HF Foods Reports Third Quarter 2024 Financial Results
Increase in Net Revenue as Company Continues to Execute Operational Transformation Plan
Pre-Recorded Earnings Call Webcast Available on Investor Relations Website
LAS VEGAS, Nov. 12, 2024 (GLOBE NEWSWIRE) -- HF Foods Group Inc. (NASDAQ: HFFG) (“HF Foods” or the “Company”), a leading food distributor to Asian restaurants across the United States, reported its unaudited financial results for the third quarter and nine months ended September 30, 2024.
Third Quarter 2024 Financial Results
- Net revenue increased 6.0% to $298.4 million compared to $281.5 million in the prior year.
- Gross profit decreased 1.5% to $50.2 million compared to $50.9 million in the prior year. Gross profit margin decreased to 16.8% from 18.1% in the prior year.
- Net loss of $3.8 million compared to net income of $2.0 million in the prior year.
- Adjusted EBITDA decreased 17.7% to $8.3 million compared to $10.1 million in the prior year.
Nine Months 2024 Financial Results
- Net revenue increased 3.3% to $896.4 million compared to $867.6 million in the prior year.
- Gross profit increased 0.8% to $153.0 million compared to $151.8 million in the prior year. Gross profit margin decreased to 17.1% from 17.5% in the prior year.
- Net loss improved to $4.2 million compared to $5.4 million in the prior year.
- Adjusted EBITDA increased 13.9% to $27.6 million compared to $24.2 million in the prior year.
Management Commentary
“We are making meaningful progress on our comprehensive transformation plan, which positions HF Foods to capture the significant growth opportunities in the Asian foodservice market,” said Felix Lin, Interim Chief Executive Officer, President, and Chief Operating Officer. “Our strategic investments in facility upgrades and supply chain enhancements are addressing capacity constraints while building the foundation for sustained growth. 2025 will be a year focused on strengthening our operational infrastructure and digital capabilities, and we remain committed to driving margin improvement through targeted efficiency initiatives. The strong loyalty of our customers, combined with favorable demographic trends driving increased demand for Asian cuisine, reinforces our confidence in our market position. With our exceptional leadership team and best-in-class network of general managers, suppliers, and customers, we remain confident that we are well-positioned to create long-term value for our stakeholders.”
Third Quarter 2024 Results
Net revenue was $298.4 million for the third quarter of 2024 compared to $281.5 million in the prior year period, an increase of $16.9 million, or 6.0%. The increase was primarily attributable to product cost inflation, volume increases and improved pricing in certain categories, such as chicken and seafood. The increase was partially offset by deflation in commodities, such as cooking oils, and the $2.7 million loss in revenue resulting from the exit of the Company’s chicken processing businesses in 2023.
Gross profit was $50.2 million compared to $50.9 million in the prior year period, a decrease of $0.8 million, or 1.5%. The decrease was primarily attributable to a decrease in margins on meat and poultry and also caused by an increase in our wholesale mix during the quarter. Gross profit margin decreased to 16.8% from 18.1% in the prior year period.
Distribution, selling and administrative expenses increased by $0.8 million to $49.7 million, primarily due to increases of $1.0 million each in both auto expenses and insurance costs, partially offset by a decrease of $1.6 million in professional fees. Distribution, selling and administrative expenses as a percentage of net revenue decreased to 16.6% from 17.4% in the prior year period primarily due to increased net revenue and lower professional fees, partially offset by increased rental and insurance costs.
Net loss of $3.8 million was realized in the third quarter compared to net income of $2.0 million in the prior year period. The decrease in income was primarily driven by a non-cash expense related to the change in fair value of interest rate swap contracts of $5.3 million and increases of $1.0 million each in both auto expenses and insurance costs partially offset by the income tax benefit of $1.2 million.
Adjusted EBITDA decreased $1.8 million to $8.3 million compared to $10.1 million in the prior year, which was primarily due to the decrease in income from operations of $1.6 million.
Nine Months 2024 Results
Net revenue was $896.4 million for the nine months ended September 30, 2024 compared to $867.6 million in the prior year, an increase of $28.8 million, or 3.3%. The increase was primarily attributable to product cost inflation and improved pricing in certain categories, partially offset by the $13.3 million loss in revenue resulting from the exit of the Company’s chicken processing businesses in 2023.
