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SVB
SVB
SVB - Silverbridge Holdings Limited - Condensed unaudited interim group
financial statements for the 6 month period ended 31 December 2011
SILVERBRIDGE HOLDINGS LIMITED
INCORPORATED IN THE REPUBLIC OF SOUTH AFRICA
(REGISTRATION NUMBER 1995/006315/06)
SHARE CODE: SVB ISIN: ZAE000086229
("SILVERBRIDGE" OR "THE GROUP")
CONDENSED UNAUDITED INTERIM GROUP FINANCIAL STATEMENTS for the 6 month period
ended 31 December 2011
GROUP PROFILE
SilverBridge offers clients in the financial services industry reliable
solutions that aim to simplify their operations by enabling and improving their
business processes. We achieve this by implementing our system platforms and
customising them to meet client needs. The valuable experience we have gained
through our existing African footprint and strategic partnerships positions us
well to take advantage of opportunities while making life insurance simpler.
Exergy is our flagship platform that enables core back office policy
administration in the life assurance industry. The broader Exergy solution
package has specific applications which can be customised to suit the needs of a
long-term insurer. We use solution design to address more than just
customisation of existing products and contract information - it allows our
clients to drive their strategic business objectives efficiently. Our approach
is to identify and define strategic customer business objectives, translate
those to IT requirements and to implement winning, long-term solutions.
SilverBridge Holdings Limited and SilverBridge Software Solutions (Proprietary)
Limited are jointly branded as SilverBridge.
FINANCIAL HIGHLIGHTS
The Group has changed its year end to 30 June to be more closely aligned to the
natural selling and delivery cycles of the business and to facilitate more
efficient planning and budgeting processes. This is the first time the Group is
reporting on the six month interim results for the period ending 31 December.
Comparative numbers are the last reported interim results for the six month
period ending 31 August 2010.
SilverBridge has improved its results in the last six months and reported a
profit, compared to the loss for the sixteen month period ended June 2011. This
indicates the beginning of a turnaround after the consolidation, integration,
exiting of loss making projects and refocusing on the core business of software
solutions for the life insurance industry. Costs have been reduced and revenue
as well as the quality of revenue has improved. We have grown our annuity
revenue base and reduced research and development costs. Despite the
improvements, margins are still under pressure as SilverBridge adapts to
providing services within the Tier 1 market.
OPERATIONAL HIGHLIGHTS
We are pleased to report that we have secured Nedgroup Life as a client,
following a solution design consulting project. We will be replacing their life
policy administration platform over the next 3 years. The Absa implementation is
progressing well. In addition, we implemented our standardised offering,
Exergy2Go, for two new smaller clients in a matter of weeks and they are
currently customising it to meet their requirements under our guidance.
We are doing business in a highly complex environment. Our operational focus
continues to be:
- On creating efficiency tools and making implementations less complex
- On improving end to end implementation and support processes to improve
quality
- Adapting to dealing with Tier 1 clients
Unaudited Condensed Consolidated Statement of Comprehensive Income for the 6
month period ending 31 December 2011
Unaudited Unaudited Audited
6 months 6 months 16 months
ended ended ended
31 December 31 August 30 June Percentage
2011 2010 2011 Change
R`000 R`000 R`000 %
Revenue 47 578 52 162 121 042 (9%)
Other income 481 55 1 074
Operating expenses (44 956) (50 664) (125 120) (11%)
Operating 3 103 1 553 (3 004) 100%
profit/(loss)
Impairment loss - - (27 689)
recognised on
intangible assets
Loss on sale of (76) - -
associate
Fair value - - 11 737
adjustment
Finance income 81 435 396
Finance expense (36) (1) (14)
Share of loss in - - (34)
associate
Profit/(loss) 3 072 1 987 (18 608) 55%
before taxation
Taxation (1 012) (9) (5 656)
Profit/(loss) and 2 060 1 978 (24 264) 4%
total comprehensive
income for the
period
Net profit/(loss)
and total
comprehensive
income attributable
to:
Equity holders of 2 060 1 136 (24 782) 81%
the parent
Non-controlling - 842 518 (100%)
interest
2 060 1 978 (24 264) 4%
Number of shares in 34 675 34 675 34 675 0%
