The UK economy is in no mood to advertise its imminent direction and if you put a group ‘experts’ into one room, they'd be certain only of their uncertainty. What we can (probably) predict is that the forthcoming cull of public sector jobs and with that, the knock-on effect into private sector employment, will confront a large swath of the population with unprepared change and uncertain income.
So what’s the next step after redundancy? You could stash your redundancy cheque into a zero interest savings account, celebrate escape from your line manager’s symphonic flatulence and put your feet up to watch daytime TV. The redundancy package might fund a trip to the dandenongs or part ownership of Liverpool FC however, an alternative route is to become your own boss.
If the thought of becoming your own boss appeals then where do you start? You might think that now is the right time to launch that ‘great idea’ you've been boring on about for 5 years but, unless you’re a genius who’s invented the cure for Piers Morgan, starting a business from scratch is extremely challenging. It could be a case of frying pan into fire.
A much safer bet is to buy an existing business that provides you with an established product or service, a trading legacy, established customers and supply chain, incumbent employees and perhaps a reputation for great Christmas parties. OK, Christmas party is not crucial in the decision making criteria but time vs. risk will be and the established business allows you to leapfrog some of the high risk challenges inherent with start ups ie most fail.
You’ll need to invest some of your own money as a finance down payment signal of commitment to other stakeholders, however in the event there is a price or funding gap then various mechanisms can help make the deal less reliant on cash or lending (both difficult to find). For example, you might have a vision for the selling business that enthuses the vendor enough from them to retain a stake and help reduce your initial outlay and risk. If you prove your ability to deliver and transform – by bringing your own contacts, expertise or experience - then vendors are often prepared to negotiate on the basis of a retained stake. In the current climate there are numerous well valued opportunities and whilst you need to be realistic about the type and size of your target business, don’t limit your search by what you think might or might not be required financially. Understand your market place, speak to experts and gauge what might be possible.
“today is the first day of the rest of your life” so, grasp the nettle of redundancy and take the sting out of that process by thinking about business ownership. The current market has lots of opportunity and value available so consider taking that first step towards becoming your own boss.
Tuesday, 21 September 2010
Thursday, 15 July 2010
Buyers & Opportunities
Alongside, "how much money can you get for my business?" and "how much do you charge?" the next question on potential clients lips is often whether anybody is buying in the current market? The answer is a definite YES for the following reasons;
As economic conditions remain challenging then organic growth for companies becomes equally challenging and out of necessity, acquisitions more appealing.
There is no denying that funding (or the lack of) remains a key blockage for completing deals, particularly smaller ones, however if both sides are prepared to be flexible with terms then solutions are possible and deals are happening. Indeed, for the business that continues to perform well in current market conditions there is every chance of driving a premium from strategic buyers and/or buyers struggling to find good quality acquisitions.
Prices are standing up for the better performing business however our key mantra of good preparation remains central to driving best value from the sale process. Prepare your exit carefully, get your ducks in a row and go find that hungry buyer.
As economic conditions remain challenging then organic growth for companies becomes equally challenging and out of necessity, acquisitions more appealing.
There is no denying that funding (or the lack of) remains a key blockage for completing deals, particularly smaller ones, however if both sides are prepared to be flexible with terms then solutions are possible and deals are happening. Indeed, for the business that continues to perform well in current market conditions there is every chance of driving a premium from strategic buyers and/or buyers struggling to find good quality acquisitions.
Prices are standing up for the better performing business however our key mantra of good preparation remains central to driving best value from the sale process. Prepare your exit carefully, get your ducks in a row and go find that hungry buyer.
Friday, 9 July 2010
Top 10: Do's & Don'ts when Selling Your Business
There is a bit of crossover here with an earlier blog article but the Top 10 below was part of a magazine article written some time ago and therefore re-produced for my blog reader;
1. DO plan exit strategy; DON'T overlook simple changes
Selling a business can be distracting and time consuming so plan your exit well in advance of going to market. Prepare paperwork, address any litigation or employee issues, anchor key employees, finalise contract negotiations etc. Don't let these problems emerge in the middle of a deal as buyers are easily spooked and poor preparation can play a role in putting them off. That said, don't forget the 80/20 rule so consider first the simple changes that can make the biggest impacts.
