- Part 4: For the preceding part double click ID:nRSI9912Vc
forward purchases of electricity and gas where pricing inputs are
unobservable, as well as other complex transactions. Complex transactions can introduce the need for internally developed
models based on reasonable assumptions. Industry standard valuation techniques such as the Black-Scholes pricing model and
Monte Carlo simulation are used for valuing such instruments. Level 3 is also applied in cases when optionality is present
or where an extrapolated forward curve is considered unobservable. All published forward curves are verified to market
data; if forward curves differ from market data by 5% or more they are considered unobservable.
9. Fair value measurement (continued)
Our level 3 investments include investments in associates relating to Sunrun Neptune 2016 LLC accounted for at fair value
through profit and loss of £74m and £5m Series B preferred stocks in Enbala Holdings, Inc., accounted for as an
available-for-sale investment. The Group is also party to the Further Acquisition Agreement (FAA) which contains put and
call options over 14% of the loan and equity it holds in Cadent (through its investment in Quadgas Holdco Limited). The
exercise price for the option is fixed other than an escalation factor of 3.5% per annum and distributions from Quadgas
Holdco Limited. The FAA is a derivative which is accounted for at fair value, and the assumptions which are used to
determine fair value are specific to the contract and not readily observable in active markets. The fair value of the
options has been assessed to be £nil (31 March 2017: £nil).
As disclosed in note 3, certain unrealised gains/losses on our recurring financial instruments are recorded in
remeasurements in the consolidated income statement.
The impacts on a post-tax basis of reasonably possible changes in significant assumptions used in valuing assets and
liabilities classified within level 3 of the fair value hierarchy are as follows:
10% increase in commodity prices - - (2) 2
10% decrease in commodity prices - - 2 -
Volume forecast uplift1 - - - (1)
Volume forecast reduction1 - - - 4
+10% market area price change - - (7) (17)
-10% market area price change - - 5 13
+20 basis point increase in Limited Price Index (LPI) market curve2 (85) (101) - -
-20 basis point decrease in LPI market curve2 82 98 - -
-20 basis point decrease in LPI market curve2
82
98
-
-
1. Volumes were flexed using maximum and minimum historical averages, or by >10% where historical averages were not
available.
2. A reasonably possible change in assumption of other level 3 derivative financial instruments is unlikely to result
in a material change in fair values.
A 25 basis point change in the assumed regulatory cost of equity applied in valuing the FAA would increase/(decrease) the
fair value by circa £13m.
A 50 basis point change in the discount rate used to determine the fair value of our investment in Sunrun Neptune 2016 LLC
would increase/(decrease) the fair value by £4m.
Movements in the six months to 30 September for assets and liabilities measured at fair value using level 3 valuation
methodology are presented below:
At 1 April (465) (196) (16) (27) 46 -
Net gains/(losses) for the period1, 2 8 (38) (2) (21) 1 -
Increase in investment - - - - 35 -
Purchases - - - (4) - -
Settlements 231 - 26 21 - -
Foreign exchange movements - - 1 (3) (3) -
At 30 September (226) (234) 9 (34) 79 -
At 30 September
(226)
(234)
9
(34)
79
-
1. Gains of £5m (2016: losses of £38m) are attributable to derivative financial instruments held at the end of the
reporting period.
2. Losses of £1m (2016: losses of £20m) are attributable to commodity derivative financial instruments held at the
end of the reporting period.
3. There were no reclassifications or transfers out of level 3 (2016: none).
10. Reconciliation of net cash flow to movement in net debt
Six months ended 30 September 2017 2016
£m £m
(Decrease)/increase in cash and cash equivalents (1,099) 24
(Decrease)/increase in financial and other investments (6,130) 137
Increase/(decrease) in borrowings and related derivatives 2,331 (2,340)
Net interest paid on the components of net debt1 387 1,408
Change in net debt resulting from cash flows (4,511) (771)
Changes in fair value and exchange movements 1,270 (1,847)
Net interest charge on the components of net debt1 (521) (1,204)
Other non-cash movements (39) (75)
Movement in net debt (net of related derivative financial instruments) in the period (3,801) (3,897)
Net debt (net of related derivative financial instruments) at start of period (19,274) (25,325)
Net debt (net of related derivative financial instruments) at end of period (23,075) (29,222)
1. Exceptional income of £3m (2016: exceptional loss of £718m) is included in net interest charge on the components
of net debt and an exceptional cash inflow of £3m (2016: outflow of £930m) is included in net interest paid on the
components of net debt.
