First Commonwealth Financial Corp Q2 2024 10-Q Filed

Ticker: FCF · Form: 10-Q · Filed: Aug 9, 2024 · CIK: 712537

First Commonwealth Financial CORP /Pa/ 10-Q Filing Summary
FieldDetail
CompanyFirst Commonwealth Financial CORP /Pa/ (FCF)
Form Type10-Q
Filed DateAug 9, 2024
Risk Levellow
Pages15
Reading Time18 min
Key Dollar Amounts$1.00
Sentimentneutral

Sentiment: neutral

Topics: 10-Q, financials, quarterly-report

TL;DR

**FCF Q2 10-Q is IN! Check financials for Q2 2024 vs 2023.**

AI Summary

First Commonwealth Financial Corp /PA/ filed its 10-Q for the period ending June 30, 2024. The filing details the company's financial performance and position, including its balance sheet and income statement data for the second quarter and year-to-date periods of 2024 compared to 2023.

Why It Matters

This filing provides investors with a detailed look at the financial health and operational results of First Commonwealth Financial Corp for the second quarter of 2024, impacting investment decisions.

Risk Assessment

Risk Level: low — This is a routine quarterly financial filing with no immediate red flags or significant new risks indicated.

Key Numbers

Key Players & Entities

FAQ

What is the filing date of this 10-Q?

The filing date is August 9, 2024.

What period does this 10-Q cover?

This 10-Q covers the period ending June 30, 2024.

What is the company's Standard Industrial Classification?

The company's SIC code is 6021, National Commercial Banks.

What is the company's state of incorporation?

The company is incorporated in Pennsylvania (PA).

When is the company's fiscal year end?

The company's fiscal year ends on December 31.

Filing Stats: 4,623 words · 18 min read · ~15 pages · Grade level 19.5 · Accepted 2024-08-08 17:35:28

Key Financial Figures

Filing Documents

Financial Information

PART I. Financial Information

Financial Statements and Supplementary Data

ITEM 1. Financial Statements and Supplementary Data Included in Part I of this report: First Commonwealth Financial Corporation and Subsidiaries Consolidated Statements of Financial Condition (Unaudited) 3 Consolidated Statements of Income (Unaudited) 4 Consolidated Statements of Comprehensive Income (Unaudited) 6 Consolidated Statements of Changes in Shareholders' Equity (Unaudited) 7 Consolidated Statements of Cash Flows (Unaudited) 9 Notes to the Unaudited Consolidated Financial Statements 10

Management's Discussion and Analysis of Financial Condition and Results of Operations