2. DO start the process close to year end; DON'T be lazy with numbers
Many sellers try to sell their business using poor quality or out of date financial information. There is little point taking your business to market with out of date information so think about selling close too or just after year end accounts are available. This makes your information current and credible. Don't be lazy and assume that accounts from 2 years ago will be sufficient. They will not.
3. DO research your route to sale; DON'T trust every advisor
Choosing the wrong advisor can destroy the value of your business just as much as a good one can enhance it. It's a critical decision so, if in doubt, create a beauty parade and treat with extreme caution the volume agents who promise much and deliver little. Their business model works for them and not for their clients.
4. DO understand the value in your business; DON'T bother with formal valuations
The market decides the value of your business so preparation and marketing are the crucial elements and not any pre-sale valuations which - particularly in the current market - are largely irrelevant. Particularly if they've been used as encouragement for you to sign up with an agent.
More important is to understand the real value drivers of your business; Is it the product range, location, contracts, order book, customer base, key employees? Concentrate on these areas as part of your preparation and marketing literature and avoid putting price tags on your business. Value can fluctuate enormously depending on the buyers motivations so drive competition, don't provide them with a guide price.
5. DO reduce owner dependency; DON'T expect to walk away immediately
A key concern when buying a small business is the amount of owner dependency in the management of that business so sellers need to concentrate transferring as much personal goodwill as possible into business goodwill.
Because of these concerns, buyers will often require a handover phase and/or deferred consideration that creates an ongoing physical and financial commitment from the vendor and helps reduces risk and uncertainty for the buyer. Anticipate an ongoing if short term relationship with your ex-business.
6. DO maintain confidentiality; DON'T hold on too tight
There is a balancing act between maintaining confidentiality yet providing buyers with the information to form a view about the opportunity and value. Provide some headline information (anonymous if necessary) but for anything more detailed or sensitive, insist on a confidentiality agreement or at least gain an understanding about what and why they need extra information. Instructing a professional advisor will provide you with that extra layer of expertise and protection.
7. DO believe in your business; DON'T get emotional
Selling a small business can become emotional for an owner who has often started from little or nothing. It's therefore important for the seller to maintain a detachment from the sale process and in turn help to inspire a buyer about the potential of their business, whilst stepping back from any negative feedback. Indeed, a seller should be candid with buyers about operational weaknesses so to encourage the latter about the opportunity and potential for 'quick wins' and added value.
8. DO cherish buyers; DON'T give them too much respect
Good buyers can be difficult to find however bad ones emerge quite easily. An unfortunate truth is that many are time wasters so sellers need to spot them asap to reduce aggravation. They can be spotted fairly quickly - they provide poor quality requests for information, fail to respond to messages and are often unwilling to sign up to confidentiality agreements. Cherish the good ones and discard the bad.
9. DO consider seller financing; DON'T blow deal waiting for cash
Buying a small business can be risky for a buyer. Many sellers fail to understand this truth and it sometimes blurs their thinking about what is and isn't a good deal. Chief concerns for a buyer include yoo much owner dependence and vulnerability of earnings so sellers need to be realistic and flexible in what terms are acceptable and fundable. Sellers might have to accept deferred consideration elements that help to bridge funding gaps and share some of the risk with a buyer.
10. DO instruct competent advisors; DON'T expect a smooth ride
The wrong professional advisors (solicitors, accountants, agents) can seriously damage the health of your deal. Choose carefully and ask about their previous experience in corporate deals. Completing a deal is often a bumpy ride with occasional setbacks, so you need to have a team around you with sufficient expertise and guile to help maximise and protect value.
11. DO include 11th item in top 10 list; DON'T forget to chill the champagne
Selling a business should be the ultimate reward for the risk and effort committed over many years. The process is often time consuming, distracting and emotional but when you do achieve completion, enjoy the moment and the champagne.
1. DO plan exit strategy; DON'T overlook simple changes
Selling a business can be distracting and time consuming so plan your exit well in advance of going to market. Prepare paperwork, address any litigation or employee issues, anchor key employees, finalise contract negotiations etc. Don't let these problems emerge in the middle of a deal as buyers are easily spooked and poor preparation can play a role in putting them off. That said, don't forget the 80/20 rule so consider first the simple changes that can make the biggest impacts.
