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Attracting Investors

The Mechanics of Growth

Private equity and entrepreneurs: How to make sure your relationship with PE investors is a match made in heaven, and not an ugly divorce waiting to happen.

Monique Verduyn

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Private equity partners have a vested interest in growing companies they buy into, in the years up to their exit. Their goal during this period is the same as yours: To increase the value of your company by expanding the business.

Entrepreneur spoke to Jeff Bunder, a private equity specialist, about the relationship between PE and entrepreneurs. He stresses that whether or not to take on private equity financing is a complex decision.

It requires profound analysis of your personal and business goals, the market environment, and the financing options available. Focusing on these important considerations and avoiding common misperceptions will help you, the business owner, make the right decision.

What are the benefits of a private equity deal for the entrepreneur?

Private equity can be a highly effective way of generating business growth – PE firms not only inject capital into growing businesses, but they also provide broad networks and experiences from working with and growing other similar businesses.

Experienced PE professionals will analyse and provide input to improve on business plans, operational strategies and financial modelling in order to meet set return or hurdle rates for the benefit of the business and their own investment.

They will also examine the industry in which your business operates to improve on competitive strategies and supplier relationships. Traditionally, PE firms have far longer investment horizons than traditional financial funders such as banks and therefore provide the business with time to execute their growth strategies.

How have private equity investors changed their thinking post the global economic crash?

Today, private equity firms have pivoted from cost-cutting and value-preservation to more of a growth agenda for the companies they back. This shift has set the stage for positioning companies well at the outset of the deal to achieve successful, higher value exits while also driving higher returns.

PE investors are able to capitalise on high growth markets and areas for product offerings, make fundamental operational improvements to companies, back the right management teams and effect sustainable value creation.

 As the average holding period for portfolio companies exceeds five years, PE firms have expanded their skills to focus more on growth agendas to ultimately create sustainable value in these businesses.

PE firms have pivoted the way they work with companies. Cost-cutting and efficiency gains were imperative in the immediate aftermath of the financial crisis, but PE firms are increasingly focused on organic revenue growth as the key means of creating value.

PE firms are concentrating their efforts on investing in portfolio companies to support growth in new markets, product lines and business areas and through add-on acquisitions – cost-cutting is no longer an imperative.

PE firms continue to reinvent themselves in a challenging economy, using the time to regroup and redirect efforts. The key factors of success for PEs are still the same – buying well, executing well and selling well – but the processes and resources have been strengthened to ensure portfolio companies are in the best shape possible, positioned to capitalise on an improving economy and ultimately exit.

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Meeting With Investors? Don’t Do This! 

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Why do so many entrepreneurs believe that private equity funders take advantage of them and that it’s essentially a win-lose game where investors win and entrepreneurs lose?

A bank loan is paid off over time whereas a shareholder has to be serviced in perpetuity or until that shareholder exits the investment. For this reason equity is expensive versus other forms of capital.

In addition, an equity investor is after the best return possible and will push the business to deliver on its promises. And, your investor will be looking to exit the investment for a profit once their own return criteria have been met. This may disrupt management attention in that they may need to buy those shares back at the now inflated price or spend time finding a replacement investor.

Essentially, if a business owner makes a bad choice, they will blame the private equity funder. But this can be avoided by reading the contract you sign, doing the due diligence, and ensuring that you understand how control of the business will change and shift.

Private investors do not simply make off with the value of your company. The key point here is that they make money only if the value of your company appreciates. It’s also a fact that, in most cases, the entrepreneur retains a substantial interest in the business.

After all, it’s in the investor’s best interest to help you grow your company and increase its value. If the investor wins, the entrepreneur wins.

What does an entrepreneur have to have in place to attract private equity?  

The business needs to have demonstrated success and have a sustainable growth plan in place that can use assistance with professionalising infrastructure and project management and developing strategic execution skills.

The growth plan will be thoroughly analysed by the PE firm before they decide to risk their capital and management expertise. An entrepreneur needs to be thoroughly prepared to have his firm undergo a full due diligence, including strategic, operational and financial detail.