issue (`000)
Weighted average 34 675 34 675 34 675 0%
number of shares in
issue (`000)
Diluted weighted
average number of
shares (`000)
Basic 5.9 3.3 (71.5) 79%
earnings/(loss) per
share (cents)
Headline earnings 6.1 3.3 8.5 85%
per share (cents)
Diluted 5.5 3.2 (71.5) 72%
earnings/(loss) per
share (cents)
Diluted headline 5.6 3.2 8.5 75%
earnings per share
(cents)
Reconciliation of
headline and
diluted headline
earnings
Basic and diluted 2 060 1 136 (24 782)
earnings/(loss)
Impairment of - - 27 689
goodwill
Adjusted for (11) - 36
(gain)/loss on
disposal of
equipment
Adjusted for loss 76 - -
on disposal of
associate
Headline and 2 125 1 136 2 943 87%
diluted headline
earnings
Unaudited Condensed Consolidated Statement of Financial Position as at
31 December 2011
Unaudited Unaudited Audited
as at as at as at
31 December 31 August 30 June
2011 2010 2011
Notes R`000 R`000 R`000
ASSETS
Non-Current Assets
Equipment 2 722 3 068 2 435
Intangible assets 13 293 29 766 14 103
Investment in associate - 110 76
Deferred tax assets - 4 432 792
Total Non-Current Assets 16 015 37 376 17 406
Current Assets
Income tax receivable 1.2 6 122 5 804 5 548
Revenue recognised not yet 1.3 1 316 8 799 530
invoiced
Trade and other 10 029 16 231 11 450
receivables
Cash and cash equivalents 8 130 11 353 16 500
Total Current Assets 25 597 42 187 34 028
Total Assets 41 612 79 563 51 434
EQUITY AND LIABILITIES
Capital and Reserves
Issued capital 348 348 348
Share premium 11 871 11 871 11 871
Treasury shares (197) (197) (197)
Share based payment 1 181 279 757
reserve
Retained earnings 16 765 41 249 14 705
Total equity attributable 29 968 53 550 27 484
to equity holders of the
parent
Non-controlling interest - 4 724 -
Total Equity 29 968 58 274 27 484
Non-Current Liabilities
Deferred tax liability 40 - -
Total Non-Current 40 - -
Liabilities
Current Liabilities
Deferred revenue 1.3 420 3 537 9 098
Trade and other payables 1.4 11 184 17 752 14 852
Total Current Liabilities 11 604 21 289 23 950
Total Equity and 41 612 79 563 51 434
Liabilities
Net asset value per share 86.4 168.1 79.3
(cents)
Net tangible asset value 48.1 82.2 38.6
per share (cents)
Unaudited Condensed Consolidated Statement of Changes in Equity for the 6 month
period ended 31 December 2011
Issued Share Treasury Share
capital premium shares based
payment
reserve
R`000 R`000 R`000 R`000
Balance at 1 March 2010 348 11 871 (197) 91
Total comprehensive income
for the period
Profit or loss - - - -
Other comprehensive income - - - -
Total comprehensive income - - - -
for the period
Transactions with owners,
recorded directly in equity
Contributions by and
distributions to owners
Equity settled share based - - - 188
payment
Dividend paid by holding - - - -
company
Total contributions by and - - - 188
distributions to owners
Changes in ownership
interests in subsidiaries
that do not result in a loss
of control
Total transactions with - - - 188
owners
Balance at 31 August 2010 348 11 871 (197) 279
Total comprehensive income
for the period
Profit or loss - - - -
Other comprehensive income - - - -
Total comprehensive income - - - -
for the period
Transactions with owners,
recorded directly in equity
Contributions by and
distributions to owners
Equity settled share based - - - 501
payment
Minority interest in dividend - - - -
payment by subsidiary
Dividend payment by holding - - - -
company
Transfer of reserve of share - - - (23)
options that did not vest
Total contributions by and - - - 478
distributions to owners
Changes in ownership
interests in subsidiaries
that do not result in a loss
of control
Acquisition of 49% non- - - - -
controlling interest
Total transactions with - - - 478
owners
Balance at 30 June 2011 348 11 871 (197) 757
Total comprehensive income
for the period
Profit or loss - - - -
Other comprehensive income - - - -
Total comprehensive income - - - -
for the period
Transactions with owners,
recorded directly in equity
Contributions by and
distributions to owners
Equity settled share based - - - 424
payment
Total contributions by and - - - 424
distributions to owners
Changes in ownership
interests
in subsidiaries that
do not result in a loss of
control
Total transactions with - - - 424
owners
Balance at 31 December 2011 348 11 871 (197) 1 181
Retained Total Non- Total
earnings controlling equity
interest
R`000 R`000 R`000 R`000
Balance at 1 March 2010 41 798 53 911 3 881 57 792
Total comprehensive income
for the period
Profit or loss 1 136 1 136 843 1 979
Other comprehensive income - - - -
Total comprehensive income 1 136 1 136 843 1 979
for the period