Gross profit was $153.0 million compared to $151.8 million in the prior year period, an increase of $1.3 million, or 0.8%. The increase was primarily attributable to increased net revenue, partially offset by increased costs. Gross profit margin for the nine months ended September 30, 2024 decreased to 17.1% compared to 17.5% in the same period in 2023.
Distribution, selling and administrative expenses decreased by $4.0 million to $150.0 million, primarily due to a decrease in professional fees of $10.0 million, partially offset by an increase of $3.6 million in payroll and related labor costs and an increase of $2.0 million in insurance costs. Distribution, selling and administrative expenses as a percentage of net revenue decreased to 16.7% for the nine months ended September 30, 2024 from 17.8% in the same period in 2023, primarily due to lower professional fees and increased net revenue, partially offset by increased payroll and related labor costs and insurance costs.
Net loss of $4.2 million was realized compared to a net loss of $5.4 million in the prior year. The improvement was primarily driven by the increase in our income from operations of $5.3 million and the $5.2 million reversal of the lease guarantee liability. The improvement was partially offset by the SEC settlement of $3.9 million, the increase in income tax expense of $2.2 million and the loss of $3.1 million resulting from the change in fair value of interest rate swap contracts.
Adjusted EBITDA increased $3.4 million to $27.6 million compared to $24.2 million in the prior year, which was primarily due to the increase in income from operations.
Cash Flow and Liquidity
Cash used in operating activities was $3.3 million for the nine months ended September 30, 2024, compared to cash provided by operating activities of $20.6 million in the prior year. The decrease in cash flow from operating activities was primarily due to the timing of working capital outlays and the $3.9 million SEC settlement payment. As of September 30, 2024, the Company had a cash balance of $11.4 million and access to approximately $27.3 million in additional funds through its $100.0 million line of credit, subject to a borrowing base calculation.
Earnings Call and Webcast
A pre-recorded call and webcast with HF Foods’ management team discussing the results is now available on the Investor Relations section of the Company’s website at https://investors.hffoodsgroup.com/.
About HF Foods Group Inc.
HF Foods Group Inc. is a leading marketer and distributor of fresh produce, frozen and dry food, and non-food products to primarily Asian restaurants and other foodservice customers throughout the United States. HF Foods aims to supply the increasing demand for Asian American restaurant cuisine, leveraging its nationwide network of distribution centers and its strong relations with growers and suppliers of fresh, high-quality specialty restaurant food products and supplies in the US, South America, and Asia. Headquartered in Las Vegas, Nevada, HF Foods trades on Nasdaq under the symbol “HFFG”. For more information, please visit www.hffoodsgroup.com.
Investor Relations Contact:
ICR
Investors: Anna Kate Heller
Media: Keil Decker
hffoodsgroup@icrinc.com
Forward-Looking Statements
All statements in this news release other than statements of historical facts are, or may be deemed to be, “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 and contain our current expectations about our future results. We have attempted to identify any forward-looking statements by using words such as “aims,” “continues,” “expects,” “plans,” “will,” and other similar expressions. Although we believe that the expectations reflected in all of our forward-looking statements are reasonable, we can give no assurance that such expectations will prove to be correct. Such statements are not guarantees of future performance or events and are subject to known and unknown risks and uncertainties that could cause the Company’s actual results, events or financial positions to differ materially from those included within or implied by such forward-looking statements. Such factors include, but are not limited to, risks relating to our ability to consummate our operational transformation plan as anticipated, risks relating to the impact of our operational plan on our sales and efficiencies, risks relating to the impact of demographic trends on demand for the products we distribute, statements of assumption underlying any of the foregoing, and other factors including those disclosed under the caption “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2023 and other filings with the SEC. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date made. Except as required by law, we undertake no obligation to disclose any revision to these forward-looking statements.
