10/26/2023

speaker
Verena Stuce
Head of Investor Relations

Welcome, everybody, to our Q3 23 results presentation. This call is also being broadcast live on the internet on Ziltronic.com. A replay of the call will be available on our website shortly after the conclusion of this call. Our CEO, Michael Heckmeyer, and our CFO, Claudia Schmidt, will give you an overview of our Q3 financials, our guidance, and the current market developments. After the presentation, we will be happy to take your questions. Please note that management comments during this call will include forward-looking statements which involve risks and uncertainties. For a discussion of risk factors, I encourage you to review the safe harbor statement contained in today's press release and presentation. All documents relating to our Q3 23 reporting are available on our website. I now turn the call over to Michael for his remarks.

speaker
Michael Heckmeyer
CEO

Thank you, Verena, and a warm welcome from my side as well. We deliver what we promised. Through to this commitment, the development in the past quarter and correspondingly in the first nine months can be summarized as follows. We are fully on track to reach our full year guidance for 2023. We went through the draft this year in Q3 due to a continued weak demand, as we already communicated at the end of July during our Q2 call. Nevertheless, there are stable prices. Consequently, we are going ahead with our preparations in order to get ready for the expected market turnaround. We're also investing into our global production network and product mix. I would like to continue with a quick summary of this quarter's highlights. The operating figures are again in line with expectations. Despite challenging conditions, pricing is stable, our profitability is solid, and our cash flow and financial KPIs are affected by the high investments to get ready for future growth. Our investment focus step next is even slightly ahead of schedule, and we expect the first wafers to produce soon. Amongst others, we will give you more details on FedNext that our next investor relations highlight, the capital markets in London on November 13th. Claudia will now give you a deep dive into our financials before I report back with some details about the market expectations and the outlook for full year 23 and beyond. Claudia, please.

speaker
Claudia Schmidt
CFO

Thank you, Michael. A warm welcome also from my side. Let us jump directly into the analysis of our Q3 results, which I would characterize as solid and expected in a still challenging environment. As anticipated, sales in Q3 declined by 14% quarter on quarter, impacted by the lower wafer area sold. I'd like to underline that prices remained stable in the course of the year, despite a significant year-on-year decline in volumes, and that there was no major FX impact on sales in Q3. EBITDA came in at 99 million euro, sequentially down 16%. The EBITDA margin was robust at 28%, just minus one percentage point compared to Q2. With lower volumes, the fixed cost dilution decreased, but on the positive side, our material energy costs were stable. In addition, we saw a tailwind from FX in the balance of other operating income and expenses in Q3. EBIT declined to 46 million euro. As expected, depreciation increased in Q3. Net income came in at 35 million euro, down 43% quarter on quarter. Due to our high level of investments, our cash and securities were significantly reduced. This led to a slight decrease in interest income compared to Q2. Overall, the financial result was slightly negative in Q3. The tax rate was impacted by a shift in the site mix. The volume reductions we experienced in Q3 mainly affected one of our FAPs in Singapore, which is currently benefiting from a tax holiday. I've just mentioned that in Q3, there was no notable impact from FX on the top line, but we saw clearly positive FX results in other operating income and expenses. So it's worthwhile to take a closer look at our currency effects in general. On the sales side, our primary FX exposure is tied to the US dollar, while our costs show a significant Euro exposure. changes in the US dollar exchange rate have a relevant impact on our sales and earnings. That is why we have a hedging strategy in place. The operational hedging focuses on the recorded US dollar positions and covers up to two months. For strategic hedging, we have a gradual approach covering up to 18 months based on the expected net exposure. Year-to-date, we've posted FX gains of €17 million in the balance of other operating income and expenses. A significant part of this is based on our hedging efforts. For 2023, we expect an FX result slightly above €20 million. Looking at our balance sheet, total assets sum up to roughly €4.3 billion. the changes compared to the end of 2022 are mainly attributable to our high investments. Year-to-date, CAPEX totaled €944 million. As a result, our fixed asset share increased from 58% to 73% of total assets. Consequently, our cash and securities have significantly decreased from more than €1 billion to slightly above €500 million. The equity ratio remained stable at 49%. Financial liabilities increased slightly as we have drawn the last portion of our Singapore dollar loan in Q3. Therefore, loans amounted to a total of nearly 800 million euro at the end of Q3. In the first nine months of 2023, we've received customer prepayments amounting to 79 million euro. Total prepayments sum up to €605 million at the end of September. 2023 will be the peak of our investment phase. Therefore, as already mentioned in Q2, we expect a total capex of roughly €1.3 billion in 2023. These investments primarily cover the FabNext project in Singapore, the expansion of the Crystal Pulling Hall in Freiberg, which was inaugurated in September, as well as the capability enhancements. For 2024, we expect capex to be less than half. Depreciation this year is expected at roughly 200 million euro, a little lower than communicated in Q2. To finance these high investments, we have a conservative approach in place, ensuring we always maintain an adequate liquidity reserve. The debt financing picture has not changed compared to Q2, except for the fact that we have fully drawn the Singapore dollar loan as already indicated. Finally, let's take a closer look at our cash and debt situation by looking at the bridge on the left side. End of 2022, Siltronic had net financial assets of 374 million euro. We generated a solid operating cash flow of 324 million euro in the first nine months of this year, which was not sufficient to offset the high payments for capex of €905 million and the dividend payment of €90 million. As a result, our net financial assets turned into net financial debt of €316 million. With this, I hand back to Michael.