11. Net debt
30 September 2017 31 March 2017
£m £m
Cash and cash equivalents 39 1,139
Financial and other investments 2,573 8,741
Borrowings (26,109) (28,638)
Net debt related derivative financial assets 1,851 1,707
Net debt related derivative financial liabilities (1,429) (2,223)
Net debt (net of related derivative financial instruments) (23,075) (19,274)
12. Pensions and other post-retirement benefit obligations
30 September 2017 31 March 2017
£m £m
Present value of funded obligations (24,695) (25,890)
Fair value of plan assets 23,958 24,375
(737) (1,515)
Present value of unfunded obligations (323) (340)
Other post-employment liabilities (72) (78)
Net liability (1,132) (1,933)
Presented in consolidated statement of financial position:
Liabilities (2,035) (2,536)
Assets 903 603
(1,132) (1,933)
Key actuarial assumptions
Discount rate (UK) 2.7% 2.4%
Discount rate (US) 4.0% 4.3%
Rate of increase in RPI (UK) 3.2% 3.2%
The net pensions and other post-retirement benefit obligations position, as recorded under IAS19, at 30 September 2017 was
a liability of £1,132m compared to £1,933m at 31 March 2017. The decrease in the net liability of £801m primarily reflects
changes in actuarial assumptions, asset performance in excess of the discount rate and employer contributions paid over the
accounting period. Changes in actuarial assumptions, primarily movements in discount rates, led to a reduction in
liabilities of £381m (a decrease in UK liabilities of £774m which is partially offset by an increase in liabilities in the
US of £393m). This reflected increases in corporate UK bond yields and a refinement in the yield curve used by our
actuaries to derive the discount rate to more closely reflect market practice. Conversely, the US discount rate fell due to
decreases in US corporate bond yields. A further gain of £213m reflects returns on assets, primarily in the US, exceeding
the impact of the decrease in discount rate. The net impact of actuarial gains and losses has been reflected within the
consolidated statement of comprehensive income. Employer contributions of £243m were paid over the accounting period.
The recognition of the pension assets in both the UK in relation to the National Grid UK Pension Scheme (NGUKPS) and the
Niagara Mohawk Plan in the US reflect legal and actuarial advice that we have taken regarding recognition of surpluses
under IFRIC 14. In both cases we have concluded that the Group has an unconditional right to a refund from the individual
plans, including from each Section of the NGUKPS, in the event of a winding up. In the UK, the Trustees must seek the
agreement of the Company to any benefit augmentation beyond the provisions set out in the Scheme Rules. In the US, the
surplus assets may be used to pay benefits under other Plans, thereby allowing the Company to settle other liabilities
under other Schemes.
13. Commitments and contingencies
At 30 September 2017 there were commitments for future capital expenditure contracted but not provided for of £2,148m
(2016: £1,992m)1.
We also have other commitments relating primarily to commodity purchase contracts, operating leases and contingencies in
the form of certain guarantees and letters of credit. These commitments and contingencies are described in further detail
on page 144 of the Annual Report and Accounts.
As noted in Note 7, £835m of proceeds from the sale of the UK Gas Distribution business are being returned to shareholders
via a share buyback programme. As at 30 September 2017, £413m had been spent on share buybacks under this programme.
Litigation and claims
Through the ordinary course of our operations, we are party to various litigation, claims and investigations. We do not
expect the ultimate resolution of any of these proceedings to have a material adverse effect on our results of operations,
cash flows or financial position.
14. Exchange rates
The consolidated results are affected by the exchange rates used to translate the results of our US operations and US
dollar transactions. The US dollar to pound sterling exchange rates used were:
30 September 2017 2016 Year ended 31 March 2017
Closing rate applied at period end 1.34 1.30 1.25
Average rate applied for the period 1.31 1.39 1.28
15. Related party transactions
Related party transactions in the six months ended 30 September 2017 were substantially the same in nature to those
disclosed on page 145 of the Annual Report and Accounts, other than the results of trading balances with Cadent (the
Quadgas Holdco Limited Group) and a transaction with a Director as presented below. There were no related party
transactions in the period that have materially affected the financial position or performance of the Group.
