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spk06: Good afternoon, everyone, and welcome to NextNav's fourth quarter 2022 earnings conference call. Participating on today's call are Gary Parsons, NextNav's chairman, Dinesh Pattabhiraman, NextNav's co-founder and CEO, and Chris Gates, NextNav's chief financial officer. Before we begin, please note that during today's presentation, the company may make forward-looking statements either in our prepared remarks or in the associated question and answer session. These statements, which involve risks and uncertainties, relate to analysis and other information that are based on forecasts of future results and estimates of amounts not yet determinable, and may also relate to NextNav's future prospects, developments, and business strategies. In particular, such forward-looking statements include statements about NextNav's position to drive growth in its 3D geolocation businesses and expansion of its next-generation GPS platform, The business plans, objectives, expectations, and intentions of NextNav, NextNav's partnerships, and the potential success thereof in NextNav's estimated and future business strategies, competitive position, industry environment, and potential growth opportunities. These statements are based on current expectations or beliefs that are subject to certain risks and uncertainties that may cause actual results to differ materially. Such forward-looking statements are subject to known and unknown risks, uncertainties, assumptions, and other important factors, many of which are outside NextNav's control, that could cause actual results to differ materially from the results discussed in the forward-looking statements. These risks, uncertainties, assumptions, and other important factors include, but are not limited to, the ability of NextNav to continue to gain traction in key markets and with notable platforms and partners, both within the U.S. and internationally, the ability of NextNav to grow and manage growth profitably, maintain relationships with partners, customers, and suppliers, including with respect to NextNav's pinnacle 911 solution and its TerraPoint network, and the ability to retain its management and key employees, the ability to maintain balance sheet flexibility and generate and effectively deploy capital in line with its business strategies. The possibility that NextNav may be adversely affected by other economic, business, and or competitive factors, including the impact of the ongoing COVID-19 coronavirus pandemic. Other risks and uncertainties indicated from time to time in documents filed with the Security and Exchange Commission by NextNav. New risks and uncertainties arise from time to time, and it is impossible for us to predict these events or how they may affect us. You are cautioned not to place undue reliance upon any forward-looking statements which speak only as of the date made, and NextNav undertakes no commitment to update or revise the forward-looking statements, whether as a result of new information, future events, or otherwise. Risk factors that may impact our performance are identified in our most recent SEC filings. Following our prepared remarks, the company will host an operator-led question and answer session. In addition, at the conclusion of today's call, a replay of our discussion will be posted on the company's investor relations website. With that, I'll turn the call over to NextNav's chairman, Gary Parsons. Please go ahead, sir.
spk02: Thank you very much, operator. Good afternoon, everyone, and welcome to NextNav's fourth quarter and full year 2022 earnings call. As the operator indicated, joining me today are NextNav's CEO, Ganesh Pataparaman, and NextNow CFO Chris Gates. 2022 was a solid year for NextNow, building on the momentum from our GoPublic transaction in 2021. We established a strong operational foundation, and we expanded our capabilities from both a product and a technology standpoint. At each step, we're guided by three strategic priorities. And as a reminder, we've said this before, but as a reminder, those priorities are, first, being the industry leader in resilient positioning, navigation, and timing, or P&T. Next, leveraging our recent NestWave acquisition to significantly improve the capabilities of our spectrum assets. And finally, expanding our global reach. Now, a major milestone in each of these priorities was achieved in the fourth quarter of 2022 with our acquisition of NestWave, a privately held global leader in low-power geolocations. As Ganesh will detail later, following the early integration of engineering teams late last year, we're preparing to launch initial implementations of the combined technologies later this spring. With NestWave, which by the way is now named NextNav France, we incorporate unique intellectual property that allows us to rapidly meet the growing needs of P&T resilience for government's critical infrastructure, public safety, and other sectors. The acquisition and final tech implementation and integration will also enable us to dramatically improve spectral efficiency for our underlying spectrum assets, utilizing LTE and 5G waveforms. And as we've indicated in our intention and prior calls, NextNav has now filed modifications for our existing experimental licenses to include testing of those various LTE and 5G configurations. Now, the combined NestWave, NextNav technology not only enhances the technical capabilities and data-carrying capacity of our spectrum, but it also expected to significantly reduce future capital and network operating expenditures associated with the deployment of our TerraPoint technology. From a spectrum standpoint, certainly recall that we are the sole licensee of eight megahertz of contiguous low band spectrum. We own a total of 2.4 billion megahertz