ITEM 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 61

Quantitative and Qualitative Disclosures About Market Risk

ITEM 3. Quantitative and Qualitative Disclosures About Market Risk 86

Controls and Procedures

ITEM 4. Controls and Procedures 86

Other Information

PART II. Other Information

Legal Proceedings

ITEM 1. Legal Proceedings 87

Risk Factors

ITEM 1A. Risk Factors 87

Unregistered Sales of Equity Securities and Use of Proceeds

ITEM 2. Unregistered Sales of Equity Securities and Use of Proceeds 87

Defaults Upon Senior Securities

ITEM 3. Defaults Upon Senior Securities 87

Mine Safety Disclosures

ITEM 4. Mine Safety Disclosures 87

Other Information

ITEM 5. Other Information 87

Exhibits

ITEM 6. Exhibits 88

Signatures

Signatures 89 2 Table of Contents

Financial Statements and Supplementary Data

ITEM 1. Financial Statements and Supplementary Data FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION (Unaudited) June 30, 2024 December 31, 2023 (dollars in thousands, except share data) Assets Cash and due from banks $ 109,907 $ 125,436 Interest-bearing bank deposits 78,386 21,557 Securities available for sale, at fair value 1,071,161 1,020,986 Equity securities, at fair value 5,558 — Securities held to maturity, at amortized cost (Fair value of $ 381,965 and $ 350,595 at June 30, 2024 and December 31, 2023, respectively) 453,820 419,009 Other investments 24,435 50,871 Loans held for sale 50,769 29,820 Loans and leases: Portfolio loans and leases 8,994,890 8,968,761 Allowance for credit losses ( 123,654 ) ( 117,718 ) Net loans and leases 8,871,236 8,851,043 Premises and equipment, net 119,008 121,015 Other real estate owned 484 422 Goodwill 363,715 363,715 Amortizing intangibles, net 21,139 22,820 Bank owned life insurance 227,654 228,479 Other assets 229,601 204,315 Total assets $ 11,626,873 $ 11,459,488 Liabilities Deposits (all domestic): Noninterest-bearing $ 2,304,830 $ 2,388,533 Interest-bearing 7,104,091 6,803,776 Total deposits 9,408,921 9,192,309 Short-term borrowings 537,613 597,835 Subordinated debentures 128,226 177,741 Other long-term debt 3,742 4,122 Capital lease obligation 4,613 4,894 Total long-term debt 136,581 186,757 Other liabilities 181,253 168,313 Total liabilities 10,264,368 10,145,214 Shareholders' Equity Preferred stock, $ 1 par value per share, 3,000,000 shares authorized, none issued — — Common stock, $ 1 par value per share, 200,000,000 shares authorized; 123,603,380 shares issued at both June 30, 2024 and December 31, 2023, respectively, and 102,297,847 and 102,114,664 shares outstanding at June 30, 2024 and December 31, 2023, respectively 123,603 123,603 Additional paid-in capital 630,910 630,154 Retained earnings 929,686 881,112 Acc

Financial Statements and Supplementary Data (Continued)

ITEM 1. Financial Statements and Supplementary Data (Continued) FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME (Unaudited) For the Three Months Ended For the Six Months Ended June 30, June 30, 2024 2023 2024 2023 (dollars in thousands, except share data) Interest Income Interest and fees on loans and leases $ 135,674 $ 120,694 $ 268,434 $ 228,362 Interest and dividends on investments: Taxable interest 11,558 5,634 21,975 11,423 Interest exempt from federal income taxes 107 114 215 231 Dividends 450 782 1,054 1,287 Interest on bank deposits 2,893 4,043 4,466 4,553 Total interest income 150,682 131,267 296,144 245,856 Interest Expense Interest on deposits 47,004 25,901 90,724 41,419 Interest on short-term borrowings 6,339 5,193 13,104 7,594 Interest on subordinated debentures 2,264 2,254 4,851 4,468 Interest on other long-term debt 36 44 74 89 Interest on lease obligations 47 51 95 104 Total interest expense 55,690 33,443 108,848 53,674 Net Interest Income 94,992 97,824 187,296 192,182 Provision for credit losses 7,827 2,790 12,065 140 Provision for credit losses - acquisition day 1 non-PCD — — — 10,653 Net Interest Income after Provision for Credit Losses 87,165 95,034 175,231 181,389 Noninterest Income Net securities losses ( 5,535 ) — ( 5,535 ) — Gain on VISA exchange 5,558 — 5,558 — Trust income 2,821 2,532 5,548 5,018 Service charges on deposit accounts 5,546 5,324 10,929 10,242 Insurance and retail brokerage commissions 2,709 2,314 4,955 4,866 Income from bank owned life insurance 1,371 1,195 2,665 2,422 Gain on sale of mortgage loans 1,671 1,253 2,999 1,905 Gain on sale of other loans and assets 1,408 1,891 3,459 3,977 Card-related interchange income 7,137 7,372 13,827 14,201 Derivatives mark to market — 81 12 ( 8 ) Swap fee income — 332 — 577 Other income 2,524 2,229 4,781 4,286 Total noninterest income 25,210 24,523 49,198 47,486 Noninterest Expense Salaries and employee

Financial Statements and Supplementary Data (Continued)

