capstone headwaters mro m&a coverage report - q3 2019...(cmms) software industry is expected to...

3October 2019www.capstoneheadwaters.com

Capstone Headwaters

The global Maintenance, Repair & Operations (MRO) industry is estimated to bevalued at approximately $608 billion, according to W.W. Grainger’s (NYSE:GWW)2019 Fact Book.1 Despite softening manufacturing activity evidenced by an endto the ISM PMI’s 35-month expansion; the MRO industry has proven resilient tothe subsequent downward pressures on production, presenting defensibleinvestment opportunities. MRO providers that offer value-added safety servicesand non-discretionary maintenance and repair services are poised to retaindemand, as industrial operators allocate capital to preserve equipment ratherthan spend large capital expenditures on new equipment amidst decliningmanufacturing activity.

With 74 transactions year-to-date (YTD), merger and acquisition (M&A) activityhas eclipsed 2018 YTD levels. Private equity (PE) firms have accounted for43.2% of total deal activity, predominantly composed of investments byplatform portfolio companies. Financial sponsors have increased their appetitein the space, driven by MRO operators’ steady cash flow, defensible marketdynamics, and contractual based recurring revenues. Notably, CapstoneHeadwaters recently advised S&S Supplies and Solutions (S&S) on its sale toTotal Safety U.S., a portfolio company of LittleJohn & Co. Terms of the deal areconfidential. S&S is a leading value-added supplier of safety, MRO, andindustrial supplies, serving Power Utility, Automotive, Airline, and Energy end-markets. The deal enhances Total Safety’s distribution offerings, providing itwith a robust network of distribution centers in key U.S. industrial markets.

TABLE OF CONTENTS

M&A Overview Public Company Activity Segment Highlight CSHW Deal Spotlight Relevant Transaction Select Transactions Public Company Data Firm Track Record

MAINTENANCE, REPAIR & OPERATIONSQ3 2019

MERGER & ACQUISTION OVERVIEW

Year-to-date (YTD) ended August 28Source: Capital IQ, PitchBook, FactSet, and Capstone Headwaters Research

Num

ber o

fTra

nsac

tions

85 91100 94 96

66 74

020406080

100120

2014 2015 2016 2017 2018 YTD 2018 YTD 2019

CONTRIBUTORS

David BenchManaging [email protected]

Tracy Patch [email protected]

Chris CardinaleVice [email protected]

M&A Activity: MRO

In August, Applied Industrial Technologies, Inc. (NYSE:AIT),a leading distributor of industrial products for MRO andOEM markets, agreed to acquire Olympus Controls for anundisclosed sum. Olympus Controls offers turnkey value-added design, assembly, integration, and distributionservices of industrial automation equipment. OlympusControls generates ~$45 million of revenue annually andallows Applied Industrial Technologies (AIT) to penetrateinto the high-growth Industrial Automation market,according to AIT’s Q4 FY2019 Earnings Call.3 AIT expectsto utilize Olympus’ leading capabilities to further diversifyand strengthen its existing sales channels.

Similar to DXP’s growth strategy, AIT also expects tocontinue to expand its product and service capabilitiesthrough acquisitions of accretive businesses. NeilSchrimsher, AIT CEO, commented “And so our M&Apriorities today will continue to be that there is selectbearing and power transmission opportunities, fluidpower, extending in process flow control, and we thinkautomation is a good business platform for us to furtherdevelop as well,” in its Q4 earnings call.

Capstone Headwaters expects large operators tocomplement organic growth initiatives with tuck-ininvestments that target well-established, additivebusinesses that offer value-added services or highlyspecialized products offerings.

2

PUBLIC COMPANY ACTIVITY

SEGMENT HIGHLIGHT: FACILITIES MAINTENANCE SOFTWARE

Despite a softening U.S. manufacturing environment,public company appetite for accretive M&A opportunitiescontinues to be robust through YTD 2019, accounting for31% of total deal volume compared to ~18% in 2018.Public operators have continued to seek complementaryvalue-added businesses to exploit cost synergies andaccelerate product diversification as well as new andexisting end-market penetration.