POPs, which covers approximately 93% of the U.S. population. Our unique spectrum assets fit an existing 3GPP band for LTE and 5G spectrum, which facilitates integration into mobile handsets and provides significant operational advantages. By the way, on a related spectrum front, just last week, the Biden administration announced it's seeking public comment on what should be included in the long-awaited national broadband spectrum strategy. That effort is being led by the National Telecommunications and Information Administration, or MTIA, a telecom agency within the Commerce Department. The last national broadband plan is over a decade old. And this coming effort is seeking to identify up to 1500 megahertz of spectrum to examine for potential repurposing expressly for the purpose of expanded broadband availability. The request seeks feedback on three strategic pillars. First, what type of spectrum the government should try to free up for commercial broadband use? Secondly, how to best do long-term spectrum planning And thirdly, how technology can improve spectrum management and inform new models of spectrum sharing. NextNav's technology has already proven its ability to provide critical public safety and governmental services without interfering with other nearby services. We believe that enhancing these capabilities to improve spectral efficiency and deliver valuable broadband carriage is consistent with the government's overarching broadband objectives. Now, turning to our pinnacle vertical location technology, we continue to advance our work in the E911 and public safety sector. We signed several notable contracts in 2022, led by our agreement with Verizon. Verizon is the first Tier 1 carrier to launch a device with our pinnacle technology for E911 emergency calling. We expect to announce additional implementations during this year. Overall, 2022 saw us make meaningful progress, executing against our strategic priorities, and 2023 thus far has continued this promising trend. I look forward to sharing more with you later this year. And with that, let me turn it over to Ganesh to provide a deeper dive into our current initiatives, as well as operational and customer milestones.
spk04: Ganesh? Thanks, Gary. And thanks, everyone, for joining the call this afternoon. 2022 was a year of execution for us at NextNav. We made our pinnacle solution available at scale, and with the acquisition of NextNav France, we can make a resilient P&T solution available in more places at a significantly lower cost and unleash the potential of our underlying spectrum asset. As Gary noted, the integration of NextNav France is progressing well. Since November, we have worked alongside Ambrose Popper to complete the integration of our engineering and operations team. With the integration behind us, we're now focused on the integration and implementation of the overall technology. By combining our TerraPoint technology with existing LTE and 5G cellular networks, we can create a highly accurate and highly synchronized resilient PNT network, utilizing TerraPoint transmitters only in locations with the greatest need. Based on our progress to date, we expect to have initial implementations of the combined technologies ready for internal testing in the second quarter. We expect those trials to run for several months with the full technology integration occurring by the end of the year. Additionally, as we noted, we expect integration to enable us to drive to greater spectral efficiency from our underlying spectrum asset. allowing us to harmonize the TerraPoint system with LTE and 5G waveforms. As Gary noted, we just filed an experimental license earlier today. With these implementations, we believe we may be able to meet not only resilient P&T needs, but also support data-carrying capabilities on our spectrum. As we indicated last fall, unleashing the full value of our spectrum is a strategic priority for us and this technology integration moves us in the right direction. We expect to have more exciting news on this front in the near future. Regarding Pinnacle, we continue to establish customer relationship with some of the industry's leading players, including Prepared, Convey 911, and Sonim Technologies, to name a few. In January, we announced integration of our Pinnacle technology into Sonim's XP3 Plus flip phone. which is now available to all Verizon and Verizon frontline customers. This is a significant milestone as Verizon is the first Tier 1 provider to launch with our Pinnacle service for 911 purposes. More importantly, we expect additional devices, including with other Tier 1 carriers, to be enabled via our Pinnacle technology for E911 throughout the year. We're also beginning to see integration of Pinnacle z-axis capabilities in additional public safety application in february radio ip a leader in secure mobile communications announced that it's utilizing nextnav's technology to empower its industry leading vpn solution with mission critical z-axis location intelligence as we move through 2023 we expect to see more of these implementations coming online shifting to the government side We continue to believe that the federal procurement language modifications as outlined in Executive Order 13905 will be released in the coming months. We're continuing to have discussions with various departments and agencies on how best to advance resilient P&T. We held discussions with DHS and NIST as they were working towards characterizing P&T vulnerabilities. And we were pleased to see NIST recognize P&T as a cybersecurity vulnerability in its latest revision to the P&T profile. This is important as it enables several of the cybersecurity funds in the Infrastructure and Jobs Act, the trillion-dollar bill that was passed a year ago, to be made available for P&T resilience. Congress as part