The following transactions with entities within the Quadgas Holdco Limited Group, which became a related party at the year
end, were in the normal course of business. Amounts receivable from and payable to related parties are due on normal
commercial terms and have not changed significantly from the year end.
Six months ended 30 September 2017£m
Sales: goods and services supplied 119
Purchases: goods and services received 13
Interest income 15
As a result of an overpayment due to a payroll processing error in September 2017, the Company was owed $70,767 by Dean
Seavers (Executive Director, US and a Director of National Grid plc) at 30 September 2017. The amount was repaid in full in
early October 2017.
1. Following a review in the period, the basis on which we disclose capital commitments has been refined.
Principal risks and uncertainties
When preparing the half year results the risks as reported in the Annual Report and Accounts (principal risks on pages
16-17 and inherent risks on pages 180-183) were reviewed to ensure that the disclosures remained appropriate and adequate.
No significant new risks were identified. Below is a summary of our key risks as at 30 September 2017:
· Failure to identify and execute the right opportunities to deliver our growth strategy;
· Failure to secure satisfactory regulatory outcomes and to influence future energy policy;
· Failure to effectively respond to the threats and opportunities presented by emerging technologies, particularly
adapting our networks to meet the challenge of increasing distributed energy sources;
· We experience catastrophic asset failure resulting in a significant safety event;
· Failure to operate with a sufficiently mature business data management capability;
· We experience a major cyber security breach of business and critical national infrastructure systems; and
· Failure to secure skills and leadership capacity (including effective succession planning) required to deliver our
vision and strategy.
The risks and uncertainties associated with the United Kingdom exiting the EU have been considered by the Board. The Board
continues to monitor the potential impact of the referendum result on the future performance and position of the Group but
does not currently believe there will be a material adverse impact on the Group's results or financial position in the
current financial year.
Statement of Directors' Responsibilities
The half year financial information is the responsibility of, and has been approved by, the Directors. The Directors are
responsible for preparing the half year report in accordance with the Disclosure and Transparency Rules (DTR) of the United
Kingdom's Financial Conduct Authority.
The Directors confirm that to the best of their knowledge:
a) the condensed consolidated interim financial statements have been prepared in accordance with IAS 34 'Interim
Financial Reporting' as issued by the International Accounting Standards Board and as adopted by the European Union;
b) the half year management report includes a fair review of the information required by DTR 4.2.7R (indication of
important events during the first six months and description of principal risks and uncertainties for the remaining six
months of the year); and
c) the half year management report includes a fair review of the information required by DTR 4.2.8R (disclosure of
related parties' transactions and changes therein).
By order of the Board
…………………….. ……………………..
John Pettigrew Andrew Bonfield
8 November 2017 8 November 2017
Chief Executive Finance Director
INDEPENDENT REVIEW REPORT TO NATIONAL GRID PLC
We have been engaged by the company to review the condensed set of financial statements in the half-yearly financial report
for the six months ended 30 September 2017 which comprises the consolidated income statement, the consolidated statement of
financial position, the consolidated statement of comprehensive income, the consolidated statement of changes in equity,
the consolidated cash flow statement and related notes 1 to15. We have read the other information contained in the
half-yearly financial report and considered whether it contains any apparent misstatements or material inconsistencies with
the information in the condensed set of financial statements.
This report is made solely to the company in accordance with International Standard on Review Engagements (UK and Ireland)
2410 "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Auditing
Practices Board. Our work has been undertaken so that we might state to the company those matters we are required to state
to it in an independent review report and for no other purpose. To the fullest extent permitted by law, we do not accept or
assume responsibility to anyone other than the company, for our review work, for this report, or for the conclusions we
have formed.
Directors' responsibilities
The half-yearly financial report is the responsibility of, and has been approved by, the directors. The directors are
responsible for preparing the half-yearly financial report in accordance with the Disclosure and Transparency Rules of the
United Kingdom's Financial Conduct Authority.
As disclosed in note 1, the annual financial statements of the group are prepared in accordance with IFRSs as issued by the
IASB and as adopted by the European Union. The condensed set of financial statements included in this half-yearly
financial report has been prepared in accordance with International Accounting Standard 34 "Interim Financial Reporting" as
adopted by the European Union.