Often, entrepreneurs are extremely good at growing businesses up to a certain size, but they begin to struggle to deal with all the administrative necessities of running a much larger business. These include corporate governance policies and procedure, risk administration, financial systems and HR systems, to mention a few.

These policies and procedures are vital to minimise risk and ensure that plans can be efficiently executed. After all, if you can’t measure it you can’t manage it.

When is it the ‘right’ time to think about private equity for your business?

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As a business grows, a revolving line of credit gives  it the cushion it needs for working capital. Down the road, the company may have tens of millions in revenue.The founder sees new opportunities, but does not have the cash flow to finance new developments.

They may not want the burden of a bank loan, especially when the company itself may be worth quite a bit. Once the business reaches a level at which it’s stable, but lacks a growth agenda or the capital required to invest in expanding the business, it’s worth looking at a private equity partner.

Entrepreneurs generally reach out to private equity when their business needs capital from investors who are prepared to wait longer than a bank for their returns. The PE firm will also provide the business with strategic, structural and operational input to grow the business.

Most PE investors have plentiful experience with operating issues. Generally, they have little interest in micro-managing and are only too keen to look at the operation from an objective perspective. They can add value by challenging management to think differently from how they normally do.

Investors who have backed many different companies at rapid growth stages can recognise patterns that may not be obvious to the management team. They may also have a network of relationships that can help companies to recruit new talent at board and management level.

What do you need to know about letting go when it comes to PE?  

Partnering with PE is not letting go, nor does it mean losing control. PE investors do not come in to run the business – they are backing entrepreneurs and management teams they think can deliver the growth objectives set for the companies in which they invest.

The entrepreneur will have to allow the PE team full access to its business plan and financial information. They have to understand that the PE firm as a shareholder has the right to guide strategy and execution plans.

To prevent conflict between the management team and the PE firm, entrepreneurs should perform an extensive due diligence on the PE firms and find the ones where there is a good fit in terms of both personalities and business objectives.

The entrepreneur needs to understand how long the PE firm intends to remain in the investment or what point return criteria will have been met. It is vital to have all expectations set right from the beginning. It’s critical to timeline the investment and set expectations with investors upfront.

Do not make the mistake of expedience – of being so determined to grow your business that you will accept any terms as long as you can get to market. Ultimately, you cannot make anyone responsible, other than yourself, if you agree to a deal and surrender control.

The reality is that if you sell a minority investment, you can continue to control your company, make all operating decisions, and have the ultimate say over strategic issues. Once again, remember that most professional investors do not want to run your company.

They are busy making their own money. By selling less than half of your company, you can remain at the helm, while providing liquidity for yourself, the company and other early shareholders.

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When It Comes To Investors, the Less Risk the Better. Find Out How To Minimise It Here.

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Does PE always mean that you will have to sell your company at some point?  

The PE investor will always need to exit its investment – that is its business model. Since the firm has limited partners who expect liquidity at some point, they can’t hold onto their investment in perpetuity. Their exit is traditionally through either a sale or IPO. In many growth investments, the exit can be a sale back to management.

Alternatives might include recapping the company with bank debt, swapping out one investor with a new private equity investor, or raising capital from a strategic partner. The entrepreneur does not always have to exit as well.

Various exit scenarios should be discussed upfront in order to allow management to prepare for the exit.

Financial considerations should be included in the financial modelling to protect the entrepreneur’s business at the time of that exit.

What are the biggest pitfalls of PE?

Management clashes. Feelings of being interfered with. An important consideration is whether or not the PE firm will be expecting specific returns or dividends at specific times.

The entrepreneur needs to understand the implications of what will happen should these returns or expectations not be met within the required time period. The contract with the PE firm needs to clearly articulate action that will be taken for any foreseeable problem.

The entrepreneur also needs to ensure that remedies are in place should they wish to force the PE firm to exit at any particular stage. In worst case scenarios, the private equity investor buys control of the company, cuts lots of jobs, and loads the new company with a ton of debt.

Then they pay themselves huge management fees, and sometimes manage to cash out before the company turns around. That leaves other shareholders to suffer if the company doesn’t make it.