2. DO start the process close to year end; DON'T be lazy with numbers
Many sellers try to sell their business using poor quality or out of date financial information. There is little point taking your business to market with out of date information so think about selling close too or just after year end accounts are available. This makes your information current and credible. Don't be lazy and assume that accounts from 2 years ago will be sufficient. They will not.
3. DO research your route to sale; DON'T trust every advisor
Choosing the wrong advisor can destroy the value of your business just as much as a good one can enhance it. It's a critical decision so, if in doubt, create a beauty parade and treat with extreme caution the volume agents who promise much and deliver little. Their business model works for them and not for their clients.
4. DO understand the value in your business; DON'T bother with formal valuations
The market decides the value of your business so preparation and marketing are the crucial elements and not any pre-sale valuations which - particularly in the current market - are largely irrelevant. Particularly if they've been used as encouragement for you to sign up with an agent.
More important is to understand the real value drivers of your business; Is it the product range, location, contracts, order book, customer base, key employees? Concentrate on these areas as part of your preparation and marketing literature and avoid putting price tags on your business. Value can fluctuate enormously depending on the buyers motivations so drive competition, don't provide them with a guide price.
5. DO reduce owner dependency; DON'T expect to walk away immediately
A key concern when buying a small business is the amount of owner dependency in the management of that business so sellers need to concentrate transferring as much personal goodwill as possible into business goodwill.
Because of these concerns, buyers will often require a handover phase and/or deferred consideration that creates an ongoing physical and financial commitment from the vendor and helps reduces risk and uncertainty for the buyer. Anticipate an ongoing if short term relationship with your ex-business.
6. DO maintain confidentiality; DON'T hold on too tight
There is a balancing act between maintaining confidentiality yet providing buyers with the information to form a view about the opportunity and value. Provide some headline information (anonymous if necessary) but for anything more detailed or sensitive, insist on a confidentiality agreement or at least gain an understanding about what and why they need extra information. Instructing a professional advisor will provide you with that extra layer of expertise and protection.
7. DO believe in your business; DON'T get emotional
Selling a small business can become emotional for an owner who has often started from little or nothing. It's therefore important for the seller to maintain a detachment from the sale process and in turn help to inspire a buyer about the potential of their business, whilst stepping back from any negative feedback. Indeed, a seller should be candid with buyers about operational weaknesses so to encourage the latter about the opportunity and potential for 'quick wins' and added value.
8. DO cherish buyers; DON'T give them too much respect
Good buyers can be difficult to find however bad ones emerge quite easily. An unfortunate truth is that many are time wasters so sellers need to spot them asap to reduce aggravation. They can be spotted fairly quickly - they provide poor quality requests for information, fail to respond to messages and are often unwilling to sign up to confidentiality agreements. Cherish the good ones and discard the bad.
9. DO consider seller financing; DON'T blow deal waiting for cash
Buying a small business can be risky for a buyer. Many sellers fail to understand this truth and it sometimes blurs their thinking about what is and isn't a good deal. Chief concerns for a buyer include yoo much owner dependence and vulnerability of earnings so sellers need to be realistic and flexible in what terms are acceptable and fundable. Sellers might have to accept deferred consideration elements that help to bridge funding gaps and share some of the risk with a buyer.
10. DO instruct competent advisors; DON'T expect a smooth ride
The wrong professional advisors (solicitors, accountants, agents) can seriously damage the health of your deal. Choose carefully and ask about their previous experience in corporate deals. Completing a deal is often a bumpy ride with occasional setbacks, so you need to have a team around you with sufficient expertise and guile to help maximise and protect value.
11. DO include 11th item in top 10 list; DON'T forget to chill the champagne
Selling a business should be the ultimate reward for the risk and effort committed over many years. The process is often time consuming, distracting and emotional but when you do achieve completion, enjoy the moment and the champagne.
"Doh" Client Moments
Top 5 client comments during meetings with potential buyers;
1. "Losing that big client really motivated me to sell"
2. "I heard a lot about you, all bad"
3. "Wife runs the books but happy to include her in the sale"
4. "I'd never sell to a man wearing slip on shoes"
5. "Why don't we cut out the middle man?"
1. "Losing that big client really motivated me to sell"
2. "I heard a lot about you, all bad"
3. "Wife runs the books but happy to include her in the sale"
4. "I'd never sell to a man wearing slip on shoes"
5. "Why don't we cut out the middle man?"