speaker
Michael Heckmeyer
CEO

Thank you, Claudia. As announced, I would now like to share some thoughts about the market environment and the outlook for the full year 2023. It's not breaking news for you that we are still facing a challenging market environment. As communicated earlier, the current market weakness shows the strongest market decline since 2009, with a high level of excess inventory, which led to volume shifts from our customers. The market is much more mature than a decade ago, and the customer statement that the most expensive waiver is the one I don't get is valid. Therefore, we continue to expect a reliable and stable pricing environment also for the rest of 23. Our high proportion of long-term agreements is a key stabilizing factor for our business, since prices and volumes are mostly defined. LTAs cover contracts longer than one year and relate to approximately two-thirds of our sales. Having said that, and due to our lean overall cost structure, we report a solid and large profitability despite the current market weakness. Those of you who listened to our Q2 call will know the next two slides. The statements on the development of the silicon market are pretty stable. Just one notch up in smartphones and one notch down in automotive. For smartphones, we continue to expect weaker unit sales, but on the positive side, silicon content continues to grow. The same is true for servers and automotive, where we see nice growth. PCs are the only category to show strong decline in 23. In total, the overall market is mostly stable. Here you see the other side of the coin. we are still facing massive destockings at all levels in the value chain, and this will continue to impact into 24. This is a late consequence of the supply and material bottlenecks of the past few years. There will also be some hangover of destockings into 24. This effect, which is massively affecting Citroën's customers and OEMs, will lead to a decline in global wafer demand of around 15% for the full year 2023, And this is unchanged compared to our Q2 course. Knowing that some of you liked my crystal ball phrase from Q2, as it was quoted in investor meetings and research reports quite a bit, I would like to make use of this picture again. Unfortunately, it has not cleared yet. We still do not know when we will see a turnaround in the industry. And we will not be the first to see it, since the typical time lag for the wafer industry is approximately six months after the end market improves. Nevertheless, I would like to give you our market assessment based on our most important market channels. Memory inventory has peaked, but is continuously elevated. A positive indicator is the stabilization of DRAM and NAND prices. Whilst the situation in logic has further improved and has moved close to normal levels, the power segment gives a bit mixed signals with rising inventories, but positive forecasts for automotive, which is one of the most important client industries. We will keep a very close look on this, as well as the geopolitical and economic uncertainties. Nevertheless, we continue to be very optimistic for the medium and long-term growth. driven by the megatrends, artificial intelligence, digitalization and electromobility. We are consistently preparing ourselves for this next profitable growth phase by investing heavily into our global production network and product mix, particularly to strengthen our leading edge position. We are very pleased with the progress of a new FAB in Singapore named FABnext. Here we are even slightly ahead of our schedule and expect the first waivers coming out soon. The ramp will start as planned in 2024. To be prepared for growing demand, our focus is to qualify customers, and we can rely on a very high share of LTAs of approximately 80% during the ramp phase. As already communicated, we have slightly reduced the ramp speed for 2024 and 2025 according to market reality. Due to the very high automation and the fact that our site in Singapore will be the most cost efficient Siltronic FAB, we continue to expect margins above 50% in the medium term, which will have a growing positive impact on our group margins. Although FABnext is the largest investment project in Siltronics history, one should not ignore the major efforts that were made to improve our product mix at the German FAB in Freiberg near Dresden. After all, every second to third chip in Europe is manufactured in this region, which is a focus area for future chip manufacturing investments, as you know. We've invested several hundred million euros in recent years, money well spent that will give us significantly improved product mix. The expansion of our crystal pooling hall was officially inaugurated in September. Let us now turn to our outlook for the remainder of financial 2023 and the year as a whole. We confirm our existing guidance and precise it on the upper range of the given bandwidth for sales and APTA margin. As indicated, Q4 will deliver slightly better than Q3. Therefore, and with a more clear view on the remaining weeks, we expect consolidated sales to be 15% to 17% below The previous year's record levels of 1.8 billion euro. At an FX rate of the euro against the US dollar of 1.10. In July, we indicated sales decline between 14 and 19%. We expect our everyday margin to come in at 28 to 30%. And therefore, on the upper end of the guidance we gave in Q2. In addition to the reduced sales volume, inflation-related rising cost of about €40 million, negative exchange rate effects and the absence of the positive one-time effect from the termination fee of €50 million in Q1 2022 will contribute to the decline compared to previous year's levels. CapEx will be unchanged at around €1.3 billion and depreciation slightly better. at approximately 200 million euro, as Claudia already mentioned. And no surprise, net cash flow will be significantly below 22. Furthermore, our tax rate is expected to be at around 15% in 23 due to the shift in site production mix. My last comments of today's conference call concern the next highlight of our investor relations activities Our capital market day taking place on November 30th at the Anders Hotel in London. In addition to a strategy update and detailed explanations of our midterm guidance, we will present deep dives into the wafer industry. For example, the power segment and why we will stay ahead of the curve as one of the technology leaders. Additionally, you will have the opportunity to get to know some of the key members of the Zeltronic management team. We are happy to invite all of you, and Claudia and I are looking forward to meeting you in London in person. You are very welcome to submit your registration to our IR team. Thank you very much for your attention today. With this, we close our presentation, and Claudia and I are happy to answer your questions now. Operator, please open the Q&A session.