What tips do you have for companies looking to go the PE route?

Entrepreneurs should always do a due diligence on their prospective investors and select the one where there is the greatest organisational and cultural fit. You will be working alongside these people as partners over a number of years.

Getting a fair price for your business is certainly an important consideration, but it’s equally important to partner with an investor who shares your goals and who will work with you to achieve them.

If you focus only on the valuation of the business, you risk ending up with a partner who doesn’t understand your company, your growth strategies, or your industry.

If you sell to a private equity investor who has unrealistically high expectations of the company, the relationship is likely to sour when the business fails to meet the investor’s expectations. An investor with whom you can forge a sound relationship based on an in-depth and detailed understanding of your company will instead work with you to increase its value in a realistic and sustainable way.

It’s also imperative to align expectations of timing and exit upfront. Make sure you are ready to exchange equity in your company for funding and bring a new voice into strategic decisions. Failure to communicate openly with investors is often where you run into problems.

 

 

Monique Verduyn is a freelance writer. She has more than 12 years’ experience in writing for the corporate, SME, IT and entertainment sectors, and has interviewed many of South Africa’s most prominent business leaders and thinkers. Find her on Google+.

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Attracting Investors

Access To Finance In SA: What You Need To Know

Finfind’s inaugural SMME Access to Finance Report reveals some of the biggest challenges SMEs face when trying to get finance. Understand the landscape, and you can adjust your business to obtain more finance.

Darlene Menzies

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Access to finance is a primary challenge for the majority of SME owners, particularly in the early stages. Without an understanding of the complexities of SME funding and the challenges experienced by both the providers and seekers of finance, it’s impossible to address the obstacles that are hindering increased deal flow.

Many countries have transparent data from lenders on a number of SMEs applying for loans, the reasons they are applying, financing terms, the interest rates, rejection reasons and rates, non-performing loans and factoring volumes. However, this information does not exist in the public domain in South Africa, even though it is crucial for policy-making. There is an urgent need for quality data and increased transparency to map SME’s access to finance and understand their funding challenges so that practical solutions can be developed.

Finfind has responded by publishing South Africa’s inaugural SMME Access to Finance Report. As an innovative fintech company that provides SMEs with a free funder matching service and an up-to-date database of over 420 finance products from public and private sector SME funders, Finfind has comprehensive data on the providers and seekers of finance. The report has enabled us to provide valuable insights about SME funding that can benefit policy-makers, funders and organisations involved in SMEs.

Some of the key findings of the report include:

High demand for SME finance

The SME funding gap in South Africa is estimated at between R86 billion and R346 billion per annum. It provides a compelling, largely untapped market opportunity for innovative funders who are able to develop new lending models and risk assessment tools tailored to address the challenges of this complex and burgeoning market.

Related: Small Business Funding In South Africa

Funders require new risk assessment models

Banks currently struggle to serve SMEs as they treat business (big and small) as a single market, and apply traditional lending methods that use collateral and conventional financing scorecards as a one-size-fits-all approach. These traditional instruments are detrimental to micro, very small and small businesses securing finance. For funders to close the credit gap, innovative new credit scoring models that enable more accurate risk assessment need to be designed specifically for this target market.

There is a lack of SME credit record data in South Africa

South Africa has comprehensive consumer (personal) credit record data that is well organised and regulated. However, this is not the case for SME credit record data. The credit bureaus in the country have little, and in some cases, no credit history data for SMEs. There is no regulation of SME credit record data, and no standard means of data collection (or a framework for credit records) for SMEs.

This poses a major challenge for SME lenders as they use the credit score in their risk assessments. Funders request credit reports (credit checks) from the credit bureaus to assess a business’s historic credit conduct. In the case of SME lending, funders request the credit report for both the owner and the SME, even though they are two separate legal entities.

The current system does not uphold legislation that distinguishes between the owner and the business, which means that when SMEs apply for finance, lenders rely on the credit records of individual owners to assess the risk of lending. This prejudices SMEs that might be extremely creditworthy but have owners with compromised personal credit scores.