Wednesday, 28 April 2010
Waiting for Gold
This week we’re told that Q1 2010 GDP was up 0.2%. Evidence of recovery in the spinning hands of some, yet for others a sure sign we’re in the economic Alton Towers and riding the dowwwn-sliiide of a double dip recession. For the business owner deferring the sale of his business for 12+ months, there is a brewing dilemma; “How long do I wait for the economy to turn before I sell?”
I’m no Milton nor Keynes, but even my basic grasp of economics indicates we’re in for a prolonged spell of bumpy weather. This morning’s headlines make it clear that politicians are avoiding the truth about our deficit repayments and therefore it’s equally clear, that we are having to adapt to a “new norm” with business owners needing to consider the impact on their potential exit strategy.
What are we seeing at the business sales coalface? Good businesses continue to sell at pretty much the same level as before, indeed those performing well remain particularly attractive with sale multiples proving consistent if not occasionally enhanced due to the reduced availability of good quality. Funding of SME transactions remains challenging and therefore the primary change of emphasis for most sellers has been the need to be more flexible about the terms required to get a deal across the line. That said, the market place will always find profitable, well managed (owner-lite) SME’s attractive and owners of such businesses should not unduly delay any sale process.
However, selling a struggling or asset poor business has become more challenging. Even if a willing buyer is found they often have to convince funders, who might claim to be “open for business” but don't appear to be quite so open for transactions with much of a risk profile! This is unlikely to change for some time so sellers of such businesses need to become more realistic about their price expectations and/or adopt a strategy that enhances the value and appeal of their business. They need to look at all options including strategic partnerships, outside investment, developing MBO/MBI options and changing their trading emphasis towards growth sectors – all options being considered by some of our clients who might previously have hoped for a straight forward trade sale. If these considerations are too long term then it’s a question of good preparation, a strong marketing campaign and aforementioned flexibility about terms and price.
Bottom line is that owners cannot keep putting off selling in anticipation of a turn in the economy. The alternative of waiting too long might help to destroy value as swiftly as any crunched credit - the owner loses motivation, investment dries up and the competition take advantage. Waiting for or expecting a pot of gold is the wrong strategy. Business owners need to keep the exit process dynamic and not rely on a return to the good old days. Dynamism and realism are the key ingredients to maximising and protecting value in the “new norm”.
I’m no Milton nor Keynes, but even my basic grasp of economics indicates we’re in for a prolonged spell of bumpy weather. This morning’s headlines make it clear that politicians are avoiding the truth about our deficit repayments and therefore it’s equally clear, that we are having to adapt to a “new norm” with business owners needing to consider the impact on their potential exit strategy.
What are we seeing at the business sales coalface? Good businesses continue to sell at pretty much the same level as before, indeed those performing well remain particularly attractive with sale multiples proving consistent if not occasionally enhanced due to the reduced availability of good quality. Funding of SME transactions remains challenging and therefore the primary change of emphasis for most sellers has been the need to be more flexible about the terms required to get a deal across the line. That said, the market place will always find profitable, well managed (owner-lite) SME’s attractive and owners of such businesses should not unduly delay any sale process.
However, selling a struggling or asset poor business has become more challenging. Even if a willing buyer is found they often have to convince funders, who might claim to be “open for business” but don't appear to be quite so open for transactions with much of a risk profile! This is unlikely to change for some time so sellers of such businesses need to become more realistic about their price expectations and/or adopt a strategy that enhances the value and appeal of their business. They need to look at all options including strategic partnerships, outside investment, developing MBO/MBI options and changing their trading emphasis towards growth sectors – all options being considered by some of our clients who might previously have hoped for a straight forward trade sale. If these considerations are too long term then it’s a question of good preparation, a strong marketing campaign and aforementioned flexibility about terms and price.
Bottom line is that owners cannot keep putting off selling in anticipation of a turn in the economy. The alternative of waiting too long might help to destroy value as swiftly as any crunched credit - the owner loses motivation, investment dries up and the competition take advantage. Waiting for or expecting a pot of gold is the wrong strategy. Business owners need to keep the exit process dynamic and not rely on a return to the good old days. Dynamism and realism are the key ingredients to maximising and protecting value in the “new norm”.