ITEM 1. Financial Statements and Supplementary Data (Continued) FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited) For the Three Months Ended For the Six Months Ended June 30, June 30, 2024 2023 2024 2023 (dollars in thousands) Net Income $ 37,088 $ 42,781 $ 74,637 $ 73,005 Other comprehensive loss, before tax benefit: Unrealized holding losses on securities arising during the period ( 1,919 ) ( 14,116 ) ( 11,794 ) ( 3,761 ) Reclassification adjustment for losses on securities included in net income 5,535 — 5,535 — Unrealized holding (losses) gains on derivatives arising during the period 3,575 ( 3,581 ) 4,158 2,225 Total other comprehensive income (loss), before tax (expense) benefit 7,191 ( 17,697 ) ( 2,101 ) ( 1,536 ) Income tax (expense) benefit related to items of other comprehensive income (loss) ( 1,510 ) 3,716 441 677 Total other comprehensive income (loss) 5,681 ( 13,981 ) ( 1,660 ) ( 859 ) Comprehensive Income $ 42,769 $ 28,800 $ 72,977 $ 72,146 The accompanying notes are an integral part of these unaudited consolidated financial statements. 6 Table of Contents

Financial Statements and Supplementary Data (Continued)

ITEM 1. Financial Statements and Supplementary Data (Continued) FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (Unaudited) Shares Outstanding Common Stock Additional Paid-in- Capital Retained Earnings Accumulated Other Comprehensive Income (Loss), net Treasury Stock Total Shareholders' Equity (dollars in thousands, except share and per share data) Balance at December 31, 2023 102,114,664 $ 123,603 $ 630,154 $ 881,112 $ ( 111,756 ) $ ( 208,839 ) $ 1,314,274 Net income 74,637 74,637 Other comprehensive loss ( 1,660 ) ( 1,660 ) Cash dividends declared ($ 0.255 per share) ( 26,063 ) ( 26,063 ) Treasury stock acquired ( 155,940 ) ( 2,072 ) ( 2,072 ) Treasury stock reissued 230,051 313 — 2,216 2,529 Restricted stock 109,072 — 443 — 417 860 Balance at June 30, 2024 102,297,847 $ 123,603 $ 630,910 $ 929,686 $ ( 113,416 ) $ ( 208,278 ) $ 1,362,505 Shares Outstanding Common Stock Additional Paid-in- Capital Retained Earnings Accumulated Other Comprehensive Income (Loss), net Treasury Stock Total Shareholders' Equity (dollars in thousands, except share and per share data) Balance at December 31, 2022 93,376,314 $ 113,915 $ 497,431 $ 774,863 $ ( 137,692 ) $ ( 196,443 ) $ 1,052,074 Net income 73,005 73,005 Other comprehensive loss ( 859 ) ( 859 ) Cash dividends declared ($ 0.245 per share) ( 25,249 ) ( 25,249 ) Treasury stock acquired ( 877,212 ) ( 10,889 ) ( 10,889 ) Treasury stock reissued 163,950 660 — 1,551 2,211 Restricted stock 93,385 — 488 — 283 771 Common stock issuance 9,688,478 9,688 131,667 141,355 Balance at June 30, 2023 102,444,915 $ 123,603 $ 630,246 $ 822,619 $ ( 138,551 ) $ ( 205,498 ) $ 1,232,419 The accompanying notes are an integral part of these unaudited consolidated financial statements. 7 Table of Contents

Financial Statements and Supplementary Data (Continued)