Related: Government Funding And Grants For Small Businesses

The lack of SME finance readiness is a major hindrance to securing finance

The qualitative research shows that many SMEs are unable to access funding as they cannot provide funders with proof that they are bankable and can afford the finance they are requesting. Funders need to examine the SME’s financial records to determine that the business is viable and to assess their ability to repay the funding. To do this they require access to the SME’s latest financial statements and up-to-date management accounts including income/cash flow projections and outstanding debtors, tax clearance certificate, VAT statements and business plans amongst others.

Financial record-keeping is a major challenge for many SMEs and they are not able to produce these documents. Without these, they are unable to access finance, and are ill-equipped to make sound decisions in their business or properly manage their cash flow. Poor cash flow management often results in SMEs falling behind on VAT and PAYE commitments as they are unaware of what is owed. Many viable businesses are liquidating due to liabilities owed to SARS and other creditors as a result of poor financial record-keeping and an inability to secure funding.

Further to these key findings, the report provides valuable insights into the supply and demand for SME funding. It profiles the SMEs seeking finance by geographic location, turnover, age of business, sector, job creation, financial need and amount of finance required, amongst other key indicators. It also profiles the funders, and considers the supply and demand matches and mismatches, highlighting some of the funding gaps and opportunities in this critical sector.

About the smme access to finance report

Finfind launched the report in partnership with the SA SME Fund and its findings have been made freely available to stakeholders in the SME ecosystem. The report identifies providers and seekers of SME funding in South Africa, and the associated challenges, gaps, opportunities and potential solutions to increase funding success in this vital sector. While ground-breaking in terms of the information it provides, this initial report did not answer all the questions in this complex environment, but provides an excellent start to understanding the landscape.

Related: How To Get A South African Government Loan

The report is based on independent analysis of Finfind’s funder and SME finance seeker datasets in 2017, the largest SME access to finance research sample to date. In 2017, Finfind had a total of 126 916 visits to its platform, 81,2% of which were unique visitors. The average time spent on the site was more than five minutes per user.

The report analyses comprehensive data from more than 10 000 SME funding requests that were matched with a base of 148 funders and 328 finance offerings. Comparisons of the Finfind data with data from SARS, GEM SA and StatsSA studies show that the Finfind data is representative of the SME market and that the report findings can be generalised for SMEs in South Africa.

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Attracting Investors

Looking For Funding? Try Manufacturing

There are over 200 national incentives for the industrialisation of South Africa. Can you tap into grant funding to grow your business?

Nadia Rawjee

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Many people ask me why the focus of public investment in SMEs and business is so heavily weighted on the manufacturing sector?

The reality is that investment in industrialisation results in a multiplier effect in jobs, foreign earnings through exports and increased tax revenues. Countries that focus on industrialisation have proven its potential to stimulate economic growth and address social challenges.

If you’re looking for opportunities and the support needed to realise these opportunities, manufacturing is a good place to start. The Department of Trade and Industry (DTI) offers several manufacturing-based incentives and grants.

Below are the ten key general principles associated with the DTI incentives:

1. Matching concept

DTI grants are based on a ‘matching’ or ‘co-funding’ principle, which requires an applicant to invest a portion of the funds required for the project for which funding is being requested. The DTI will fund a portion of the project qualifying costs (anywhere from 10% to 90% depending on the specific fund) on condition that the applicant can prove a source of the remaining portion. The source of the difference can be debt, equity or any other form of funding.

 2. Qualifying/allowable investments or activities

The DTI sets rules for what can be funded by way of a grant (qualifying costs). These may differ based on the incentive, but the general rule is that the main application of grant funding is for plant, machinery, tools and equipment. Land and working capital will not qualify and would form part of the co-funding.

Related: How Investors Choose Who To Invest In

3. Project size

This refers to the full project size and includes all costs involved in implementing the project. All costs include capital expenditure (e.g. plant, machinery, tools and equipment), working capital (e.g. salaries, wages, stock etc.) and other costs including, but not limited to, land, vehicles, business development and certifications.Not all costs will qualify for funding from an incentive.