Non-GAAP Financial Measures
Discussion of our results includes certain non-GAAP financial measures, including EBITDA, adjusted EBITDA and non-GAAP net income (loss) attributable to HF Foods Group Inc., that we believe provides an additional tool for investors to use in evaluating ongoing operating results and trends and in comparing our financial performance with other companies in the same industry, many of which present similar non-GAAP financial measures to investors. The definitions of EBITDA, adjusted EBITDA and non-GAAP net income (loss) attributable to HF Foods Group Inc. may not be the same as similarly titled measures used by other companies in the industry. EBITDA, adjusted EBITDA and non-GAAP net income (loss) attributable to HF Foods Group Inc. are not defined under GAAP and are subject to important limitations as analytical tools and should not be considered in isolation or as substitutes for analysis of our financial results as reported under GAAP.
We use non-GAAP financial measures to supplement our GAAP financial results. Management uses EBITDA, defined as net income (loss) before interest expense, interest income, income taxes, and depreciation and amortization to measure operating performance. In addition, management uses Adjusted EBITDA, defined as net income (loss) before interest expense, interest income, income taxes, and depreciation and amortization, further adjusted to exclude certain unusual, non-cash, or non-recurring expenses. We believe that Adjusted EBITDA is less susceptible to variances in actual performance resulting from non-recurring expenses, and other non-cash charges, provides useful information for our investors and is more reflective of other factors that affect our operating performance.
We believe non-GAAP net income (loss) attributable to HF Foods Group Inc. is a useful measure of operating performance because it excludes certain items not reflective of our core operating performance. Non-GAAP net income (loss) attributable to HF Foods Group Inc. is defined as net income (loss) attributable to HF Foods Group Inc. adjusted for amortization of intangibles, change in fair value of interest rate swaps, stock based compensation, transaction related costs, transformational project costs and certain unusual, non-cash, or non-recurring expenses. We believe that non-GAAP net income (loss) attributable to HF Foods Group Inc. facilitates period-over-period comparisons and provides additional clarity for investors to better evaluate our operating results. We present EBITDA, adjusted EBITDA, non-GAAP net income (loss) attributable to HF Foods Group Inc. in order to provide supplemental information that we consider relevant for the readers of our consolidated financial statements included elsewhere in its reports filed with the SEC, including its current Quarterly Report on Form 10Q, and such information is not meant to replace or supersede U.S. GAAP measures. Reconciliations of the non-GAAP financial measures to their most comparable GAAP financial measures are included in the schedules attached to this press release.
| HF FOODS GROUP INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (In thousands) (Unaudited) | |||||||
| September 30, 2024 | December 31, 2023 | ||||||
| ASSETS | |||||||
| CURRENT ASSETS: | |||||||
| Cash | $ | 11,445 | $ | 15,232 | |||
| Accounts receivable, net | 51,954 | 47,832 | |||||
| Inventories | 119,508 | 105,618 | |||||
| Other current assets | 10,012 | 10,145 | |||||
| TOTAL CURRENT ASSETS | 192,919 | 178,827 | |||||
| Property and equipment, net | 146,073 | 133,136 | |||||
| Operating lease right-of-use assets | 14,981 | 12,714 | |||||
| Long-term investments | 2,374 | 2,388 | |||||
| Customer relationships, net | 139,257 | 147,181 | |||||
| Trademarks, trade names and other intangibles, net | 26,339 | 30,625 | |||||
| Goodwill | 85,118 | 85,118 | |||||
| Other long-term assets | 5,689 | 6,531 | |||||
| TOTAL ASSETS | $ | 612,750 | $ | 596,520 | |||
| LIABILITIES AND SHAREHOLDERS' EQUITY | |||||||
| CURRENT LIABILITIES: | |||||||