Our responsibility
Our responsibility is to express to the Company a conclusion on the condensed set of financial statements in the
half-yearly financial report based on our review.
Scope of review
We conducted our review in accordance with International Standard on Review Engagements (UK and Ireland) 2410 "Review of
Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Auditing Practices Board
for use in the United Kingdom. A review of interim financial information consists of making inquiries, primarily of persons
responsible for financial and accounting matters, and applying analytical and other review procedures. A review is
substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK) and
consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be
identified in an audit. Accordingly, we do not express an audit opinion.
Conclusion
Based on our review, nothing has come to our attention that causes us to believe that the condensed set of financial
statements in the half-yearly financial report for the six months ended 30 September 2017 is not prepared, in all material
respects, in accordance with International Accounting Standard 34 and as adopted by the European Union and the Disclosure
and Transparency Rules of the United Kingdom's Financial Conduct Authority.
Deloitte LLP
Statutory Auditor
London, United Kingdom
8 November 2017
Alternative performance measures / non-GAAP reconciliations
Within the Half Year Results Statement, a number of financial measures are presented which are alternative performance
measures (APMs), as per the European Securities and Markets Authority (ESMA) guidelines and non-GAAP measures as per the
SEC's Regulation S-K.
The Group uses a range of these measures to provide a better understanding of the underlying performance of the Group.
Reconciliations of these measures to IFRS and/or definitions are provided below.
In considering the financial performance of our businesses and segments, we analyse each of our primary financial measures
of operating profit, profit before tax, profit for the year attributable to equity shareholders and EPS into two
components. The first of these components is referred to as an adjusted profit measure, also known as a business
performance measure. This is the principal measure used by management to assess the performance of the underlying business.
Adjusted results exclude exceptional items and remeasurements. These items are reported collectively as the second
component of the financial measures. Note 3 explains in detail the items which are excluded from our adjusted profit
measures.As a matter of course, management also considers earnings performance by segment, excluding the effect of timing
(see page 44).
The constant currency basis is explained on page 22 of this document.
Net revenue
'Net revenue' is revenue less pass-through costs, such as payments to other UK network owners, system balancing costs, and
gas and electricity commodity costs in the US. Pass-through costs are fully recoverable from our customers and are
recovered through separate charges that are designed to recover those costs with no profit. Any over- or under-recovery of
these costs is returned to, or recovered from, our customers.
2017 2016
Six months ended 30 September Gross revenue Pass- through costs Net revenue Gross revenue Pass- through costs Net revenue
£m £m £m £m £m £m
UK Electricity Transmission 2,076 (1,117) 959 2,129 (1,047) 1,082
UK Gas Transmission 422 (123) 299 422 (101) 321
US Regulated 3,799 (1,505) 2,294 3,431 (1,291) 2,140
NG Ventures and Other 407 - 407 356 - 356
Sales between segments (20) - (20) (58) - (58)
Total 6,684 (2,745) 3,939 6,280 (2,439) 3,841
Capital investment
'Capital investment' or 'investment' refer to additions to plant, property and equipment and intangible assets, and
contributions to joint ventures and associates, other than the St William Homes LLP joint venture during the period. St
William Homes LLP is excluded based on the nature of this joint venture arrangement.
At actual exchange rates At constant currency
Six months ended 30 September 2017 2016 % change 2017 2016 % change
£m £m £m £m
UK Electricity Transmission 515 586 (12)% 515 586 (12)%
UK Gas Transmission 157 116 35% 157 116 35%
US Regulated 1,095 1,039 5% 1,095 1,101 (1)%
NG Ventures and Other 233 125 86% 233 129 81%
Group capital investment 2,000 1,866 7% 2,000 1,932 4%
Six months ended 30 September 2017 2016 % change
£m £m
Capital expenditure 1,892 1,825 4%
Equity investment, funding contributions and loans to joint ventures and associates 108 41 163%
Group capital investment 2,000 1,866 7%
Reconciliation of operating profit by segment including and excluding timing differences
The table below reconciles our statutory and adjusted operating profit metrics including and excluding timing. Details of
timing differences are explained on page 23.