4. Bankability

Projects are evaluated to determine their bankability. The DTI aims to ensure that the principles applied in an application and business plan are realistic and will result in a sustainable business and/or project. In evaluating bankability, the DTI will look at the ability and know-how of the team and will require the applicant to show proof of market.

Proof of market is demonstrated by off-take agreements, purchase orders, contracts or letters of intent.

5. Timelines

Incentives are strategic funding and, as such, are not an appropriate source of funding for distressed businesses or businesses with short timeframes. This funding should be viewed as strategic funding. The DTI may provide timelines for processing applications, however, applicants must be prepared for timelines longer than those indicated. Applications may take anywhere from three to 12 months to be processed and approved.

6. Approval prior to investing

Investments made prior to the approval of an application will be non-qualifying investments. This means that an investment made before receipt of an approval from the DTI cannot be recuperated. This will be enforceable even if the investment made formed part of an application that was approved.

7. Milestone based claims

The DTI will make payments based on project milestones as indicated in an application. Each fund may define its own milestone parameters.

Related: Who Would Invest In Your Start-up, And Why?

8. Rebated claims

Claims are rebated to applicants. This means that an applicant must first invest, in line with its application, and then submit a claim for the approved investment. This principle demonstrates the importance of securing co-funding, which will be used to initiate the project.

9. Tax free grants

Grants awarded and paid are tax-free.

10. Equity substitution in nature

As grants are not repayable, they can be considered equity for purposes of securing debt. Most debt funders require a portion of equity from an applicant to lower the risk of debt. Debt financiers will consider a grant as an equity contribution, allowing applicants to unlock debt that would otherwise not have been available.

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Attracting Investors

6 Steps To Ensuring You Meet Your Funder’s Mandate

Find your funder, approach the right people, and tick all the boxes.

Diana Albertyn

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1. Determine why you need funding

According to Quinton Zunga, founder and CEO of RH Bophelo, a special purpose acquisition company with interests in the healthcare sector, many business owners do not understand cash flow and its impact on the operations of a business. “A good idea without enough cash flow is not sustainable,” he says. “You have to prepare the business for the worst-case scenario and ask yourself ‘what if things don’t work out my way? Do I have a plan B?’ Don’t assume you’ll be able to access finance to save the business if your cash flow is poor.”

The reality is that too many business owners apply for funding because their working capital is under strain, customers owe them money or their margins are too low.

“There’s a big difference between funding that will help you grow your business, and trying to plug a self-inflicted cash flow problem,” agrees Kumaran Padayachee, CEO of Spartan SME Finance, an alternative funder.

The key to growth funding can be summarised in one sentence: Will this help me make money? If the answer is yes, you’ve ticked the growth-funding box. If you’re not sure, relook your financials and forecasting. If the answer is no, you’re trying to solve a cash flow problem that will not be fixed by taking on more debt funding.

“As a funder, we care about what entrepreneurs want the money for,” says Kumaran. “We look at business models and strategy. We take a view of the entire picture, which gives us insight into whether the funding will be used in a growth context, or to plug a gap created by a strategy, cash flow, sales, marketing, management or an access-to-market problem.”

The real insight is that it shouldn’t only be up to funders to determine the answers to these questions, but business owners themselves. If you understand why you need funding, one of two things will happen: You’ll realise there’s a problem in the business that funding won’t solve, and you can begin working on it; or you’ll be prepared when you apply for funding, increasing your chances of securing the finance you need.

The reality is that too many business owners apply for funding because their working capital is under strain, customers owe them money or their margins are too low.

Related: Government Funding And Grants For Small Businesses

2. Understand the funding landscape

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Different sectors, industries and funders have their own rules and mandates. To understand the funding you’re trying to access, you need to first understand the sector you’re in, and the funding rules 
that apply.

For example, property is a long-term investment and funders in this space require a commitment of at least five to 15 years. TUHF, which is a specialised residential property finance company, also requires 
an equity contribution, as it does not offer 100% financing.