Continued uncertainty regarding trade tensions andsubsequent supply chain disruptions have presented near-term headwinds. However, MRO M&A demand hasincreased and continues to eclipse the deceleration.Leading value-added distributor of MRO products DXPEnterprises (Nasdaq:DXPE) expects multiples to remainsteady as it continues to seek tuck-in M&A opportunities,noted to be driven by strong free cash flow, according toDXP’s CFO Kent Yee in its Q2 2019 earnings call.2 DXPexpects to remain a key participant in the M&A market.

Acquisitions of highly complementary firms that fostercost reductions and expand strategic capabilities areexpected to remain attractive for public operators withstrong balance sheets. Notably, public companies havetargeted high growth segments such as value-addedproviders of industrial automation for original equipmentmanufacturers (OEMs), integrators, and other end-users.Operators can leverage this cutting edge technology bypairing it with its existing suite of offerings and upsellingcurrent clients.

The Computerized Maintenance Management System(CMMS) Software industry is expected to reach a marketvalue of ~$1.4 billion by 2025, growing at a 9.8%compound annual growth rate (CAGR) throughout theforecast period, according to QY Research.4 Growth inthe Facilities Maintenance Software industry as well as theComputerized Maintenance Management System(CMMS) Software subsector has been driven by anincrease in outsourced maintenance and internet ofthings (IoT) technology integration. Heightenedutilization of interoperable systems have supporteddemand for advanced software that can exploit andmanage predictive, interconnected systems, providingoptimized capacity and streamlined MRO operations.

Strategic CMMS providers have used M&A activity tointegrate existing software solutions with IoT and artificialintelligence (AI) technologies. In August, Fiix, a providerof cloud-based maintenance and asset managementsoftware, acquired Alchemy IoT for an undisclosed sum.

Maintenance, Repair & Operations | Q3 2019

CMMS Software Revenue Projections

Source: QY Research

The combination of Alchemy IoT’s industrial assetintelligence solutions creates a true AI-driven predictivemaintenance software that provides real-time, AI-drivenasset health and anomaly detection.

$787$864

$949$1,042

$1,144$1,256

$1,379$1,515

$200

$400

$600

$800

$1,000

$1,200

$1,400

$1,600

2018 2019 2020 2021 2022 2023 2024 2025

$ in

Mill

ions

CAPSTONE HEADWATERS’ DEAL SPOTLIGHT

3

has been acquired by

RELEVANT TRANSACTION

Littlejohn & Co. LLC acquires Kaman Industrial Technologies Corporation(June 2019, $700 Million)

Littlejohn has shown a robust appetite for the space, implementing buy-and-build strategies to stimulate value-creation in platform investments, evidencedby Total Safety’s acquisition of S&S Supplies and Solutions. In June, Littlejohninvested in a new platform company, acquiring the Distribution Division ofKaman Corporation (NYSE:KAMN) for $700 million, at 10.6x 2018 adjustedEBITDA. The divesture of its Distribution business follows Kaman’s strategicinitiative to focus on its Aerospace and Engineered products businesses, creatinga stronger balance sheet that allows further investment in high margin products.

Kaman’s Distribution business provides over six million industrial productsincluding electro-mechanical, bearings, power transmission, motion control,automation, MRO supplies, and electrical and fluid power components. Thebusiness offers premier value-added capabilities such as engineering, design,and industrial support services. Its robust value-added offerings servecustomers from 220 locations across the U.S. and Puerto Rico. The Distributionsegment employs 2,200 personnel and generated $1.1 billion in net revenue in2018, according to its press release.4

Acquires


a portfolio company of

Capstone Headwaters Advises S&S Supplies & Solutions, Inc.

In September 2019, Capstone Headwaters successfully advised S&S Supplies andSolutions (“S&S” or “Company”) on its acquisition by Total Safety U.S., Inc., aportfolio company of Littlejohn & Co., LLC.

Founded in 1983, S&S is a leading supplier of safety products, industrial supplies,and related compliance services to the Power Utility, Automotive, Airline, andEnergy end-markets. The Company serves its clients through a network ofdistribution centers strategically located in key industrial markets throughout theU.S. Total Safety will utilize S&S to expand its distribution offerings, providingcustomers with safe, reliable industrial products and safety supplies through bestin class distribution solutions. Total Safety will reorganize around two separatebusiness units: Industrial Safety Services and Specialty Distribution. S&S will beintegrated into the Specialty Distribution segment and will continue to operateunder the S&S brand.

