UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
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QUARTERLY REPORT PURSUANT TO
SECTION 13 OR 15(d) |
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For the quarterly period ended September 29, 2003 |
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TRANSITION REPORT PURSUANT TO
SECTION 13 OR 15(d) |
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For the transition period from to |
Commission File Number 1-9684
ANGELO AND MAXIE’S, INC.
(Exact name of registrant as specified in its charter)
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Delaware |
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33-0147725 |
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(State or other jurisdiction of |
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(I.R.S. Employer |
2 North Riverside, Seventh Floor, Chicago, IL 60606
(Address of principal executive offices, including zip code)
(312) 466-3950
(registrant’s telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter periods that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
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Yes ý |
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No o |
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Indicate by check mark whether the registrant is an accelerated filer (as defined by Rule 12b-2 of the Exchange Act).
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Yes o |
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No ý |
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Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of November 13, 2003:
Common Stock ($.01 par value) 1,998,295
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS.
ANGELO AND MAXIE’S,
INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In thousands, except share data)
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September 29, 2003 |
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December 30, 2002 |
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(Unaudited) |
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ASSETS |
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Current assets: |
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Cash and cash equivalents |
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$ |
5,730 |
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$ |
7,651 |
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Accounts receivable, net |
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590 |
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541 |
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Inventories |
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365 |
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416 |
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Prepaid expenses and other current assets |
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492 |
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974 |
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Total current assets |
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7,177 |
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9,582 |
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Equipment and improvements (held for sale)1: |
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Equipment |
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3,830 |
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3,708 |
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Leasehold interests and improvements |
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8,422 |
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12,554 |
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12,252 |
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16,262 |
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Less: Accumulated depreciation and amortization |
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3,326 |
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2,934 |
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Equipment and improvements, net |
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8,926 |
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13,328 |
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Other non-current assets: |
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Restricted cash |
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2,627 |
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2,702 |
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Leased property under capital leases, net |
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1,092 |
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1,136 |
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Intangibles, net (held for sale)1 |
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3,670 |
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4,278 |
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Other non-current assets |
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497 |
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542 |
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Total other non-current assets |
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7,886 |
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8,658 |
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Total assets |
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23,989 |
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31,568 |
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LIABILITIES AND STOCKHOLDERS’ EQUITY |
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Current liabilities: |
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Current portion of non-current liabilities |
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30 |
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124 |
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Accounts payable |
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1,366 |
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1,679 |
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Accrued liabilities |
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3,473 |
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4,322 |
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Deferred gain |
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967 |
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— |
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Liabilities of discontinued operations |
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— |
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170 |
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Total current liabilities |
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5,836 |
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6,295 |
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Non-current liabilities (excluding current portion): |
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Deferred gain |
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— |
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967 |
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Long-term portion of landlord note |
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— |
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407 |
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Long-term portion of capital lease obligation |
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1,855 |
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1,877 |
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Other long-term obligations |
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705 |
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921 |
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Total non-current liabilities (excluding current portion) |
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2,560 |
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4,172 |
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Stockholders’ equity: |
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Preferred stock, $1.00 par value, 10,000,000 shares authorized; 4,134,736 shares issued and outstanding at September 29, 2003 and December 30, 2002 |
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4,135 |
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4,135 |
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Common stock, $0.01 par value, 30,000,000 shares authorized; 1,998,295 and 1,987,733 shares issued and outstanding at September 29, 2003 and December 30, 2002, respectively |
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20 |
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20 |
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Additional paid-in capital |
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65,442 |
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65,416 |
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Retained deficit |
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(54,004 |
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(48,470 |
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Total stockholders’ equity |
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15,593 |
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21,101 |
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Total liabilities and stockholders’ equity |
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$ |
23,989 |
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$ |
31,568 |
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The accompanying notes are an integral part of these consolidated financial statements.
(1) See Note 2 "Sale of the Angelo and Maxie's Brand and Related Operating Assets".
1
ANGELO AND MAXIE’S, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)
(Unaudited)
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Quarterly periods ended |
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Nine month periods ended |
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September 29, |
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September 30, |
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September 29, |
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September 30, |
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Revenues |
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$ |
5,722 |
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$ |
5,634 |
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$ |
18,945 |
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$ |
19,690 |
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Operating costs and expenses: |
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Cost of sales |
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2,080 |
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2,041 |
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6,797 |
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7,044 |
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Restaurant labor |
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1,429 |
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1,442 |
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4,478 |
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4,802 |
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Other operating costs |
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1,117 |
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1,077 |
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3,478 |
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3,851 |
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Rent |
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601 |
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585 |
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1,802 |
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1,763 |
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Total restaurant costs |
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5,227 |
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5,145 |
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16,555 |
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17,460 |
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General and administrative expenses |
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568 |
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597 |
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1,927 |
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915 |
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Depreciation and amortization |
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149 |
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278 |
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763 |
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1,037 |
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Impairment of assets and restructuring charges |
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15 |
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497 |
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4,428 |
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7,558 |
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(Gain) loss on disposal of assets |
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(15 |
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— |
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(6 |
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2 |
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Total restaurant and operating costs |
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5,944 |
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6,517 |
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23,667 |
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26,972 |
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Loss from operations |
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(222 |
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(883 |
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(4,722 |
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(7,282 |
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Interest expense, net |
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30 |
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580 |
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82 |
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2,617 |
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Other income |
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(51 |
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(51 |
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(153 |
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(151 |
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