Wednesday, 31 March 2010
10 Reasons Businesses (sometimes) Don't Sell
1 Price Expectations;
Vendors with unrealistic price expectations seriously impede their ability to sell. Concentrate first on preparation to help maximise the value of a business. Then get in front of the right buyers. Then listen with an open mind to all offers and start to gauge the 'market value' of your business.
2 Lack of Seller Flexibility;
Cashflow lends are very rare so if you're lucky you'll find a cash rich buyer but if not you may have to be flexible and creative with how to bridge price and/or funding gaps. Do not hold on tightly to cash out deals - they rarely happen. Understand that deferred payments and earn outs are highly likely routes to achieving a deal.
3 Skeletons in the Cupboard;
Preparation is key so get your ducks in a row before taking your business to the market and make sure you've addressed and removed any skeletons in the cupboard. Get rid of any outstanding litigation, resolve any employee disputes and provide buyers with a clean, easy to understand sale proposition.
4 Stakeholder Conflict;
I've seen deals fracture due to the late emergence of a discontented key stakeholder. Vendors need to make sure everyone is on board at the beginning of the process.
5 Vulnerability of Earnings;
A key problem with selling small businesses is the vulnerability of earnings. Buyers measure risk and if the revenue is inconsistent, owner dependent, non-contractual or highly vulnerable to competition or micro factors then the risk factors escalate. You may not be able to do much about it but be aware that buying a small business can be risky for a buyer and you may need to share some of the risk.
6 Lack of Process Momentum;
Time kills deals. The greater the drift the more chance a deal will fracture. Keep on top of all advisors to ensure they are all driving forward in the same direction and keep the pressure on prevaricating buyers. Lots of people like to talk about buying and investing but many fail to deliver.
7 Owner Dependency;
The value of a business increases as the vendor shifts a greater % of goodwill from personal to business. Smaller businesses are often too owner dependent so you need to train up the management, systemise processes and give yourself the luxury of a long holiday to prove the business is sustainable without you.
8 Quality of Financial Information;
Vendors should always think about selling close to or soon after year end so that financial information is contemporary and relevant for a buyer. Too many businesses (& advisors) go to market with poor quality financial information which only adds to a buyers uncertainty. Make sure your accounts are up to date and available.
9 Wrong Advisors;
Choosing the wrong advisor can have a very negative impact on the entire sale process and the vendors value. Receiving honest advice at the beginning will make a huge difference to what can be achieved at the end and beware - there are a lot of cowboys about in the business sales market.
10 Chemistry;
Deals are all about people and sometimes the buyer and seller just don’t get on. Try to see through the emotional side of a negotiation and focus on that exit.
Vendors with unrealistic price expectations seriously impede their ability to sell. Concentrate first on preparation to help maximise the value of a business. Then get in front of the right buyers. Then listen with an open mind to all offers and start to gauge the 'market value' of your business.
2 Lack of Seller Flexibility;
Cashflow lends are very rare so if you're lucky you'll find a cash rich buyer but if not you may have to be flexible and creative with how to bridge price and/or funding gaps. Do not hold on tightly to cash out deals - they rarely happen. Understand that deferred payments and earn outs are highly likely routes to achieving a deal.
3 Skeletons in the Cupboard;
Preparation is key so get your ducks in a row before taking your business to the market and make sure you've addressed and removed any skeletons in the cupboard. Get rid of any outstanding litigation, resolve any employee disputes and provide buyers with a clean, easy to understand sale proposition.
4 Stakeholder Conflict;
I've seen deals fracture due to the late emergence of a discontented key stakeholder. Vendors need to make sure everyone is on board at the beginning of the process.
5 Vulnerability of Earnings;
A key problem with selling small businesses is the vulnerability of earnings. Buyers measure risk and if the revenue is inconsistent, owner dependent, non-contractual or highly vulnerable to competition or micro factors then the risk factors escalate. You may not be able to do much about it but be aware that buying a small business can be risky for a buyer and you may need to share some of the risk.
6 Lack of Process Momentum;
Time kills deals. The greater the drift the more chance a deal will fracture. Keep on top of all advisors to ensure they are all driving forward in the same direction and keep the pressure on prevaricating buyers. Lots of people like to talk about buying and investing but many fail to deliver.
7 Owner Dependency;
The value of a business increases as the vendor shifts a greater % of goodwill from personal to business. Smaller businesses are often too owner dependent so you need to train up the management, systemise processes and give yourself the luxury of a long holiday to prove the business is sustainable without you.