“Total Safety is the right strategic partner for S&S having similar values andobjectives in serving our customers,” said Tracy Tomkovicz, CEO of S&S. “We areparticularly excited about sharing our respective and complementary capabilitiesto better serve our customers and to help Total Safety expand into the PowerUtility market,” added Steve Tomkovicz, President of S&S. Both Tracy and Stevewill remain in their leadership roles and will focus on implementing Total Safety’sdistribution strategy.

“The combination of S&S and Total Safety reflects two trends we expect willaccelerate in the future- the coupling of products and services and the furtherconvergence of the safety and MRO spaces,” suggests David Bench, ManagingDirector of Capstone Headwaters’ EHS and MRO industry groups.

Enterprise EV / LTMDate Target Acquirer Target Business Description Value ($mm) Revenue EBITDA

09/13/19 S&S Supplies and Solutions Total Safety Provides value-added distribution services of safety,

MRO, and industrial supplies. CF CF CF

08/19/19 City Pipe & Supply Russel Metals Provides pipe, valve, and fitting distribution services $120.4 0.6x -

08/16/19 EIS Audax Distributes process materials, production supplies, specialty wire and cable, and fabricated parts. - - -

08/16/19 Chemtron Kinderhook Industries

Provides hazardous and non-hazardous waste management solutions. - - -

08/14/19 Olympus Controls Applied Industrial Technologies Distributes industrial automation products. - - -

08/14/19 TotalFacility Advanced Service Solutions

Provides facilities maintenance, repair, and operations services in North America. - - -

08/12/19 Hydraulic Hose & Assemblies

PRC Industrial Supply

Distributes and fabricates hydraulic and industrial hose fittings as well as other value-added services. - - -

08/12/19 Blue Point Tool & Supply FICODIS Engages in the distribution of industrial supplies such

as abrasives, cutting tools, lubricants, and more. - - -

08/07/19 Just Services Reedy Industries Services heating and air conditioning products. - - -

08/06/19 GenAssist GenServe Provides maintenance and repair services to industrial generators and backup power solutions. - - -

08/05/19 Southwest Energy Systems Shermco Industries Offers testing, analysis, and maintenance for electrical

systems. - - -

07/31/19 Chris Andersen Roofing Tecta America Provides roof replacement, restoration, repair, and

maintenance to commercial and industrial customers. - - -

07/18/19 Pierce-Phelps Carrier Distributes HVAC products. $85.0 0.4x -

07/12/19 Elite Compression Services Archrock Provides gas compression services. $386.2 - -

07/11/19 VSP Technologies Diploma Distributes gaskets and fluid-sealing products to the

MRO industry. $80.0 1.8x -

07/09/19 Arkos Field Services

Burckhardt Compression

Offers aftermarket services for engines, compressors, as well as other industrial equipment. - - -

07/01/19 O’keefe Elevator ThyssenKrupp Specializes in the design, installation, repair, and maintenance of elevators. - - -

06/26/19 Kaman Industrial Technologies Littlejohn Distributes industrial parts to MRO and OEM markets

in the U.S. and internationally. $700.0 0.6x 10.6x

06/18/19 Furey Filter & Pump Ohio Transmission Offers distribution, repair, and maintenance of fluid

handling products. - - -

06/11/19 Fazer Food Services Compass Group Provides food catering services in the Nordic region to

Business, Education, Healthcare, and Defense markets. $522.5 0.8x ~12.0x

05/21/19 Bihun Commercial Services

Building Automation Solutions

Offers installation, repair, and maintenance of HVAC automation controls. - - -

05/10/19 Golden Specialty Enthalpy Analytical Provides emission testing services to industrial customers. - - -

Source: Capital IQ, Pitchbook, FactSet, and Capstone Headwaters Research 4

SELECT TRANSACTIONS


Enterprise EV / LTMDate Target Acquirer Target Business Description Value ($mm) Revenue EBITDA

05/07/19 SouthernCarlson Kyocera Distributes construction and packaging machines, tools, and supplies. $815.3 1.5x -

05/01/19 Guthrie Industrial and Mechanical Mikisew Group Provides industrial maintenance, consolidated facilities,

lifting, and tool repair services. - - -

05/02/19 700 Valve Supply BBH Capital Distributes specialty industrial valves. - - -