of the 2023 Omnibus Appropriations Bill awarded DOT with $15 million to implement recommendations for P&T resilience following the testing that they conducted in 2020. Interestingly, with the new NIST classification, cybersecurity is now a significant part of the conversations we're having with several state and local officials around how best to leverage state-directed infrastructure funding. We're now energized by these early stage discussions, and we feel confident we'll make additional inroads later this year. Another area of momentum for us is our work in support of NASA. We recently expanded our relationship, having been selected to deliver P&T services for its urban drone operation at the Ames Research Center in Mountain View, California. The agreement builds on an existing collaboration between NextNav and NASA in which the agency leverages the TerraPoint network to support its certain program at Langley Research Center in Virginia. Under our new relationship with NASA, NASA will be utilizing the TerraPoint network to conduct drone navigation detection and collusion avoidance in support of a better understanding of PNT in GPS-denied environments. Initial tests in the Bay Area will leverage the TerraPoint network that we already have present in the region, allowing for beyond visual line of sight testing for drones operating outside the visible range of a pilot. We are thrilled to have developed such a strong relationship with NASA and look forward to identifying new opportunities to support their work in the future. On the global front, the European Union today published the results of the evaluation of the alternate PNT testing. The demonstrations tested technologies from seven different companies on their ability to address vulnerabilities and serve as a backup to GNSS. As part of the findings, JRC recognized NextNav's TerraPoint solution as a mature solution that meets or exceeds all relevant benchmarks to serve as a resilient layer to existing GNSS technologies. You will recall tests by the U.S. Department of Transportation found TerraPoint to be the only commercial PNT alternative to meet identified needs in all applicable use cases. The GRC also recommends that Spectrum be allocated for terrestrial PNT resilience within the EU. This is consistent with the actions the Japanese government is taking to provide Spectrum to NexNav's JV partner, MedCon. And similar to the DOT recommendations, the GRC report also recommends a system of systems approach to mitigate GNSS vulnerabilities. As European policymakers look ahead to the upcoming European Radio Navigation Plan and develop their infrastructure priorities, we'll be encouraging them to use these findings as a load start to act quickly before facing the serious consequences of a GNSS outage. We're also speaking to many of these same officials about the advantage of our Pinnacle solution. Following the commercial launch of our Pinnacle technology in Japan, we are now fielding significant interest from additional countries. We recently hosted a delegation from a European country regarding possible upcoming trials. And as these conversations advance, we're hopeful that it will lead to additional trials in the coming months. Overall, we're thrilled with our progress in 2022 and excited by what lies ahead of us. We're working closely with governments and companies alike to help make P&T resilience a reality. With that, let me turn things over to Chris for a review of the numbers. Chris?
spk05: Thanks, Ganesh. Good afternoon, everyone. Now we'll go through our fourth quarter and full year 2022 results. Beginning with the top line, revenue in fiscal year 2022 was $3.9 million, including $803,000 in the fourth quarters, compared to $763,000 and $20,000 in the full year and fourth quarter of 2021, respectively. The increase in both the quarter and year was driven by increased revenue from technology and services contracts with commercial customers. Operating expenses for 2022 were approximately $69 million, including $15.3 million in the fourth quarter, which included $934,000 in transaction-related expenses for our acquisition of NestWave. This compares to approximately $43 million in the prior year period and $14.2 million in the fourth quarter of 2021. Operating expenses in 2022 included $26.5 million of equity compensation expense, and $3.7 million of depreciation and amortization, compared to $1.7 million and $1.8 million, respectively, in 2021. Operating expenses in fiscal year 2021 also included $9 million of warrant expenses associated with our AT&T site posting arrangement. Operating expenses for the quarter included $5.9 million in equity compensation expense. and $1.0 million of depreciation and amortization compared to $641,000 and $713,000 respectively in the fourth quarter of 2021. Our full year net loss is $40.1 million, including $12.5 million in the fourth quarter as compared to $144.7 million and $46.2 million in the full year and fourth quarter of 2021 respectively. Net loss for 2022 included a gain of $24.7 million related to the change in fair value of warrants. We continue to maintain substantial capital flexibility with $55.4 million in cash and cash equivalents and short-term investments on our balance sheet. Going forward, we continue to focus on managing costs and our balance sheet as new customers bring our products into revenue service. And as we noted on our third quarter earnings call, the next wave acquisition is expected to substantially reduce our future capital needs by decreasing the CAPEX and network OPEX required for a broad TerraPoint deployment in the U.S. while facilitating our global expansion. And as Gary highlighted previously, allow us to significantly improve our spectrum assets. With that, I'll turn the call over to the operator for questions. Operator?