2017 2016
Six months ended 30 September Operating profit excluding timing Timing Operating profit including timing Operating profit excluding timing Timing Operating profit including timing
£m £m £m £m £m £m
Operating segments
UK Electricity Transmission 540 2 542 610 87 697
UK Gas Transmission 144 (18) 126 115 44 159
US Regulated 526 (93) 433 441 (6) 435
NG Ventures and Other 158 - 158 152 - 152
Adjusted operating profit 1,368 (109) 1,259 1,318 125 1,443
Exceptional items and remeasurements 15 - 15 29 - 29
Operating profit after exceptional items and remeasurements 1,383 (109) 1,274 1,347 125 1,472
Reconciliation of statutory and adjusted earnings and EPS metrics including and excluding timing
The table below reconciles our statutory, and adjusted earnings and EPS metrics including and excluding timing. In
addition, to aid comparability, we have included composite measures of earnings and EPS, which show an estimate for
comparative purposes, as if we had owned 39% of Cadent throughout the first half of 2016/17, and had effected a share
consolidation and special dividend and share buyback (thereby reducing the weighted average number of shares) during the
comparative period.
Including timing Excluding timing
Six months ended 30 September 2017 2016 2016 estimate including GD stake1,2 2017 2016 2016 estimate including GD stake1,2
£m £m £m £m £m £m
Adjusted operating profit 1,259 1,443 1,443 1,368 1,318 1,318
Net finance costs (527) (444) (429) (527) (444) (429)
Share of post-tax results of joint ventures and associates 75 31 102 75 31 102
Adjusted profit before tax 807 1,030 1,116 916 905 991
Adjusted tax (152) (228) (231) (192) (204) (207)
Adjusted profit after tax 655 802 885 724 701 784
Non-controlling interest (1) - - (1) - -
Adjusted earnings for the period from continuing operations attributable to the parent 654 802 885 723 701 784
Adjusted basic EPS from continuing operations (pence) 18.5 21.3 25.0 20.4 18.6 22.2
Exceptional items and remeasurements 36 31 36 31
Loss after tax from discontinued operations (14) (327) (14) (327)
Total profit for the period (continuing and discontinued) 676 506 745 405
Non-controlling interest (discontinued operations) - (2) - (2)
Earnings for the period 676 504 745 403
Basic EPS from continuing and discontinued operations (pence) 19.1 13.4 21.1 10.7
Weighted average number of shares 3,539 3,763 3,533 3,539 3,763 3,533
Note 1: 2016 estimate including 39% interest in UK Gas Distribution for six months ended 30 September 2016
Including timing Excluding timing
Six months ended 30 September 2016 Cadent overlay 2016 estimate including GD stake 2016 Cadent overlay 2016 estimate including GD stake
£m £m £m £m £m £m
Adjusted operating profit 1,443 - 1,443 1,318 - 1,318
Net finance costs (444) 15 (429) (444) 15 (429)
Share of post-tax results of joint ventures and associates 31 71 102 31 71 102
Adjusted profit before tax 1,030 86 1,116 905 86 991
Adjusted tax (228) (3) (231) (204) (3) (207)
Adjusted profit after tax 802 83 885 701 83 784
Non-controlling interest - - - - - -
Adjusted earnings for the period from continuing operations attributable to the parent 802 83 885 701 83 784
In determining the 2016 estimate including a 39% stake in UK Gas Distribution, we have imputed additional net income as
follows:
- Reduction to net finance cost of £15m reflecting additional interest receivable on the shareholder loan;
- Increase in share of post-tax results of joint ventures and associates based on actual operating profit reported by
UK Gas Distribution in the first half of 2016/17, less the effect of provisional purchase price adjustments, £79m of
finance costs reflecting the cost charged to discontinued operations in the first half of 2016/17, estimated additional
financing costs at holding company level and the tax effects thereon.
Note 2: Weighted average number of shares
Millions
Weighted average number of shares used for basic EPS 3,763
Reduction to reflect implied return of capital (230)
Weighted average number of shares used for composite measure 3,533
The 230m reduction in the weighted average number of shares is an approximation of the impact of the share consolidation
and share buyback had these events taken place during the comparative period.