“Funding is usually made up of two components: Financing (loans) and equity (owner’s contribution),” says TUHF’s CEO, Paul Jackson. “The purchase price of the property, the costs of refurbishment and the amount of money the client can contribute of his own money are the three main contributing factors that determine how much financing the client will need to 
apply for.”

More importantly, entrepreneurs approaching TUHF are dealing with industry experts operating within a niche space. This is true of most funders, and should be carefully considered by business owners.

When you’re considering your growth options, focus on what you absolutely need to push the needle, and make do with what you can as you build up your pipeline.

“In every case ask the question: Do the costs involved in accessing the finance make sense? Will this help drive growth? How? Once you’ve ticked those boxes, consider all your funding options. There are a lot of solutions available to you, from bank funding, which is the cheapest to access but requires a lot of collateral, to private equity funding, which involves giving away equity in the business,” says Kumaran.

“Alternative funders like us play in the middle of these two traditional options. Alternative funders tend to be niche and specific, focusing on specific sectors or industries. They carry more risk and don’t require collateral, which is why they’re more expensive than banks, but they bring industry and sector-specific insights as well — and it’s debt funding, which means you aren’t giving away equity in your business. Their processes tend to be efficient as well, largely due to the niche nature of the funder. When you’re ready to grow, find a funder that matches your needs and understands your business.”

3. Start early

“Raising capital patiently is key, because acquiring funding quickly but unwisely could lead to repayment issues,” says Quinton. “Some funding can only be accessed later and you need to be patient, or you may find yourself struggling to pay it off before your business has grown big enough to do so. You need to focus on preparing a business plan and understanding the cash flow impact of the decision you make. Look for an advisor or banker to work with you on the business plan.”

4. Know what funders look for

All funders are looking for specific business and personal traits in the business owners they back. Quinton values integrity and honesty, a good understanding of the business they are in, and personal commitment. “Funding a new business is always tough because the entrepreneur may not have experienced all the sides of the economy and may not be accustomed, mature and ready enough to go to the next level. This is where a steady track record is advantageous,” he adds.

Related: Attention Black Entrepreneurs: Start-Up Funding From Government Grants & Funds

Paul agrees. For TUHF, the entrepreneurial character and competence of the borrower is of paramount importance. “We follow a character-based lending approach,” he says.

“A client that displays certain characteristics is considered a better investment option. These include entrepreneurial qualities; an open-minded attitude that is willing to take advice; someone who is self-disciplined and manages the cash flows of the property to the benefit of the property, and not for personal use. Other sought-after characteristics include someone who keeps their tenants happy by keeping the property clean and well maintained, providing all-round good customer service; is committed to doing everything in their power to ensure the success of the deal; is up-to-date on utilities; and directly involved in the property management, even if there is an external service provider.”

5. Avoid red flags

Every funder has red flags they watch out for and they will walk away from a deal if they find them. “A bad past business track record indicates the business owner’s legal, financial, and HR values,” says Quinton. “These are important to us. Without some ethos and standards, you end up not being on the same page as your investor. I usually ask about the entrepreneur’s previous partnership — how they handled it and why it ended. Desperation is also a deterrent, as is a poor business case.”

Paul agrees. The driving factor in TUHF’s business is the borrower’s aptitude in property. “Real estate competency is therefore a key characteristic of TUHF borrowers. It’s important that the building is properly matched to the skill and entrepreneurial competence of the borrower. Some of the conditions we evaluate include a credit record, ensuring the borrower is not under debt review, or blacklisted; returned debit orders on a client’s bank statement; track record and state of repair of the client’s other properties; having the right risk attitude, which in our case is considered, cautious and patient; taking the time to do due diligence; and property fit — does the size and nature of the project match the client’s talents and experience. It’s a red flag for us if one of these is mismatched.”

6. Don’t give up

The most important step in funding is perseverance. Many business owners knock on multiple doors and make numerous applications before finding a funder that fits. This could be because red flags need to be addressed and financial management accounts followed, but each time you approach a funder you learn something new that you can implement in your business.

“Don’t view failure as a disaster,” says Quinton. “Figure out which stage of the lifecycle your business is in and align that to your commitments.”

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