spk02: Thank you very much, Mr. Gates.
spk06: Ladies and gentlemen, at this time, if you have any questions, simply press star 1. And if you do find that your question has already been addressed, you can remove yourself from the queue by pressing star 1 again. We'll take our first question this afternoon from Mr. Mike Crawford of B. O'Reilly Securities.
spk01: Thank you. Given we're more than 90% of the way through first quarter, what visibility do you have into revenue and cash usage in Q1?
spk03: Great question, Mike, and I think I can pick that up.
spk05: Now, as you know, we don't provide revenue guidance as we remain in the earlier stages of ramping our business. For 2023 as a whole, we hold some optimism for revenue growth, albeit with some lumpiness as public safety customers bring existing agreements into service. And we work towards potentially larger opportunities that may emerge from E911 international government initiatives. We are focused on managing our use of cash as we work towards our major strategic objectives. And, you know, as we've said in the past, I think, you know, we may expect some modest amount of increase in cash usage, but I actually think 2022, we spent, you know, 44 point, uh 44.4 million i think in 2022 uh with kind of an average cash usage of approximately 11 million per quarter um and while you know we we've been a little cautious about providing guidance i i wouldn't expect uh dramatic increases in our in our use of cash as we kind of work through the year okay should we expect you to put some asset spectrum asset back debt on the balance sheet in the second quarter That is a very good question. Because of our tight focus on managing expense growth and costs, and as I just indicated, we maintain a pretty strong balance sheet, which provides us with a decent amount of flexibility to navigate the market conditions we see right now. As we've said in the past, we do have a strong asset base. And we believe that will enable us to secure attractive financing at the right time. Our spectrum licenses constitute a pretty rare swath of high-value, low-band spectrum, obviously bolstered by a large and growing intellectual property portfolio, supporting our P&T capabilities, which, as we've discussed, are growing in importance in the U.S. and, as we heard from Ganesh regarding the recent JRC report internationally. In the event that we do raise capital, a core focus, of course, is minimizing equity dilution and leveraging our asset base as we have in the past. So I think that's directionally how we would think about it.
spk01: Okay. If you don't mind, I'll just ask one more question about the business and one about spectrum. But would you say that most of the revenue you expect in... 2023 relates to the public safety and E911 verticals?
spk04: I could take that. Yeah, hey, Mike. So I think, yeah, I mean, we're obviously looking at many different opportunities as things mature, but certainly E911 and public safety have the greatest momentum. in the U.S. market for where we see a lot of desire for our capabilities and we will be pursuing them vigorously in the year. But we do see some international opportunities emerging and potentially some governmental related opportunities also that may materialize. I think certainly some of those are certainly possible and in the realm of what we see potentially occurring in the year.
spk01: Okay, thank you. And then final question is, given the capabilities you now have with what you've now named NexNav France, just how much excess data carrying capabilities do you have with eight megahertz of low band contiguous spectrum that you have that could potentially ride on LTE or 5G signal if you got proper authorizations to do so. Like what amount of excess data carrying capability would you have in addition to propagating the timing signal to enable a terrestrial GPS-like backup or alternative signal?
spk03: Yeah, I can take a stab at it, and Gary, you may want to add some color here.