Reconciliation of net revenue to operating profit by regulated business
UK Electricity Transmission UK Gas Transmission
Six months ended 30 September 2017 2016 2017 2016
£m £m £m £m
Net revenue 959 1,082 299 321
Regulated controllable costs (167) (146) (72) (60)
Post-retirement costs (26) (21) (9) (11)
Other operating costs and provisions 2 (5) 2 (3)
Depreciation and amortisation (226) (213) (94) (88)
Operating profit 542 697 126 159
Less: timing impact (2) (87) 18 (44)
Operating profit excluding timing 540 610 144 115
Net revenue excluding timing 957 995 317 277
US Regulated
Six months ended 30 September 2017 2016 20161
£m £m £m
Net revenue 2,294 2,140 2,269
Regulated controllable costs (880) (800) (848)
Post-retirement costs (51) (48) (51)
Other operating costs and provisions (602) (562) (596)
Depreciation and amortisation (328) (295) (313)
Operating profit 433 435 461
Less: timing impact 93 6 6
Operating profit excluding timing 526 441 467
Net revenue excluding timing 2,387 2,146 2,275
1. Constant currency basis
Reconciliation of net revenue to operating profit by regulated business
Six months ended 30 September 2017 2016 20161
£m £m £m
Net revenue 3,552 3,543 3,672
Regulated controllable costs (1,119) (1,006) (1,054)
Post-retirement costs (86) (80) (83)
Other operating costs and provisions (598) (570) (604)
Depreciation and amortisation (648) (596) (614)
Operating Profit 1,101 1,291 1,317
Less: Timing impact 109 (125) (125)
Operating profit excluding timing 1,210 1,166 1,192
Net revenue excluding timing 3,661 3,418 3,547
1. Constant currency basis
Reconciliation of operating profit to adjusted profit before tax by regulated business
Including timing Excluding timing
Six months ended 30 September 2017 2016 20161 2017 2016 20161
£m £m £m £m £m £m
Adjusted operating profit for regulated business 1,101 1,291 1,317 1,210 1,166 1,192
NG Ventures and Other 158 152 151 158 152 151
Adjusted operating profit 1,259 1,443 1,468 1,368 1,318 1,343
Adjusted net finance costs (527) (444) (465) (527) (444) (465)
Share of post-tax results of joint ventures and associates 75 31 31 75 31 31
Adjusted profit before tax 807 1,030 1,034 916 905 909
1. Constant currency basis
Timing impacts
UK Electricity Transmission£m UK Gas Transmission£m US Regulated£m Total£m
1 April 2017 opening balance (30) 112 318 400
Restatement of opening balance for timing impacts (9) (2) 10 (1)
Restated 1 April 2017 opening balance (39) 110 328 399
Over/(under) recovery 2 (18) (93) (109)
30 September 2017 closing balance to (recover)/return1 (37) 92 235 290
1 April 2016 opening balance1 (171) 38 148 15
Restatement of opening balance for timing impacts - 1 (21) (20)
Restated 1 April 2016 opening balance (171) 39 127 (5)
Over/(under)recovery2 87 44 (6) 125
30 September 2016 closing balance to (recover)/return (84) 83 121 120
Year on year timing variance (85) (62) (87) (234)
1. Closing US Regulated balances restated using the spot exchange rate as at 30 September 2017.
2. Over/under-recovery restated using the average rate for the 6 months to 30 September 2017.
1 Unless otherwise stated, all financial commentaries in this release are given on an adjusted basis for our continuing
operations, at actual exchange rates.
'Adjusted results' and a number of other terms and performance measures used in this document are not defined within
accounting standards and may be applied differently by other organisations. For clarity, we have provided definitions of
these terms and, where relevant, reconciliations on pages 43 - 46.
2 '2016' results are presented on a continuing basis. In order to provide additional comparative earnings information, we
also show an estimate of our results for the six months ended 30 September 2016 adjusted to include an estimated
contribution from a 39% stake in UK Gas Distribution (now Cadent). The estimate of EPS presented for this purpose also
reflects an indicative reduction in the weighted average number of shares in issue to reflect our current capital
structure.
3 In November 2016, Ofgem ran the financial models that calculate substantial elements of the revenue allowances for
National Grid's UK regulated businesses. The outcome of these model runs (known as the 'MOD adjustments') were in line with
National Grid's expectations.
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