8 Quality of Financial Information;
Vendors should always think about selling close to or soon after year end so that financial information is contemporary and relevant for a buyer. Too many businesses (& advisors) go to market with poor quality financial information which only adds to a buyers uncertainty. Make sure your accounts are up to date and available.
9 Wrong Advisors;
Choosing the wrong advisor can have a very negative impact on the entire sale process and the vendors value. Receiving honest advice at the beginning will make a huge difference to what can be achieved at the end and beware - there are a lot of cowboys about in the business sales market.
10 Chemistry;
Deals are all about people and sometimes the buyer and seller just don’t get on. Try to see through the emotional side of a negotiation and focus on that exit.
Thursday, 4 March 2010
No Excuses - Do Your Research
As the internet simplifies our access to information we move towards a future of super editors and niche experts. From the comfort of our keyboard we rapidly drill down into specialist areas and utilise a range of tools - forums, peer reviews, comparison sites - to gain a greater understanding of what we’re being told and what might be relevant to our needs. This rapidity to information is a liberating experience and breaks down traditional barriers, even if some information is less than accurate.
Quentin Letts recent complaint about wikipedia - "you can't trust what they say" - is particularly ironic as he writes for that bastion of prejudice and misinformation, the Daily Mail, however accessibility presents a huge challenge to the traditional information gatekeepers, particularly those who thrive and manipulate information barriers. One sector close to my heart where a lack of transparency, allied to an asymmetrical relationship between seller and buyer, thrives is with the agents and advisors offering to "help" sell small businesses.
Asymmetrical information is where one party has more or better information than the other, which can then be used to disadvantage one party. Add this imbalance to the fact that business sales agents work in an unregulated marketplace and you have a value destroying cocktail where the unscrupulous can manipulate the imbalance and create need for their particular offer which might not, and often was not, in the client’s best interests.
The internet provides us with an outlet to investigate and discover some truths behind the spin and remove elements of caveat emptor (“buyer beware”). It has created a transparency that helps flush out the charlatan from the expert and enables the consumer to form a more educated view about the best option. It’s a particularly important tool when business owners consider who they should use to help sell their business. For many it’s a once in a lifetime experience and signing up to exclusive contracts with the wrong advisor can destroy value, just at the time when a seller is most prepared to sell.
When selecting an advisor to sell your business spend some time in advance reviewing peer forums, googling the name of your suitor and understanding how the market perceives their message. Selecting an advisor to sell your business is potentially the final business critical decision you have to make so utilise the magic of the internet to do your research. There is no excuse.
Quentin Letts recent complaint about wikipedia - "you can't trust what they say" - is particularly ironic as he writes for that bastion of prejudice and misinformation, the Daily Mail, however accessibility presents a huge challenge to the traditional information gatekeepers, particularly those who thrive and manipulate information barriers. One sector close to my heart where a lack of transparency, allied to an asymmetrical relationship between seller and buyer, thrives is with the agents and advisors offering to "help" sell small businesses.
Asymmetrical information is where one party has more or better information than the other, which can then be used to disadvantage one party. Add this imbalance to the fact that business sales agents work in an unregulated marketplace and you have a value destroying cocktail where the unscrupulous can manipulate the imbalance and create need for their particular offer which might not, and often was not, in the client’s best interests.
The internet provides us with an outlet to investigate and discover some truths behind the spin and remove elements of caveat emptor (“buyer beware”). It has created a transparency that helps flush out the charlatan from the expert and enables the consumer to form a more educated view about the best option. It’s a particularly important tool when business owners consider who they should use to help sell their business. For many it’s a once in a lifetime experience and signing up to exclusive contracts with the wrong advisor can destroy value, just at the time when a seller is most prepared to sell.
When selecting an advisor to sell your business spend some time in advance reviewing peer forums, googling the name of your suitor and understanding how the market perceives their message. Selecting an advisor to sell your business is potentially the final business critical decision you have to make so utilise the magic of the internet to do your research. There is no excuse.
Sunday, 31 January 2010
Blog Time
“Sunday morning, praise the dawning
I've got a restless feeling by my side”
It’s time to blog. Thank you for reading.
I've got a restless feeling by my side”
It’s time to blog. Thank you for reading.
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