speaker
Operator
Conference Operator

The first question comes from the line of Harry Blycock with UBS. Please go ahead.

speaker
Harry Blycock
Analyst, UBS

Good morning. Thanks for taking my questions. I've got a few just around LTAs. Firstly, are you able to provide any colour on how big a proportion of LTAs are coming up for renegotiation in the near term? And then looking into 2024, given the tough market backdrop, do you expect any customers to be shifting away from LTAs, at least temporarily? So do you expect that kind of two-thirds LTA dynamic to persist into 2024?

speaker
Michael Heckmeyer
CEO

Yeah, thank you very much. Very valid question. LTAs, as we mentioned already, cover about two-thirds of our sales right now, and in particular, 80% of our ramp of the Fab Next. So that's the status quo. We look at LTA as a portfolio of agreements. where, of course, some expire, some come new into the game. That's a quite regular situation. In the near future, particularly in 24, no significant or major LTAs do expire. I would not say we see a trend of customers moving away from LTAs, you know, as it's also a huge benefit for them. It helps them also, of course, in future upswings. So I think it's a very fair contractual agreement with both parties benefiting quite a bit. So we don't see a trend of change there at all.

speaker
Harry Blycock
Analyst, UBS

Got it. That's super helpful. And then the lower depreciation for the full year, what's the driver there? Is it linked to the slower ramp of FAB next that you announced last quarter? So as such, should we expect depreciation for that to be pushed into 2024, or is it non-operational?

speaker
Claudia Schmidt
CFO

Hi, this is Claudia. I will take a question regarding depreciation. It's slightly reduced compared to our Q2, not because we are in delay or so. It's just because of the fact that with the progress of investment projects, you've gained a better view on the timeline and on the sequence of the start of depreciation, and that's why we used it to our best knowledge right now, which is 200 million euro next year. This year, sorry, this year, 2023. Got it.

speaker
Harry Blycock
Analyst, UBS

All clear. Thank you very much.

speaker
Operator
Conference Operator

The next question comes from the line of Constantine Hesse with Jefferies. Please go ahead.

speaker
Constantine Hesse
Analyst, Jefferies

Hi there, good morning. Thank you very much for taking my questions. I've got three. The first one, I just want to have a quick chat on the dynamic between LTAs and Spot and how the contracts work. Because I've been speaking to some of my colleagues that cover some of your competitors, and I'm just wondering if a customer of yours does in the end postpone a certain volume towards the end of the contract, but suddenly he needs to gain access to volumes, is he able to basically postpone buy them in the spot market. Therefore, that could have a general impact on spot prices or because he's under contract, he would have to get the volumes under that contract.

speaker
Michael Heckmeyer
CEO

Yeah, thank you, Konstantin. Great question. We do not see this pattern of behavior you mentioned, especially for our large customers with pretty good visibility of their stocks. And from our evaluation of the very details of our top customers, we have no indication at all that such a pattern of behavior is occurring as you just alluded to.

speaker
Constantine Hesse
Analyst, Jefferies

That's great. Thanks. And then second question would be, I mean, you know, obviously demand hasn't recovered yet. It continues to be quite lackluster. So just wondering, is there any risk that you see today of any slowdown from the already lowered ramp up to 100,000 customers? plus wafers next year down from 150. Is there any risk to further downside to that at the moment? Or given the current volumes, are you already seeing inventories at your customers coming down slightly?