| Checks issued not presented for payment | $ | 12,018 | $ | 4,494 | |||
| Line of credit | 66,911 | 58,564 | |||||
| Accounts payable | 51,640 | 52,014 | |||||
| Current portion of long-term debt, net | 5,410 | 5,450 | |||||
| Current portion of obligations under finance leases | 3,301 | 1,749 | |||||
| Current portion of obligations under operating leases | 4,147 | 3,706 | |||||
| Accrued expenses and other liabilities | 19,684 | 17,287 | |||||
| TOTAL CURRENT LIABILITIES | 163,111 | 143,264 | |||||
| Long-term debt, net of current portion | 104,658 | 108,711 | |||||
| Obligations under finance leases, non-current | 17,726 | 11,229 | |||||
| Obligations under operating leases, non-current | 11,180 | 9,414 | |||||
| Deferred tax liabilities | 27,853 | 29,028 | |||||
| Other long-term liabilities | 2,612 | 6,891 | |||||
| TOTAL LIABILITIES | 327,140 | 308,537 | |||||
| Commitments and contingencies | |||||||
| SHAREHOLDERS’ EQUITY: | |||||||
| Preferred stock | — | — | |||||
| Common stock | 5 | 5 | |||||
| Treasury stock | (7,750 | ) | (7,750 | ) | |||
| Additional paid-in capital | 604,110 | 603,094 | |||||
| Accumulated deficit | (313,305 | ) | (308,688 | ) | |||
| TOTAL SHAREHOLDERS’ EQUITY ATTRIBUTABLE TO HF FOODS GROUP INC. | 283,060 | 286,661 | |||||
| Noncontrolling interests | 2,550 | 1,322 | |||||
| TOTAL SHAREHOLDERS’ EQUITY | 285,610 | 287,983 | |||||
| TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | $ | 612,750 | $ | 596,520 | |||
| HF FOODS GROUP INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (In thousands, except share and per share data) (Unaudited) | ||||||||||||||||
| Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||
| 2024 | 2023 | 2024 | 2023 | |||||||||||||
| Net revenue | $ | 298,389 | $ | 281,453 | $ | 896,385 | $ | 867,620 | ||||||||
| Cost of revenue | 248,226 | 230,528 | 743,346 | 715,857 | ||||||||||||
| Gross profit | 50,163 | 50,925 | 153,039 | 151,763 | ||||||||||||
| Distribution, selling and administrative expenses | 49,652 | 48,841 | 149,988 | 154,013 | ||||||||||||
| Income (loss) from operations | 511 | 2,084 | 3,051 | (2,250 | ) | |||||||||||
| Other expenses (income): | ||||||||||||||||
| Interest expense | 2,644 | 2,715 | 8,597 | 8,430 | ||||||||||||
| Other expense (income), net | (332 | ) | (490 | ) | 3,040 | (845 | ) | |||||||||
| Change in fair value of interest rate swap contracts | 3,290 | (1,984 | ) | 959 | (2,094 | ) | ||||||||||
| Lease guarantee income | — | (95 | ) | (5,548 | ) | (305 | ) | |||||||||
| Total Other expenses (income), net | 5,602 | 146 | 7,048 | 5,186 | ||||||||||||
| (Loss) income before income taxes | (5,091 | ) | 1,938 | (3,997 | ) | (7,436 | ) | |||||||||
| Income tax (benefit) expense | (1,254 | ) | (36 | ) | 164 | (2,053 | ) | |||||||||
| Net (loss) income | (3,837 | ) | 1,974 | (4,161 | ) | (5,383 | ) | |||||||||
| Less: net income (loss) attributable to noncontrolling interests | 103 | 90 | 456 | (484 | ) | |||||||||||
| Net (loss) income attributable to HF Foods Group Inc. | $ | (3,940 | ) | $ | 1,884 | $ | (4,617 | ) | $ | (4,899 | ) | |||||
| (Loss) earnings per common share - basic | $ | (0.07 | ) | $ | 0.03 | $ | (0.09 | ) | $ | (0.09 | ) | |||||
| (Loss) earnings per common share - diluted | $ | (0.07 | ) | $ | 0.03 | $ | (0.09 | ) | $ | (0.09 | ) | |||||
| Weighted average shares - basic | 52,726,683 | 54,142,396 | 52,490,321 | 54,005,010 | ||||||||||||
| Weighted average shares - diluted | 52,726,683 | 54,513,314 | 52,490,321 | 54,005,010 | ||||||||||||
| HF FOODS GROUP INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (In thousands) (Unaudited) | |||||||
| Nine Months Ended September 30, | |||||||
| 2024 | 2023 | ||||||
| Cash flows from operating activities: | |||||||
| Net loss | $ | (4,161 | ) | $ | (5,383 | ) | |
| Adjustments to reconcile net loss to net cash (used in) provided by operating activities: | |||||||
| Depreciation and amortization expense | 19,932 | 19,551 | |||||
| Asset impairment charges | — | 1,200 | |||||
| Provision for credit losses | (40 | ) | 56 | ||||
| Deferred tax benefit | (1,175 | ) | (2,467 | ) | |||