ITEM 1. Financial Statements and Supplementary Data (Continued) FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (Unaudited) Shares Outstanding Common Stock Additional Paid-in- Capital Retained Earnings Accumulated Other Comprehensive Income (Loss), net Treasury Stock Total Shareholders' Equity (dollars in thousands, except share and per share data) Balance at March 31, 2024 102,303,974 $ 123,603 $ 630,837 $ 905,897 $ ( 119,097 ) $ ( 208,520 ) $ 1,332,720 Net income 37,088 37,088 Other comprehensive income 5,681 5,681 Cash dividends declared ($ 0.130 per share) ( 13,299 ) ( 13,299 ) Treasury stock acquired ( 25,078 ) ( 315 ) ( 315 ) Treasury stock reissued 14,951 59 — 145 204 Restricted stock 4,000 — 14 — 412 426 Balance at June 30, 2024 102,297,847 $ 123,603 $ 630,910 $ 929,686 $ ( 113,416 ) $ ( 208,278 ) $ 1,362,505 Shares Outstanding Common Stock Additional Paid-in- Capital Retained Earnings Accumulated Other Comprehensive Income (Loss), net Treasury Stock Total Shareholders' Equity (dollars in thousands, except share and per share data) Balance at March 31, 2023 103,193,127 $ 123,603 $ 630,196 $ 792,720 $ ( 124,570 ) $ ( 196,935 ) $ 1,225,014 Net income 42,781 42,781 Other comprehensive loss ( 13,981 ) ( 13,981 ) Cash dividends declared ($ 0.125 per share) ( 12,882 ) ( 12,882 ) Treasury stock acquired ( 768,100 ) ( 9,157 ) ( 9,157 ) Treasury stock reissued 20,538 50 — 195 245 Restricted stock ( 650 ) — — — 399 399 Balance at June 30, 2023 102,444,915 $ 123,603 $ 630,246 $ 822,619 $ ( 138,551 ) $ ( 205,498 ) $ 1,232,419 The accompanying notes are an integral part of these unaudited consolidated financial statements. 8 Table of Contents

Financial Statements and Supplementary Data (Continued)

ITEM 1. Financial Statements and Supplementary Data (Continued) FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) For the Six Months Ended June 30, 2024 2023 Operating Activities (dollars in thousands) Net income $ 74,637 $ 73,005 Adjustment to reconcile net income to net cash provided by operating activities: Provision for credit losses 12,065 10,793 Deferred tax expense 3,180 3,535 Depreciation and amortization 2,229 1,895 Net gains on securities and other assets ( 6,201 ) ( 5,521 ) Net amortization of premiums and discounts on securities 439 725 Loss on early redemption of subordinated debentures 369 — Income from increase in cash surrender value of bank owned life insurance ( 2,583 ) ( 2,386 ) Increase in interest receivable ( 64 ) ( 91 ) Mortgage loans originated for sale ( 113,778 ) ( 83,788 ) Proceeds from sale of mortgage loans 89,278 80,749 Increase in interest payable 10,396 2,063 Decrease in income taxes payable ( 53 ) ( 2,206 ) Other-net ( 7,576 ) 7,568 Net cash provided by operating activities 62,338 86,341 Investing Activities Transactions with securities held to maturity: Proceeds from maturities and redemptions 20,195 21,154 Purchases ( 55,276 ) ( 200 ) Transactions with securities available for sale: Proceeds from sales 69,598 30,686 Proceeds from maturities and redemptions 79,606 48,521 Purchases ( 211,341 ) ( 24,555 ) Purchases of FHLB stock ( 18,707 ) ( 45,719 ) Proceeds from the redemption of FHLB stock 45,143 38,397 Proceeds from bank owned life insurance 1,617 2,246 Proceeds from sale of loans 43,046 63,839 Proceeds from sale of other assets 2,905 1,472 Net cash received from business acquisition — 14,492 Net increase in loans and leases ( 67,251 ) ( 274,082 ) Purchases of premises and equipment and other assets ( 8,395 ) ( 13,219 ) Net cash used in investing activities ( 98,860 ) ( 136,968 ) Financing Activities Net decrease in other short-t

