform its RNG to fuel
hydrogen and charge electric vehicles; the Company’s ability to
realize the expected benefits from the commercial arrangement with
Amazon and related transactions; the future supply, demand, use and
prices of crude oil, gasoline, diesel, natural gas, and other
vehicle fuels, including overall levels of and volatility in these
factors; changes in the competitive environment in which we
operate, including potentially increasing competition in the market
for vehicle fuels generally; the Company’s ability to manage and
increase its business of transporting and selling CNG for
non-vehicle purposes via virtual natural gas pipelines and
interconnects, as well as its station design and construction
activities; construction, permitting and other factors that could
cause delays or other problems at station construction projects;
the Company’s ability to execute and realize the intended benefits
of any acquisitions, divestitures, investments or other strategic
relationships or transactions; the future availability of and the
Company’s access to additional capital, which may include debt or
equity financing, in the amounts and at the times needed to fund
growth in the Company’s business and the repayment of its debt
obligations (whether at or before their due dates) or other
expenditures, as well as the terms and other effects of any such
capital raising transaction; the Company’s ability to generate
sufficient cash flows to repay its debt obligations as they come
due; the availability of environmental, tax and other government
legislation, regulations, programs and incentives that promote
natural gas, such as AFTC, or other alternatives as a vehicle fuel,
including long-standing support for gasoline- and diesel-powered
vehicles and growing support for electric and hydrogen-powered
vehicles that could result in programs or incentives that favor
these or other vehicles or vehicle fuels over natural gas; the
Company’s ability to comply with various registration and
regulatory requirements related to its RNG projects; the effect of,
or potential for changes to greenhouse gas emissions requirements
or other environmental regulations applicable to vehicles powered
by gasoline, diesel, natural gas or other vehicle fuels and crude
oil and natural gas fueling, drilling, production, transportation
or use; the Company’s ability to manage the safety and
environmental risks inherent in its operations; the Company’s
compliance with all applicable government regulations; the impact
of the foregoing on the trading price of the Company’s common
stock; and general political, regulatory, economic and market
conditions.
The forward-looking statements made in this press release speak
only as of the date of this press release and the Company
undertakes no obligation to update publicly such forward-looking
statements to reflect subsequent events or circumstances, except as
otherwise required by law. The Company’s periodic reports filed
with the Securities and Exchange Commission (www.sec.gov),
including its Quarterly Report on Form 10-Q for the quarter ended
March 31, 2023 that the Company expects to file with the Securities
and Exchange Commission on or about May 9, 2023, contain additional
information about these and other risk factors that may cause
actual results to differ materially from the forward-looking
statements contained in this press release, and such risk factors
may be amended, supplemented or superseded from time to time by
other reports the Company files with the Securities and Exchange
Commission.
Clean Energy Fuels Corp. and
Subsidiaries
Condensed Consolidated Balance
Sheets
(In thousands, except share
and per share data; Unaudited)
December 31,
March 31,
2022
2023
Assets
Current assets:
Cash, cash equivalents and current portion
of restricted cash
$
125,950
$
166,807
Short-term investments
139,569
55,113
Accounts receivable, net of allowance of
$1,375 and $1,462 as of December 31, 2022 and March 31, 2023,
respectively
91,430
107,896
Other receivables
17,026
20,078
Inventory
37,144
38,045
Prepaid expenses and other current
assets
60,601
53,569
Total current assets
471,720
441,508
Operating lease right-of-use assets
52,586
60,573
Land, property and equipment, net
264,068
274,136
Notes receivable and other long-term
assets, net
30,467
30,740
Investments in other entities
193,273
191,981
Goodwill
64,328
64,328
Intangible assets, net
5,915
6,365
Total assets
$
1,082,357
$
1,069,631
Liabilities and Stockholders'
Equity
Current liabilities:
Current portion of debt
$
93
$
37
Current portion of finance lease
obligations
948
1,008
Current portion of operating lease
obligations
4,206
4,558
Accounts payable
44,435
39,144
Accrued liabilities
90,079
97,537
Deferred revenue
5,970
6,099
Derivative liabilities, related party
2,415
3,373
Total current liabilities
148,146
151,756
Long-term portion of debt
145,471
144,877
Long-term portion of finance lease
obligations
2,134
2,231
Long-term portion of operating lease
obligations
48,911
56,843
Long-term portion of derivative
liabilities, related party
1,430
502
Other long-term liabilities
8,794
9,653
Total liabilities
354,886
365,862
Commitments and contingencies
Stockholders’ equity:
Preferred stock, $0.0001 par value.
1,000,000 shares authorized; no shares issued and outstanding
—
—
Common stock, $0.0001 par value.
454,000,000 shares authorized; 222,437,429 shares and 222,907,780
shares issued and outstanding as of December 31, 2022 and March 31,
2023, respectively
22
22
Additional paid-in capital
1,553,668
1,568,093
Accumulated deficit
(829,975
)
(868,672
)
Accumulated other comprehensive loss
(3,722
)
(3,017
)
Total Clean Energy Fuels Corp.
stockholders’ equity
719,993
696,426
Noncontrolling interest in subsidiary
7,478
7,343
Total stockholders’ equity
727,471
703,769
Total liabilities and stockholders’
equity
$
1,082,357
$
1,069,631
Clean Energy Fuels Corp. and
Subsidiaries
Condensed Consolidated
Statements of Operations
(In thousands, except share
and per share data; Unaudited)
Three Months Ended
March 31,
2022
2023
Revenue:
Product revenue
$
72,507
$
119,727
Service revenue
10,990
12,456
Total revenue
83,497
132,183
Operating expenses:
Cost of sales (exclusive of depreciation
and amortization shown separately below):
Product cost of sales
57,615
119,658
Service cost of sales
6,622
7,610
Selling, general and administrative
27,927
29,649
Depreciation and amortization
11,390
10,678
Total operating expenses
103,554
167,595
Operating loss
(20,057
)
(35,412
)
Interest expense
(3,077
)
(4,354
)
Interest income
264
2,717
Other income, net
20
43
Loss from equity method investments
(1,677
)
(1,890
)
Loss before income taxes
(24,527
)
(38,896
)
Income tax (expense) benefit
(49
)
64
Net loss
(24,576
)
(38,832
)
Loss attributable to noncontrolling
interest
385
135
Net loss attributable to Clean Energy
Fuels Corp.
$
(24,191
)
$
(38,697
)
Net loss attributable to Clean Energy
Fuels Corp. per share:
Basic and diluted
$
(0.11
)
$
(0.17
)
Weighted-average common shares
outstanding:
Basic and diluted
222,559,648
222,717,113
View source
version on businesswire.com: https://www.businesswire.com/news/home/20230508005766/en/
Investor Contact: investors@cleanenergyfuels.com
News Media Contact: Raleigh Gerber Director of Corporate
Communications 949.437.1397
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