| Change in fair value of interest rate swap contracts | 959 | (2,094 | ) | ||||
| Stock-based compensation | 1,961 | 2,605 | |||||
| Non-cash lease expense | 2,955 | 2,668 | |||||
| Lease guarantee income | (5,548 | ) | (305 | ) | |||
| Other non-cash expense | 522 | 168 | |||||
| Changes in operating assets and liabilities: | |||||||
| Accounts receivable | (4,105 | ) | 997 | ||||
| Accounts receivable - related parties | 23 | (115 | ) | ||||
| Inventories | (13,890 | ) | 4,349 | ||||
| Prepaid expenses and other current assets | 133 | (14,074 | ) | ||||
| Other long-term assets | 734 | (2,878 | ) | ||||
| Accounts payable | (658 | ) | 22,618 | ||||
| Accounts payable - related parties | (323 | ) | (1,039 | ) | |||
| Operating lease liabilities | (3,015 | ) | (2,511 | ) | |||
| Accrued expenses and other liabilities | 2,397 | (2,722 | ) | ||||
| Net cash (used in) provided by operating activities | (3,299 | ) | 20,624 | ||||
| Cash flows from investing activities: | |||||||
| Purchase of property and equipment | (9,435 | ) | (3,495 | ) | |||
| Proceeds from sale of property and equipment | 12 | 900 | |||||
| Net cash used in investing activities | (9,423 | ) | (2,595 | ) | |||
| Cash flows from financing activities: | |||||||
| Payments for tax withholding related to vested stock awards | (173 | ) | — | ||||
| Checks issued not presented for payment | 7,524 | (15,058 | ) | ||||
| Proceeds from line of credit | 1,120,318 | 891,510 | |||||
| Repayment of line of credit | (1,112,012 | ) | (896,959 | ) | |||
| Repayment of long-term debt | (4,125 | ) | (4,653 | ) | |||
| Repayment of obligations under finance leases | (2,597 | ) | (1,974 | ) | |||
| Cash distribution to shareholders | — | (884 | ) | ||||
| Net cash provided by (used in) financing activities | 8,935 | (28,018 | ) | ||||
| Net decrease in cash | (3,787 | ) | (9,989 | ) | |||
| Cash at beginning of the period | 15,232 | 24,289 | |||||
| Cash at end of the period | $ | 11,445 | $ | 14,300 | |||
| HF FOODS GROUP INC. AND SUBSIDIARIES RECONCILIATION OF NET INCOME (LOSS) TO EBITDA AND ADJUSTED EBITDA (In thousands) (Unaudited) | ||||||||||||
| Three Months Ended September 30, | ||||||||||||
| 2024 | 2023 | Change | ||||||||||
| Net income (loss) | $ | (3,837 | ) | $ | 1,974 | $ | (5,811 | ) | ||||
| Interest expense | 2,644 | 2,715 | (71 | ) | ||||||||
| Income tax expense | (1,254 | ) | (36 | ) | (1,218 | ) | ||||||
| Depreciation and amortization | 6,666 | 6,422 | 244 | |||||||||
| EBITDA | 4,219 | 11,075 | (6,856 | ) | ||||||||
| Lease guarantee income | — | (95 | ) | 95 | ||||||||
| Change in fair value of interest rate swaps | 3,290 | (1,984 | ) | 5,274 | ||||||||
| Stock-based compensation expense | 701 | 757 | (56 | ) | ||||||||
| Business transformation costs(1) | 77 | 198 | (121 | ) | ||||||||
| Other non-routine expense(2) | 18 | 146 | (128 | ) | ||||||||
| Adjusted EBITDA | $ | 8,305 | $ | 10,097 | $ | (1,792 | ) | |||||
| Nine Months Ended September 30, | ||||||||||||
| 2024 | 2023 | Change | ||||||||||
| Net loss | $ | (4,161 | ) | $ | (5,383 | ) | $ | 1,222 | ||||
| Interest expense | 8,597 | 8,430 | 167 | |||||||||
| Income tax expense (benefit) | 164 | (2,053 | ) | 2,217 | ||||||||
| Depreciation and amortization | 19,932 | 19,551 | 381 | |||||||||
| EBITDA | 24,532 | 20,545 | 3,987 | |||||||||
| Lease guarantee income | (5,548 | ) | (305 | ) | (5,243 | ) | ||||||
| Change in fair value of interest rate swaps | 959 | (2,094 | ) | 3,053 | ||||||||
| Stock-based compensation expense | 1,961 | 2,605 | (644 | ) | ||||||||
| SEC settlement | 3,900 | — | 3,900 | |||||||||
| Asset impairment charges | — | 1,200 | (1,200 | ) | ||||||||
| Business transformation costs(1) | 1,180 | 402 | 778 | |||||||||
| Other non-routine expense(2) | 584 | 1,850 | (1,266 | ) | ||||||||
| Adjusted EBITDA | $ | 27,568 | $ | 24,203 | $ | 3,365 | ||||||
________________
(1) Represents non-recurring expenses associated with the launch of strategic projects including supply chain management improvements and technology infrastructure initiatives.