Transactions with owners,
recorded directly in
equity
Contributions by and
distributions to owners
Equity settled share based - 188 - 188
payment
Dividend paid by holding (1 685) (1 685) - (1 685)
company
Total contributions by and (1 685) (1 497) - (1 497)
distributions to owners
Changes in ownership
interests in subsidiaries
that do not result in a
loss of control
Total transactions with (1 685) (1 497) - (1 497)
owners
Balance at 31 August 2010 41 249 53 550 4 724 58 274
Total comprehensive income
for the period
Profit or loss (24 233) (24 233) (325) (24 558)
Other comprehensive income - - - -
Total comprehensive income (24 233) (24 233) (325) (24 558)
for the period
Transactions with owners,
recorded directly in
equity
Contributions by and
distributions to owners
Equity settled share based - 501 - 501
payment
Minority interest in - - (2 450) (2 450)
dividend payment by
subsidiary
Dividend payment by (1 733) (1 733) - (1 733)
holding company
Transfer of reserve of 23 - - -
share options that did not
vest
Total contributions by and (1 710) (1 232) (2 450) (3 682)
distributions to owners
Changes in ownership
interests in subsidiaries
that do not result in a
loss of control
Acquisition of 49% non- (601) (601) (1 949) (2 550)
controlling interest
Total transactions with (2 311) (1 833) (4 399) (6 232)
owners
Balance at 30 June 2011 14 705 27 484 - 27 484
Total comprehensive income
for the period
Profit or loss 2 060 2 060 - 2 060
Other comprehensive income - - - -
Total comprehensive income 2 060 2 060 - 2 060
for the period
Transactions with owners,
recorded directly in
equity
Contributions by and
distributions to owners
Equity settled share based - 424 - 424
payment
Total contributions by and - 424 - 424
distributions to owners
Changes in ownership
interests in subsidiaries
that do not result in a
loss of control
Total transactions with - 424 - 424
owners
Balance at 31 December 16 765 29 968 - 29 968
2011
Unaudited Condensed Consolidated Statement of Cash Flows for the 6 month period
ended 31 December 2011
Unaudited Unaudited Audited
6 months 6 months 16 months
ended ended ended
31 December 31 August 30 June
2011 2010 2011
R`000 R`000 R`000
Cash (utilised)/generated (6 626) 1 334 17 704
from operations
Interest received 81 231 396
Interest paid (36) (1) (14)
Minority interest in - - (2 450)
dividends paid by subsidiary
Taxation paid (754) (903) (2 821)
STC paid - - (500)
Net cash (outflow)/inflow (7 335) 661 12 315
from operating activities
Cash flows from investing
activities
Plant and equipment acquired (1 055) (1 440) (2 174)
to expand operations
Proceeds from sale of 20 - 55
equipment
Acquisition of Ones & Zeros - - (600)
Capitalisation of development - (2 300) (5 797)
costs
Net cash outflow from (1 035) (3 740) (8 516)
investing activities
Cash flows from financing
activities
Dividends paid to equity - - (1 731)
holders of the parent
Net cash outflow from - - (1 731)
financing activities
Net (decrease)/increase in (8 370) (3 079) 2 068
cash and cash equivalents
Cash and cash equivalents at 16 500 14 432 14 432
the beginning of the period
Cash and cash equivalents at 8 130 11 353 16 500
the end of the period
Unaudited Condensed Segment Reports for the 6 month period ended 31 December
2011
Reportable segment report
Total Support
Implementation
services services
R`000 R`000 R`000
Unaudited 6 months ended 31
December 2011
Total revenue 47 578 20 567 9 184
Segment revenue inter-company - - -
Segment revenue external 47 578 20 567 9 184
Direct segment cost (27 982) (14 813) (6 660)
Cost capitalised - - -
Segment gross profit 19 596 5 754 2 524
Segment gross profit % 41% 28% 27%
Indirect segment cost (15 356) (8 129) (3 655)
Segment result 4 240 (2 375) (1 131)
Unallocated expenses * (1 618)
Other income 481
Operating profit 3 103
Loss on sale of associate (76)
Finance income 81
Finance expense (36)
Income tax expense (1 012)
Profit for the period 2 060
Research & Consulting Software
rental
development income & other
R`000 R`000 R`000
Unaudited 6 months ended 31
December 2011
Total revenue - 660 **17 167
Segment revenue inter-company - - -
Segment revenue external - 660 17 167
Direct segment cost (6 089) (420) -
Cost capitalised - - -
Segment gross profit (6 089) 240 17 167
Segment gross profit % 36% 100%
Indirect segment cost (3 342) (230) -
Segment result (9 431) 10 17 167
Unallocated expenses *
Other income
Operating profit
Loss on sale of associate
Finance income
Finance expense
Income tax expense
Profit for the period
* Unallocated expenses relate to costs incurred at a corporate level.