Financial Statements and Supplementary Data

ITEM 1. Financial Statements and Supplementary Data FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS Note 1 Basis of Presentation The accounting and reporting policies of First Commonwealth Financial Corporation and subsidiaries ("First Commonwealth" or the "Company") conform with generally accepted accounting principles in the United States of America ("GAAP"). The preparation of financial statements in conformity with GAAP requires management to make estimates, assumptions and judgments that affect the amounts reported in the financial statements and accompanying notes. Actual realized amounts could differ from those estimates. In the opinion of management, the unaudited interim consolidated financial statements include all adjustments (consisting of only normal recurring adjustments) necessary for a fair presentation of First Commonwealth's financial position, results of operations, comprehensive income, cash flows and changes in shareholders' equity as of and for the periods presented. Certain information and Note disclosures normally included in Consolidated Financial Statements prepared in accordance with GAAP have been condensed or omitted pursuant to the rules and regulations of the SEC. For purposes of reporting cash flows, cash and cash equivalents include cash on hand, amounts due from banks, federal funds sold and interest-bearing bank deposits. Generally, federal funds are sold for one-day periods. The results of operations for the six months ended June 30, 2024 are not necessarily indicative of the results that may be expected for the full year of 2024. These interim financial statements should be read in conjunction with First Commonwealth's 2023 Annual Report on Form 10-K. Note 2 Acquisition On January 31, 2023, the Company completed its acquisition of Centric Financial Corporation ("Centric") and its banking subsidiary, Centric Bank, for consideration of 9,688,478 shares of

Financial Statements and Supplementary Data

ITEM 1. Financial Statements and Supplementary Data FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued) The Company determined that this acquisition constitutes a business combination and therefore was accounted for using the acquisition method of accounting. Accordingly, as of the date of the acquisition, the Company recorded the assets acquired, liabilities assumed and consideration paid at fair value. The $ 60.4 million excess of the consideration paid over the fair value of assets acquired was recorded as goodwill and is not amortizable or deductible for tax purposes. The amount of goodwill arising from the acquisition consists largely of the synergies and economies of scale expected from combining the operations of the Company with Centric. The fair value of the 9,688,478 common shares issued was determined based on the $ 14.59 closing market price of the Company's common shares on the acquisition date, January 31, 2023. The valuation of the acquired assets and liabilities was completed in the second quarter of 2023. The following is a description of the valuation methodologies used to estimate the fair values of major categories of assets acquired and liabilities assumed. The Company used an independent valuation specialist to assist with the determination of fair values for certain acquired assets and assumed liabilities. Cash and due from banks - The estimated fair value was determined to approximate the carrying amount of these assets. Investment securities - The estimated fair value of the investment portfolio was based on quoted market prices, dealer quotes, and pricing obtained from independent pricing services. Loans - The estimated fair value of loans was based on a discounted cash flow methodology applied on a pooled basis for non- purchased credit-deteriorated ("non-PCD") loans and on an individual basis for purchased credit-deteriorated ("PCD") loans. The valuation c

Financial Statements and Supplementary Data

ITEM 1. Financial Statements and Supplementary Data FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued) The following table provides details related to the fair value of acquired PCD loans as of January 31, 2023. Unpaid Principal Balance PCD Allowance for Credit Loss at Acquisition (Discount) Premium on Acquired Loans Fair Value of PCD Loans at Acquisition (dollars in thousands) Commercial, financial, agricultural and other $ 84,095 $ ( 19,417 ) $ 117 $ 64,795 Time and demand 84,095 ( 19,417 ) 117 64,795 Real estate construction 29,947 ( 287 ) ( 479 ) 29,181 Construction other 16,978 ( 227 ) ( 179 ) 16,572 Construction residential 12,969 ( 60 ) ( 300 ) 12,609 Residential real estate 16,564 ( 527 ) ( 496 ) 15,541 Residential first lien 13,740 ( 197 ) ( 264 ) 13,279 Residential junior lien/home equity 2,824 ( 330 ) ( 232 ) 2,262 Commercial real estate 174,002 ( 6,971 ) ( 6,073 ) 160,958 Multifamily 13,169 ( 234 ) ( 1,413 ) 11,522 Non-owner occupied 97,324 ( 2,739 ) ( 1,902 ) 92,683 Loans to individuals 62 ( 3 ) ( 3 ) 56 Automobile and recreational vehicles 62 ( 3 ) ( 3 ) 56 Total loans and leases $ 304,670 $ ( 27,205 ) $ ( 6,934 ) $ 270,531 12