(2) Includes contested proxy and related legal and consulting costs and facility closure costs.
| HF FOODS GROUP INC. AND SUBSIDIARIES RECONCILIATION OF NET INCOME (LOSS) ATTRIBUTABLE TO HF FOODS GROUP INC. TO NON-GAAP NET INCOME ATTRIBUTABLE TO HF FOODS GROUP INC. (In thousands) (Unaudited) | ||||||||||||
| Three Months Ended September 30, | ||||||||||||
| 2024 | 2023 | Change | ||||||||||
| Net (loss) income attributable to HF Foods Group Inc. | $ | (3,940 | ) | $ | 1,884 | $ | (5,824 | ) | ||||
| Amortization of intangibles | 4,070 | 4,071 | (1 | ) | ||||||||
| Lease guarantee income | — | (95 | ) | 95 | ||||||||
| Change in fair value of interest rate swaps | 3,290 | (1,984 | ) | 5,274 | ||||||||
| Stock-based compensation expense | 701 | 757 | (56 | ) | ||||||||
| Business transformation costs (1) | 77 | 198 | (121 | ) | ||||||||
| Other non-routine expense (2) | 18 | 146 | (128 | ) | ||||||||
| Aggregate adjustment for income taxes (3) | (2,006 | ) | 137 | (2,143 | ) | |||||||
| Non-GAAP net income attributable to HF Foods Group Inc. | $ | 2,210 | $ | 5,114 | $ | (2,904 | ) | |||||
| Nine Months Ended September 30, | ||||||||||||
| 2024 | 2023 | Change | ||||||||||
| Net loss attributable to HF Foods Group Inc. | $ | (4,617 | ) | $ | (4,899 | ) | $ | 282 | ||||
| Amortization of intangibles | 12,210 | 12,213 | (3 | ) | ||||||||
| Lease guarantee income | (5,548 | ) | (305 | ) | (5,243 | ) | ||||||
| Change in fair value of interest rate swaps | 959 | (2,094 | ) | 3,053 | ||||||||
| Stock-based compensation expense | 1,961 | 2,605 | (644 | ) | ||||||||
| SEC settlement | 3,900 | — | 3,900 | |||||||||
| Asset impairment charges | — | 1,200 | (1,200 | ) | ||||||||
| Business transformation costs(1) | 1,180 | 402 | 778 | |||||||||
| Other non-routine expense(2) | 584 | 1,850 | (1,266 | ) | ||||||||
| Aggregate adjustment for income taxes(3) | (2,791 | ) | (4,704 | ) | 1,913 | |||||||
| Non-GAAP net income attributable to HF Foods Group Inc. | $ | 7,838 | $ | 6,268 | $ | 1,570 | ||||||
________________
(1) Represents non-recurring expenses associated with the launch of strategic projects including supply chain management improvements and technology infrastructure initiatives.
(2) Includes contested proxy and related legal and consulting costs and facility closure costs.
(3) Includes the income tax adjustments related to the business transformation costs and other non-routine expenses described in footnotes (1) and (2) above.
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