05/01/19 Leach Wallace WSP Provides mechanical, electrical, and energy systems engineering design services. - - -

04/26/19 Hagerty Industrial Supply

White Distribution & Supply

Distributes equipment and products to MRO customers. - - -

04/03/19 Repair business of RAVE Bruker Provides semiconductor mask repair and cleaning

services. $60.8 2.4x -

04/03/19 Power Performance GenServe Offers maintenance and repair services to industrial

generators. - - -

04/02/19 Metrology Laboratories Masy Bioservices Provides calibration and repair services of industrial

process instrumentation. - - -

04/01/19 Gauge Repair Service Transcat Provides pressure and torque calibrations and repair

services. - - -

03/26/19 Fosbel Anderson Group Offers refractory maintenance and repair services. - - -

03/14/19 MC2 Stark Holdings America

Provides direct digital controls and energy management systems. - - -

03/06/19 Process Equipment Carousel Capital Manufactures, install, and repairs air, gas, and material

handling equipment. - - -

02/20/19 Full Spectrum Analytics Pfingsten Partners Provides service, repair, and validation of analytical

instruments. - - -

02/13/19 Todd Clark and Associates Motion Industries Designs and manufactures factory automation systems. - - -

02/04/19 Stuart Hose & Pipe GHX Distributes hydraulic and industrial components. - - -

02/01/19 Quality ConveyorSolutions Singer Equities Offers installation , maintenance, and repair services

for conveyor belts. - - -

01/24/19 Osmose UtilitiesServices EQT Offers inspection, life-extension, and rehabilitation

services for utilities infrastructure. ~$1,000.0 - -

01/23/19 Clock Spring Wind Point Manufactures permanent and temporary composite pipe sealing and repair solution. - - -

01/21/19 Becker Electric Supply Kendall Electric Distributes electrical products, automation controls,

and commercial lighting products. - - -

01/15/19 WolfpackEnterprises

Sierra InternationalMachinery Provides heavy machinery repair services. - - -

01/08/19 Megawatt Machine Services Anvil Manufactures, rebuilds, and repairs control valve

components. - - -

01/02/19 QSI Facilities Cushman & Wakefield

Provides facilities management and construction services. $250.7 - -

Source: Capital IQ, Pitchbook, FactSet, and Capstone Headwaters Research 5

SELECT TRANSACTIONS (CONTINUED)


6.6%

13.0%

4.2%6.8%

13.4%

8.2% 7.4% 7.7% 8.3%

3.1% 3.9% 4.2%

1.2%3.6%

0%2%4%6%8%

10%12%14%16%

PUBLIC COMPANY TRADING & OPERATING DATA

Price % 52 Wk Market Enterprise LTM EV / LTMCompany 09/12/19 High Cap Value Revenue EBITDA Margin Revenue EBITDAAnixter International $68.96 93.7% $2,325.6 $3,811.8 $8,669.2 $419.2 4.8% 0.4x 9.1x

Applied Industrial Technologies $56.64 68.8% $2,186.1 $3,035.8 $3,472.7 $329.9 9.5% 0.9x 9.2x

Aramark $42.70 97.7% $10,543.0 $17,620.5 $16,189.7 $1,415.2 8.7% 1.1x 12.5x

Compass Group plc $24.79 93.5% $39,324.8 $43,874.3 $31,201.1 $3,001.7 9.6% 1.4x 14.6x

DXP Enterprises $35.61 78.0% $627.0 $911.5 $1,263.6 $100.1 7.9% 0.7x 9.1x

Ferguson plc $77.38 95.0% $17,705.5 $19,483.4 $21,572.0 $1,712.0 7.9% 0.9x 11.4x

ISS A/S $25.79 75.1% $4,763.8 $7,474.2 $11,493.0 $791.2 6.9% 0.7x 9.4x

MSC Industrial Direct $74.15 82.2% $4,093.2 $4,]590.8 $3,359.1 $527.2 15.7% 1.4x 8.7x

NOW Inc. $12.45 72.4% $1,354.5 $1,411.5 $3,147.0 $127.0 4.0% 0.4x 11.1x

Rexel S.A. $11.88 81.5% $3,589.0 $7,058.0 $15,486.3 $718.1 4.6% 0.5x 9.8x

Sodexo S.A. $111.23 93.1% $16,203.2 $19,424.0 $24,096.3 $1,593.2 6.6% 0.8x 12.2x

WD-40 Company $181.23 96.3% $2,488.1 $2,548.4 $419.2 $85.3 20.3% NM 29.9x

WESCO International $49.31 78.0% $2,094.6 $3,698.9 $8,190.0 $410.2 5.0% 0.5x 9.0x