spk04: So I think my, I would say that I think the original paradigm where we had looked at spectrum as, you know, some portion of it being used for PNT resilience, and another portion for maybe excess data carrying capacity. I would say that's probably not the paradigm we are looking at as we have gotten a better understanding of the technologies and how we can synergize and leverage them for maximum, to reach their maximum potential. I think our current view really is that it's not an either or. It's a combination in the sense that if we look at our full band of 8 megahertz, you know, within the band, you can certainly structure capabilities such that you can meet the P&T timing requirements with, you know, you may think of it similar to as what you may do with the LTE signals where you're sending timing signals for a short burst of time, but then it's data carrying for the remainder portion. So, there are configurations like that that we are potentially evaluating, and I think that's where our experimental license will come into play. But the framework really is going to be to support both the requirements of P&T and data carrying across our entire spectrum in a coordinated fashion.
spk03: Okay. Thank you very much. Sure. Thanks. Thank you. We go next now to Timothy Horan at Oppenheimer.
spk07: Timothy Horan Thanks, guys. So just following up on that, basically you're saying that the timing you wanted to feel with data transport, you can basically do both at the same time. Would timing use like 10% of the capacity? I know you're in early stages on this. Any other cover around that would be great. you know, on the spectrum, you know, what are you hoping from the Biden administration here on their, you know, on their plans for broadband, I'm sorry, for finding more wireless spectrum?
spk04: Yeah, I can take a stab at the first one. And then I think, so to answer your question there, Tim, We haven't finalized on that piece. I mean, I think, you know, how, what portion of our signal would be timing versus what portion data carrying. I think that's part of the work that we have planned for the, you know, the year. And so, but if you look at a good example is, you know, In LTE, there's an ability to send, or in 5G, an ability to send a PRS-type waveform for, you know, 0 to 10 or 20 milliseconds, whatever the time period might be. You know, those certainly are constructs that are available, but we will be experimenting further into that because I think our Our mandate is slightly different, and it is to deliver that high-quality, resilient P&T capability in addition to potentially unlocking the spectrum for data-carrying capacity. So we don't have an exact framework yet, I think, but those are the existing work that's being done, and 3GPP would serve as good models for us to evaluate.
spk07: Just on that point, so you probably wouldn't need any more approval from the FCC or a change in license to do what you're describing right now. You could probably just go ahead and do that.
spk04: No, to make it commercially available, we will need to get FCC approval, but we are We are experimenting right now, and as I mentioned earlier, we did file an experimental license to evaluate these configurations, but to get the final approval, we will have to go through an FCC process.
spk03: Okay, got it. And then what are you hoping from the broadband or spectrum plan, wireless plan here? Gary, do you want to take that one? We may have lost Gary. I'm not sure. Can you hear us?
spk04: Okay, I'll take a stab at it. I mean, I think as... Yeah, no, I'm sorry, Ganesh.
spk02: I'll definitely take that. I have my cell phone mute, unfortunately. Sure. And if you'll remember back, the last one of these nationwide broadband plans It was done, gosh, 2009, 2010 type time frame. And that laid out a lot of the spectrum activities that then occurred throughout the administration and at the FCC through multiple administrations. Once again, it's fortunately a very bipartisan effort. It always has been. So now, you know, the growth of the need for broadband has just dramatically escalated. So you have a situation now where you've definitely got to find more broadband capability. Everybody knew that they would eventually get around to doing it. So it wasn't like it was unexpected, but it was pleasant to finally see that they are out formally going through a process to try to identify significant amount of repurposed spectrum. Because Let's be candid. There isn't just a lot of spectrum sitting around unused. You have to shift it from other uses. And the one real value that we expect to come out of this thing is, quite candidly, our spectrum and what we have already proven through the use over the last 10 years is we're able to provide these positive governmental services, other things of that nature, without interfering with government users or adjacent spectrum assets so we're kind of the poster child of how you should be able to do it and we believe now that you know as you're going about what will probably be a multi-year effort for them to identify a lot of spectrum what you want to do is you want to grab the low hanging fruit first so if ours is a capability that is proven it doesn't interfere, can use shared spectrum, and also provide broadband capabilities, which we believe we'll be able to show conclusively through our testing, that is an easy low-hanging fruit to pick off for the government. So it's more the fact that whether or not they were going about a very large program to identify additional spectrum for broadband repurposing, Even if that hadn't occurred, we knew that what we were doing would likely receive a positive view at the FCC because it is providing all of these P&T services, and it also can carry broadband, which is desperately needed. So from that standpoint, it just leverages or greater continuity with what the government's wanting to do going forward.