** Software rental includes a license fee of R2.4 million
Assets and liabilities
The assets and liabilities of the Group are organised and managed at a corporate
business support level. As the assets and liabilities contribute at a corporate
level, it is not practical to determine a reasonable allocation of the assets
and liabilities to the business segments.
Total Implementation Support
services services
R`000 R`000 R`000
Unaudited 6 months ended 31
August 2010
Total revenue 52 657 19 396 7 800
Segment revenue inter-company (495) - -
Segment revenue from external 52 162 19 396 7 800
clients
Direct segment cost (33 737) (12 877) (7 024)
Cost capitalised 2 300 - -
Segment gross profit 20 725 6 519 776
Indirect segment cost (14 424) (6 650) (3 825)
Segment result 6 301 (131) (3 049)
Unallocated expenses * (4 748)
Operating profit 1 553
Finance income 435
Finance expense (1)
Share of profit in associate -
Income tax expense (9)
Profit for the period 1 978
Research & Consulting Software
rental
development income & other
R`000 R`000 R`000
Unaudited 6 months ended 31
August 2010
Total revenue 30 12 539 **12 892
Segment revenue inter-company (30) (465) -
Segment revenue from external - 12 074 12 892
clients
Direct segment cost (5 686) (8 150) -
Cost capitalised 2 300 - -
Segment gross profit (3 386) 3 924 12 892
Indirect segment cost (1 922) (2 027) -
Segment result (5 308) 1 897 12 892
Unallocated expenses *
Operating profit
Finance income
Finance expense
Share of profit in associate
Income tax expense
Profit for the period
* Unallocated expenses relate to costs incurred at a corporate level.
** Software rental includes a license fee of R2.5 million
Assets and liabilities
The assets and liabilities of the Group are organised and managed at a corporate
business support level. As the assets and liabilities contribute at a corporate
level, it is not practical to determine a reasonable allocation of the assets
and liabilities to the business segments.
Total Implementation Support
services services
R`000 R`000 R`000
Audited 16 months ended 30 June
2011
Total revenue 126 253 42 344 24 158
Segment revenue inter-company (5 211) (477) -
Segment revenue from external 121 042 41 867 24 158
clients
Direct segment cost (77 339) (30 585) (17 410)
Cost capitalised 5 797 - -
Segment gross profit 49 500 11 282 6 748
Indirect segment cost (41 686) (16 486) (9 384)
Segment result 7 814 (5 204) (2 636)
Unallocated expenses ** (10 818)
Operating loss (3 004)
Impairment loss (27 689) (1 819) (1 819)
Fair value adjustment 11 737 1 467 1 467
Finance income 396
Finance expense (14)
Share of loss in associate (34)
Income tax expense (5 656)
Loss for the period (24 264)
Research & Consulting Software
rental
development income & other
R`000 R`000 R`000
Audited 16 months ended 30 June
2011
Total revenue - 20 442 **39 309
Segment revenue inter-company - (4 734) -
Segment revenue from external - 15 708 39 309
clients
Direct segment cost (18 939) (10 405) -
Cost capitalised 5 797 - -
Segment gross profit (13 142) 5 303 39 309
Indirect segment cost (10 208) (5 608) -
Segment result (23 350) (305) 39 309
Unallocated expenses **
Operating loss
Impairment loss (4 719) (8 421) (10 911)
Fair value adjustment - - 8 803
Finance income
Finance expense
Share of loss in associate
Income tax expense
Loss for the period
* Unallocated expenses relate to costs incurred at a corporate level.