Financial Statements and Supplementary Data

ITEM 1. Financial Statements and Supplementary Data FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued) The following table provides details related to the fair value and Day 1 provision related to the acquired non-PCD loans as of January 31, 2023. Unpaid Principal Balance (Discount) premium on acquired loans Fair Value of Non-PCD Loans at Acquisition Day 1 Provision for Credit Losses - Non-PCD Loans (dollars in thousands) Commercial, financial, agricultural and other $ 167,606 $ ( 5,451 ) $ 162,155 $ 3,482 Time and demand 165,878 ( 5,342 ) 160,536 3,436 Equipment finance 4 — 4 — Time and demand other 1,724 ( 109 ) 1,615 46 Real estate construction 52,773 ( 1,126 ) 51,647 1,638 Construction other 34,801 ( 971 ) 33,830 1,146 Construction residential 17,972 ( 155 ) 17,817 492 Residential real estate 75,041 ( 2,593 ) 72,448 614 Residential first lien 53,612 ( 1,981 ) 51,631 437 Residential junior lien/home equity 21,429 ( 612 ) 20,817 177 Commercial real estate 378,777 ( 12,607 ) 366,170 4,911 Multifamily 45,475 ( 1,203 ) 44,272 514 Non-owner occupied 182,793 ( 5,660 ) 177,133 2,111 Loans to individuals 640 ( 36 ) 604 8 Automobile and recreational vehicles 449 ( 25 ) 424 4 Consumer other 191 ( 11 ) 180 4 Total loans and leases $ 674,837 $ ( 21,813 ) $ 653,024 $ 10,653 Costs related to the acquisition totaled $ 9.1 million. These amounts were expensed as incurred and are recorded as a merger and acquisition related expense in the Consolidated Statements of Income. As a result of the full integration of the operations of Centric, it is not practicable to determine revenue or net income included in the Company's operating results relating to Centric since the date of acquisition as Centric results cannot be separately identified. 13

Financial Statements and Supplementary Data

ITEM 1. Financial Statements and Supplementary Data FIRST COMMONWEALTH FINANCIAL CORPORATION AND SUBSIDIARIES NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued) Note 3 Supplemental Comprehensive Income Disclosures The following table identifies the related tax effects allocated to each component of other comprehensive income ("OCI") in the unaudited Consolidated Statements of Comprehensive Income. Reclassification adjustments related to securities available for sale are included in the "Net securities gains" line in the unaudited Consolidated Statements of Income. For the Six Months Ended June 30, 2024 2023 Pretax Amount Tax (Expense) Benefit Net of Tax Amount Pretax Amount Tax (Expense) Benefit Net of Tax Amount (dollars in thousands) Unrealized losses on securities: Unrealized holding losses on securities arising during the period $ ( 11,794 ) $ 2,476 $ ( 9,318 ) $ ( 3,761 ) $ 1,144 $ ( 2,617 ) Reclassification adjustment for losses on securities included in net income 5,535 ( 1,162 ) 4,373 — — — Total unrealized losses on securities ( 6,259 ) 1,314 ( 4,945 ) ( 3,761 ) 1,144 ( 2,617 ) Unrealized gains on derivatives: Unrealized holding gains on derivatives arising during the period 4,158 ( 873 ) 3,285 2,225 ( 467 ) 1,758 Total unrealized gains on derivatives 4,158 ( 873 ) 3,285 2,225 ( 467 ) 1,758 Total other comprehensive loss $ ( 2,101 ) $ 441 $ ( 1,660 ) $ ( 1,536 ) $ 677 $ ( 859 ) For the Three Months Ended June 30, 2024 2023 Pretax Amount Tax (Expense) Benefit Net of Tax Amount Pretax Amount Tax (Expense) Benefit Net of Tax Amount (dollars in thousands) Unrealized gains (losses) on securities: Unrealized holding losses on securities

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