UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
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ý QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(d) |
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For the Quarterly Period Ended May 1, 2004 |
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OR |
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o TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(d) |
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Commission file no. 1-9659
The Neiman Marcus Group, Inc.
(Exact name of registrant as specified in its charter)
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Delaware |
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95-4119509 |
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(State
or other jurisdiction of |
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(I.R.S.
Employer |
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One Marcus Square
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(Address of principal executive offices) |
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(214) 741-6911 |
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(Registrant’s telephone number, including area code) |
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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 period 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 |
Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act).
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YES ý |
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NO o |
As of June 1, 2004, the number of outstanding shares of each of the issuer’s classes of common stock was:
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Class |
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Outstanding Shares |
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Class A Common Stock, $.01 Par Value |
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29,341,253 |
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Class B Common Stock, $.01 Par Value |
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19,941,833 |
THE NEIMAN MARCUS GROUP, INC.
INDEX
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Part I. |
Financial Information |
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Item 1. |
Condensed Consolidated Balance Sheets as of May 1, 2004, August 2, 2003 and May 3, 2003 |
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Management’s Discussion and Analysis of Financial Condition and Results of Operations |
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Other Information |
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THE NEIMAN MARCUS GROUP, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
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(in thousands) |
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May 1, |
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August 2, |
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May 3, |
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ASSETS |
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Current assets: |
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Cash and cash equivalents |
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$ |
311,985 |
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$ |
206,950 |
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$ |
133,670 |
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Undivided interests in NMG Credit Card Master Trust |
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— |
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243,145 |
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279,556 |
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Accounts receivable, net |
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599,581 |
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22,595 |
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25,132 |
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Merchandise inventories |
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715,539 |
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687,062 |
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719,118 |
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Other current assets |
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46,372 |
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86,369 |
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58,681 |
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Total current assets |
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1,673,477 |
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1,246,121 |
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1,216,157 |
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Property and equipment, net |
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685,928 |
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674,185 |
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676,059 |
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Other assets |
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104,158 |
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114,124 |
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107,851 |
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Total assets |
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$ |
2,463,563 |
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$ |
2,034,430 |
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$ |
2,000,067 |
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LIABILITIES AND SHAREHOLDERS’ EQUITY |
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Current liabilities: |
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Notes payable and current maturities of long-term liabilities |
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$ |
1,237 |
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$ |
1,241 |
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$ |
1,799 |
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Current portion of borrowings under Credit Card Facility |
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37,500 |
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— |
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— |
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Accounts payable |
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234,264 |
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262,909 |
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224,945 |
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Accrued liabilities |
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316,305 |
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266,259 |
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293,145 |
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Total current liabilities |
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589,306 |
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530,409 |
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519,889 |
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Long-term liabilities: |
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Notes and debentures |
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249,751 |
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249,733 |
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249,727 |
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Borrowings under Credit Card Facility |
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187,500 |
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— |
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— |
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Other long-term liabilities |
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97,307 |
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108,234 |
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87,530 |
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Total long-term liabilities |
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534,558 |
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357,967 |
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337,257 |
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Minority interest |
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12,799 |
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8,206 |
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9,462 |
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Common stocks |
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493 |
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479 |
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482 |
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Additional paid-in capital |
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484,151 |
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458,520 |
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447,456 |
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Accumulated other comprehensive loss |
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(26,752 |
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(25,573 |
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(11,729 |
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Retained earnings |
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891,054 |
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719,442 |
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712,270 |
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Treasury stock, at cost (699,777 shares at May 1, 2004 and 524,177 shares at August 2, 2003 and May 3, 2003) |
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(22,046 |
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(15,020 |
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(15,020 |
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Total shareholders’ equity |
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1,326,900 |
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1,137,848 |
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1,133,459 |
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Total liabilities and shareholders’ equity |
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$ |
2,463,563 |
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$ |
2,034,430 |
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$ |
2,000,067 |
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See Notes to Condensed Consolidated Financial Statements.
1
THE NEIMAN MARCUS GROUP, INC.
CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS
(UNAUDITED)
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Thirteen Weeks Ended |
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Thirty-Nine Weeks Ended |
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(in thousands, except per share data) |
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May 1, |
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May 3, |
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May 1, |
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May 3, |
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Revenues |
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$ |
877,576 |
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$ |
722,917 |
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$ |
2,756,563 |
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$ |
2,395,467 |
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Cost of goods sold including buying and occupancy costs |
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543,275 |
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463,713 |
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1,768,852 |
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1,572,222 |
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Selling, general and administrative expenses |
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214,706 |
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187,372 |
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680,827 |
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617,765 |
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Operating earnings |
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119,595 |
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71,832 |
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306,884 |
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205,480 |
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Interest expense, net |
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4,589 |
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4,245 |
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11,814 |
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12,183 |
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Earnings before income taxes, minority interest and change in accounting principle |
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115,006 |
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67,587 |
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295,070 |
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193,297 |
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Income taxes |
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44,852 |
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26,020 |
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107,576 |
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74,419 |
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Earnings before minority interest and change in accounting principle |
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70,154 |
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41,567 |
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187,494 |
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118,878 |
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Minority interest in net earnings of subsidiaries |
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(1,305 |
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(437 |
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(3,249 |
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(1,946 |
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Earnings before change in accounting principle |
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68,849 |
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41,130 |
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184,245 |
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116,932 |
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