* Software rental includes a license fee of R7.3 million
Assets and liabilities
The assets and liabilities of the Group are organised and managed at a corporate
business support level. As the assets and liabilities contribute at a corporate
level, it is not practical to determine a reasonable allocation of the assets
and liabilities to the business segments.
COMMENTARY
1. ACCOUNTING POLICIES
1.1 Basis of presentation
The accounting policies applied in the preparation of these condensed
interim financial statements, which are based on reasonable judgments and
estimates, are in accordance with International Financial Reporting
Standards ("IFRS") and are consistent with those applied in the annual
financial statements for the year ended 30 June 2011. These condensed
financial statements as set out in this report have been prepared in terms
of the AC500 series, IAS 34 - Interim Financial Reporting, the Companies
Act and the Listings Requirements of JSE Limited.
The interim results have not been audited or reviewed by the Group`s
auditors.
1.2 Income tax receivable
Unaudited Unaudited Audited
6 months 6 months 16 months
ended ended ended
31 December 31 August 30 June
2011 2010 2011
R`000 R`000 R`000
Income tax receivable 1 324 1 234 750
With-holding tax 4 798 4 570 4 798
certificates
Income tax receivable 6 122 5 804 5 548
1.3 Deferred revenue and revenue recognised not yet invoiced
Deferred revenue and revenue recognised but not yet invoiced refers to
the timing difference between recognition of revenue and invoicing to
the client based on the contracts. The Group is in a net asset
position which means the group recognised more revenue than invoiced
and received.
Unaudited Unaudited Audited
6 months 6 months 16 months
ended ended ended
31 December 31 August 30 June
2011 2010 2011
R`000 R`000 R`000
Current asset
Revenue recognised not yet 1 316 8 799 530
invoiced
Current liability
Deferred revenue (420) (3 537) (9 098)
Net asset/(liability) 896 5 262 (8 568)
1.4 Trade and other payables
Unaudited Unaudited Audited
6 months 6 months 16 months
as at as at as at
31 December 31 August 30June
2011 2010 2011
R`000 R`000 R`000
Trade payables 1 685 2 019 1 744
Withholding tax rebate 3 955 4 477 4 798
payable
VAT payable 467 305 1 273
Leave accrual 1 629 1 465 2 077
Liability on capital - 27 31
reduction
Liability on dividend - 1 712 -
payment
Other payables (accruals) 2 185 6 061 2 979
Ones & Zeros purchase price 1 263 - 1 950
liability
Acczone purchase price - 1 686 -
liability
Total 11 184 17 752 14 852
2. CORPORATE ACTIVITY
2.1 Changes to the board
Mr. Andile Sangqu resigned as board member and chairman with effect from 31
December 2011. Mr. Robert Emslie, an existing independent non-executive
director was appointed as chairman with effect from 1 January 2012.
2.2 Dividends and Capital distribution
No dividend or capital distribution was declared for the period under
review.
2.3 Disposal of associate
The investment of twenty five percent (25%) in Silburn Drake Staff
Connections (Proprietary) Limited, reported on previously as an associate,
was sold for R1 on 17 November 2011 to the majority shareholders. The
investment of R67 479 created through the equity method of accounting was
written off as a loss.
2.4 Subsequent events
No events occurred subsequent to the period end that would require the
interim financial statements to be adjusted.
FINANCIAL RESULTS AND PERFORMANCE
The group reported a turnaround in its results for the six months ended 31
December 2011. Although the results are not at previously achieved levels, the
turnaround indicates that the actions taken and renewed focus on our core
business is producing positive results.
As reported, we redesigned our implementation approach and integrated all our
operating companies into a single operating company. Management structures have
been consolidated to ensure focus and reduce overhead costs.
Segmental review
Unallocated costs - Unallocated costs represent our listing and corporate costs.