W.W. Grainger $295.00 81.6% $16,098.5 $18,388.5 $11,286.0 $1,641.0 14.5% 1.6x 11.2x

Mean 9.0% 0.9x 11.9x

Median 7.9% 0.8x 10.5x

Harmonic Mean 7.3% 0.7x 10.8x

EV = enterprise value; LTM = last twelve months$ in millions, except per share dataNM = Not Meaningful

19.9%29.0%

11.0%24.0% 27.4% 29.3%

90.4%

42.8%

20.2% 24.7%14.8%

55.0%

19.3%

38.6%

4.8% 9.5% 8.7% 9.6% 7.9% 7.9% 6.9%15.7%

4.0% 4.6% 6.6%20.3%

5.0%14.5%

0%

20%

40%

60%

80%

100%

Gross Margin % EBITDA Margin %

Last Twelve Month Margin Performance

Last Twelve Month 1-Year Revenue Growth

Source: Capital IQ as of September 12, 2019 6


has been acquired by has partnered with

7

FIRM TRACK RECORD





has acquiredhas been acquired by

Capstone Headwaters maintains an active Industrial & Manufacturing practice in the middle market, with Maintenance Repair& Operations being an important vertical within our focus. This market presence allows Capstone Headwaters to provideMRO companies with experienced, up-to-date market data and access to key decision makers among the industry’s mostactive acquirers and investors.


has acquired





1. W.W. Grainger, “2019 Fact Book,” https://s1.q4cdn.com/422144722/files/doc_downloads/factbook/2019/2019FACTBOOK.pdf, accessed September 9, 2019.

2. DXP Enterprises, “Q2 2019 Earnings Call,” http://s21.q4cdn.com/481734739/files/doc_financials/2019/q2/368839176632_Q22019EarningsCall_CorrectedTranscript_2019-08-07-05-08-09.pdf, accessed September 9, 2019.

3. AlphaSense, “Q4 2019 Applied Industrial Technologies Inc Earnings Call,” https://research.alpha-sense.com/?docid=TTR_12632182&view=send_doc_email_view, accessed September 9, 2019.

4. Market Study Report, “Global Computerized Management System (CMMS) Software Market Size, Status and Forecast 2019 to 2025,” https://www.marketstudyreport.com/reports/global-computerized-maintenance-management-system-cmms-software-market-size-status-and-forecast-2019-2025, accessed September 13, 2019.

5. Kaman, “Kaman Announces Sale of Distribution Segment to LittleJohn & Co. for $700 Million in Cash,” https://www.kaman.com/news/kaman-announces-sale-distribution-segment-littlejohn-co-700-million-cash, accessed September 9, 2019.

8

CITATIONS

Disclosure: This report is a periodic compilation of certain economic and corporate information, as well as completed and announced merger and acquisi-tion activity. Information contained in this report should not be construed as a recommendation to sell or buy any security. Any reference to or omission ofany reference to any company in this report should not be construed as a recommendation to buy, sell or take any other action with respect to any security ofany such company. We are not soliciting any action with respect to any security or company based on this report. The report is published solely for thegeneral information of clients and friends of Capstone Headwaters. It does not take into account the particular investment objectives, financial situation orneeds of individual recipients. Certain transactions, including those involving early-stage companies, give rise to substantial risk and are not suitable for allinvestors. This report is based upon information that we consider reliable, but we do not represent that it is accurate or complete, and it should not be reliedupon as such. Prediction of future events is inherently subject to both known and unknown risks and other factors that may cause actual results to varymate- rially. We are under no obligation to update the information contained in this report. Opinions expressed are our present opinions only and aresubject to change without notice. Additional information is available upon request. The companies mentioned in this report may be clients of CapstoneHeadwaters. The decisions to include any company in this report is unrelated in all respects to any service that Capstone Headwaters may provide to suchcompany. This report may not be copied or reproduced in any form, or redistributed without the prior written consent of Capstone Headwaters. Theinformation contained herein should not be construed as legal advice.