spk07: And Gary, just two other points on that. Can you talk a little bit about maybe what you think the highest and best use is for the spectrum? And then secondly, is this your – do you think that's where the most value can be created now? I know there's a lot of different moving parts in the business model. It sounds like you can both monetize the spectrum and do the services at the same time. But what do you think the highest and best use would be for it?
spk02: Well, I think that, you know, clearly from a, you know, if you look at it from an economic standpoint, having eight megahertz of low band spectrum available for broadband carriage, you know, is massively valuable. I mean, anybody that does any spectrum valuation, you know, understands that. The positive value that we see of going about it the way we're intending to go about it Once again, subject to the integration of the technologies working as we expect them to work and subject to the testing proving that we can do it, you don't lose all of that resilient P&T, government contracts, E911, public safety, protecting critical infrastructure. All of those TAMs and market bases that exist, you're still capturing them. but you're also able to capture the basic broadband capability of an 8 megahertz low-band 5G signal.
spk03: Great. And then do you think it's the primary way to create shareholder value at this point?
spk02: Well, it's probably the quickest way if you look at it because the – You know, the revenues will grow over time, and you'll see the value as more and more countries move to this, more and more government action takes place to fund resilient P&T services, and we bring on more 911 and other pinnacle revenues. But those build over time. And obviously, clearly, if we're able to show that we can utilize this for what is a well-known immediate need for – broadband capacity, then clearly that is probably a nearer term, you know, value enhancer if you're able to do that, say, in the next year or something of that nature. Great.
spk07: And just maybe last for Chris, or not sure if you can answer it. Can you talk about, you know, the current business plan that you have, how much more funding you'll need to kind of get to free cash flow positive?
spk03: And thanks. Yeah, I think this is Chris.
spk05: I think, you know, again, that falls into the kind of the guidance category. And so, you know, again, something else that we've been hesitant to provide.
spk03: I think I'd leave it at that for now.
spk04: Yeah, and actually, just to address one question, Tim, you raised about sort of the value. I think in the European Union's report that came out just today, there was a specific call out towards allocating spectrum for terrestrial P&T services. And so to Gary's point, the combination of capabilities that we provide or we believe we could provide would, of data carrying and P&T, I think could become a template
spk02: as as different countries look at uh pnt capabilities that's probably a pretty good point i i think in in some of our protocols we've said you know we've pointed to what the japanese government is doing uh with the five megahertz allocated to our you know our partner over there uh metcom and we've always said and we expect you know other countries will look for similar approaches But this is the first time now we've gotten very solid, written, formal evidence that the whole EU is looking at the need to have some established spectrum available for terrestrial PNT. And, you know, being candid, we're kind of the partner of choice for people who would want to deploy such a technology and make use of that spectrum. Whether we were trying to develop it ourselves, that hasn't been our pattern. We've tended to want to work with a cooperating carrier or a partner like we did in Japan. But certainly, seeing that very overt recommendation from the EU's report on a very important subject, that heightens our view that that could be a quicker process than normally what it takes to get spectrum allocations worldwide.
spk03: Thanks a lot, guys. Thank you. We go next now to Jamie Perez of RF Lafferty. Good day, everybody. My questions have been asked and answered. Thank you. Hey, great, Jamie. And Mr. Parsons, it appears we have no further questions this afternoon.
spk06: I'd like to turn the conference back to you for any closing comments.
spk02: Great, thanks very much. And thanks everybody for joining us on the call. I think as we've said for a long time there, we expect there to be indications of forward progress that are sometimes announcements, sometimes acquisitions, sometimes a new customer, and sometimes just something that's happening in the spectrum or telecom overall ecosystem that really encourages people to utilize our services or to look at them in a different perspective, and that's what we think we're now able to do with spectrum repurposing. I need to call it spectrum repurposing because we still intend to use our spectrum for resilient P&T, public safety, E911, all of the essential government services that the spectrum was originally licensed for. But if, in fact, we are able to do that while also providing valuable LTE 5G carriage, We think that that's a significant value enhancer for the company, and we think 2023 will be a watershed year for showing progress towards that very milestone objective. With that, thank you very much, and we look forward to speaking to you again on our first quarter call.
spk06: Thank you, Mr. Parsons. Again, ladies and gentlemen, that does conclude NECNA's fourth quarter 2022 earnings conference call. Again, I'd like to thank you all so much for joining us, and I wish you all a great remainder of your day. Goodbye.
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