The corporate centre was however, also integrated into operations and therefore
does not include any executive salary costs. These costs have been allocated to
the segments, lowering their profit margins in the current results.
Consulting -The consulting business is now fully integrated into the operations
and is focused on solution design for our life insurance clients. In future, we
will report on solution design revenue as part of the implementation segment.
Implementation - Implementation revenue is project based and relates to the
implementation of our solutions for clients. We have improved project management
and overall service delivery but are still adapting to providing services to the
Tier 1 market. We are pleased with our reported revenue but margins are still
under pressure. The Absa implementation is ongoing and will extend into the new
financial year. The market is responding positively to our presence in the Tier
1 segment and a solution design project done for Nedgroup Life is included.
Support - Support income is monthly contracted income and is annuity based.
Revenue levels were maintained with profit margins slightly below our expected
margins as a result of general pressure and in some instances, inefficient
service delivery
Software rental - Software rental is annuity based. It grows with new clients
and system usage by each client - based on the number of contracts or policies
administered. It typically grows slowly over time. Revenue includes a license
fee of R 2.4 million. Excluding license fees, rental revenue growth came mainly
from new clients.
Research and development - Research and development costs were reduced to levels
on par with those achieved prior to the Acczone acquisition. We focused our
development on building assets that support more efficient implementation of our
life insurance platform (Exergy). We suspended all development work on the
Acczone loan administration product. We did not capitalise any research and
development costs. Currently, our development capacity is mostly being utilised
by ongoing implementations.
GROUP OUTLOOK
The changing environment within our target market continues to present new
opportunities as financial service institutions search for ways to reduce costs
and improve services to their clients. We continue to see financial service
providers increasing their focus on improving relationships with their clients,
driving internal efficiencies and differentiating their products as a means to
capture and retain market share. SilverBridge remains well positioned to meet
these needs.
The outlook for the Group remains positive. The group has been restructured,
refocused, simplified and in the process the overall cost structure of the group
was reduced. Our ability to make implementations simpler and improve quality is
key to delivering solutions. We are busy with some major implementations and are
also securing new business. Building our annuity revenue is an ongoing goal and
our focus is therefore directed at understanding and empowering our clients and
on effective implementations.
On behalf of the board of directors
Robert Emslie Jaco Swanepoel
Chairman Chief Executive Officer
Pretoria
27 February 2012
CORPORATE INFORMATION
DIRECTORS OF SILVERBRIDGE HOLDINGS
Robert Emslie (Chairman)**, Jaco Swanepoel (CEO),
Jeremy de Villiers **, Dinga Madubela*, Tyrrel Murray*,Sandra Duetsch*, Jaco
Maritz (FD), Sphelele Sangweni***(All the directors are South African citizens).
* Non-executive
**Independent non-executive
***Alternate director
REGISTERED OFFICES
First Floor, Castle View North
495 Prieska Street, Erasmuskloof,
Pretoria, 0048
(PO Box 11799, Erasmuskloof, 0048)
COMPANY SECRETARY
Fusion Corporate Secretarial Services (Proprietary) Limited
represented by
Melinda Gous
43 Sovereign Road,
Route 21 Corporate Park,
Irene, Pretoria, Gauteng
(PO Box 68528, Highveld, 0169)
LEGAL ADVISERS
Gildenhuys Lessing Malatji Inc.
(Registration number: 1997/002114/21)
GLMI House
Harlequins Office Park,
164 Totius Street,
Groenkloof
(PO Box 619, Pretoria, 0001)
GROUP AUDITORS:
KPMG Inc.
(Registration number: 1999/021543/21)
KPMG Forum,
1226 Schoeman Street,
Hatfield
(PO Box 11265, Hatfield, 0028)
TRANSFER SECRETARIES
Computershare Investor Services (Proprietary) Limited
(Registration number: 2004/003647/07)
70 Marshall Street,
Johannesburg,
(Call centre: 0861 100 634)
(PO Box 61051, Marshalltown, 2107)
DESIGNATED ADVISER
Merchantec (Proprietary) Limited
(Registration number: 2008/027362/07)
Second Floor, North Block
Hyde Park Office Tower,
Corner 6th Road and Jan Smuts Avenue, Hyde Park
(PO Box 41480, Craighall, 2024)
Date: 27/02/2012 17:30:02 Produced by the JSE SENS Department.
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