https://s1.q4cdn.com/422144722/files/doc_downloads/factbook/2019/2019FACTBOOK.pdf

http://s21.q4cdn.com/481734739/files/doc_financials/2019/q2/368839176632_Q22019EarningsCall_CorrectedTranscript_2019-08-07-05-08-09.pdf

https://research.alpha-sense.com/?docid=TTR_12632182&view=send_doc_email_view

https://www.marketstudyreport.com/reports/global-computerized-maintenance-management-system-cmms-software-market-size-status-and-forecast-2019-2025

https://www.kaman.com/news/kaman-announces-sale-distribution-segment-littlejohn-co-700-million-cash

MAINTENANCE, REPAIR & OPERATIONS REPORT CONTRIBUTORS

Maintenance, Repair & Operations | QX 2019

9

Tracy [email protected] | 949-220-0540

Tracy is a Director in the Orange County office, supporting the management of the Western Region.Prior to Capstone Headwaters, Tracy worked as a senior banking professional in Morgan Stanley SmithBarney’s Capital Strategies Group and its predecessor, Citi Capital Strategies. She possesses over 15years of experience in middle market investment banking, working on both domestic and cross-bordertransactions. Her previous finance experience includes working in the hedge fund industry withCollins/Bay Island Securities LLC and Talisman Capital. Prior to that, Mrs. Patch worked with institutionalfixed income sales at Vining Sparks IBG, LP and Robert Thomas Securities, Inc. She also was a managerat The Disney Company. Mrs. Patch holds an MBA from Pepperdine University and a BS in Finance fromMiami University of Ohio. She is a Series 7 and 63 Registered Securities Representative.

Christopher CardinaleVice [email protected] | 949-220-0537

Christopher is a Vice President in the Orange County office. He supports management and clients in theWestern Region. Christopher is engaged in the execution and advisory of mergers, acquisitions andstrategic capital raises. Prior to joining Capstone Headwaters, he was an associate with a boutique M&Afirm focused on valuation, M&A advisory, corporate finance, acquisition target research and exit-planning strategy. His industry experience includes manufacturing, healthcare, TMT and consumer.Christopher was also a research analyst in the M&A department at United Capital Financial Advisors. Heearned a BA from the University of San Diego. Christopher is a Registered Securities Representativehaving passed the FINRA Series 79 and 63 examinations.

David BenchManaging [email protected] | 949-734-7888

David is a Managing Director based out of Orange County. Prior to Capstone Headwaters, Davidmanaged the Western region for Morgan Stanley Smith Barney’s Capital Strategies Group and itspredecessor, Citi Capital Strategies. David has focused on middle market investment banking for 32years and has been the lead banker in over 250 M&A transactions involving both domestic and foreigncorporate buyers, as well as leveraged recaps with private equity sponsors. David’s achievements ininvestment banking have gained national recognition by The M&A Advisor: one of his transactions wasawarded the “Private Equity Deal of the Year,” while another was recognized as the “Energy Deal of theYear.” Mr. Bench has also been awarded “Middle Market Financing Professional of the Year,” an awardrecognizing M&A’s most accomplished professionals. Mr. Bench holds a BS and an MBA in Finance fromBrigham Young University. He is a Series 7 and 63 Registered Securities Representative and a Series 24Registered Securities Principal.

MIDDLE-MARKET BOUTIQUE INVESTMENT

BANK OF THE YEAR

2019

US - DEBT FINANCING ADVISORY OF THE YEAR

2018

US MIDDLE MARKETS INVESTMENT BANK OF THE YEAR

2018

INVESTMENT BANKING FIRM OF THE YEAR

2019

TURNAROUND AWARDS

12

www.capstoneheadwaters.com

Capstone Headwaters is an elite investment banking firm dedicated to serving the corporate finance needs of middle marketbusiness owners, investors and creditors. Capstone Headwaters provides merger & acquisition, private placement, corporaterestructuring and financial advisory services across 16 industry verticals to meet the life cycle needs of emerging enterprises.Headquartered in Boston, MA and Denver, CO, Capstone Headwaters has 19 offices in the US, UK and Brazil with a globalreach that includes over 450 professionals in 40 countries.

BUILT FOR THE MIDDLE MARKET

UNITED STATES

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