speaker
Michael Heckmeyer
CEO

Yeah, thanks again for the question. Also from what we see as we communicated in Q2, we tempered our ramp of FedNext. The initial plan was 150K per month at the end. of 24. We reduced that to the language, you know, 100 plus. Compared now to the development of a couple of months ago, we do not see a reason to change that. So we can stick and we have a customer commitment to work through the ramp and to the qualifications as we communicated.

speaker
Constantine Hesse
Analyst, Jefferies

Thanks. And then just a quick view, I mean, just a give us some direction here in terms of the cost dynamic into 2024, given obviously the lower electricity prices, because that could obviously have quite an impact on your gross margin next year. When could we expect this year to be a bit of a tailwind for you guys? And could we potentially also see, because of the lower electricity prices, lower prices in polysilicon?

speaker
Claudia Schmidt
CFO

Hi, Konstantin. This is Claudia again. You're right. We see some positive trends in energy costs for next year. But regarding other materials, we are not able to comment on 2024 at this point in time. We will give you an update during our guidance for 2024.

speaker
Constantine Hesse
Analyst, Jefferies

That's understood. Can I just ask then just in terms of how it works with Walker? Because you have a five-year contract. Every year, however... there is a certain range that you can negotiate pricing. Is that correct?

speaker
Claudia Schmidt
CFO

Yes, that's correct. But nevertheless, pricing is a question of demand and offering, so it's not totally depending on the development of energy prices.

speaker
Constantine Hesse
Analyst, Jefferies

Okay, thank you.

speaker
Operator
Conference Operator

The next question comes from the line of Gustav Froberg with Barenburg. Please go ahead.

speaker
Gustav Froberg
Analyst, Berenberg

Thank you very much and good morning everyone as well. Thank you for taking my questions. I have three as well. First one is on Q4 actually. Given the structure of your contract and your work with customers, you should have pretty good visibility already on Q4. I know you firmed up the range a little bit, but could you maybe tell us a little bit about what might drive the outcome towards either the top or bottom end of that range that you have given? What kind of contingency have you baked into that 15% to 17% guidance range? I'll stop there for the first one and then take the other ones after.

speaker
Michael Heckmeyer
CEO

Yeah. Thank you, Gustav. And as we guide the range, of course, we do not precise it further today. So I think that's where we are. We cannot give you more details today.

speaker
Gustav Froberg
Analyst, Berenberg

Okay. Then a question looking into next year, speaking to your crystal ball a little bit, could you talk us through how you see the shape of the recovery in 2024? I know you said there's going to be some spillover of inventory effects into the first half, but do you expect there to be, for example, a sequential recovery each quarter in 2024? Will there be a flat line and a step up? How should we think about the shape of the demand side recovery next year. And in the context of this, how are you viewing industry supply and the supply additions coming from yourself with FabNext and with your competitors as well?

speaker
Michael Heckmeyer
CEO

Yeah, thanks again, Gustav. Today, we don't guide 24, but maybe let me give you some flavor or some color for thinking in particular on the market side. There is some Improving positive news flow. As you know, some of our major customers did report better than expected results. Some others talk about some progress into next year. And memory prices did bottom out, slightly increasing. So we share, let's say, a slight positive sentiment here and look, let's say, carefully optimistic into the total year 24. how that shape will look like. Is it more U? Is it more L-like? I think we cannot comment today, but we try to build as much as we know into our 24 guidance then later.

speaker
Gustav Froberg
Analyst, Berenberg

Okay. Last one is on FedNext actually. Have you already managed to qualify a few customers that will be able to take wafers from January or are you still in the qualification process with the view of shipping then after you qualified your first customers?

speaker
Michael Heckmeyer
CEO

No change there. We expect first waivers coming out very soon. And then eventually this will go to customers as planned early next year. So there's no change in the qualification timeline. But as of today, of course, we did not qualify customers yet. That would be too ambitious.

speaker
Gustav Froberg
Analyst, Berenberg

Okay, all good. Thank you very much for that.

speaker
Operator
Conference Operator

The next question comes from the line of Martin Jungfleisch with BNP Paribas Exchange. Please go ahead.

speaker
Martin Jungfleisch
Analyst, BNP Paribas

Yeah, good morning. Thanks for taking my questions. I have two, please. The first one is on the Q4 margin outlook. When you take the midpoint of the implied Q4 outlook, we get to slightly higher sales quarter on quarter, but a lower EBITDA margin quarter on quarter. Just wanted to understand the dynamics. Is that because of lower hedging gains, you're expecting Q4 that could weigh on margins? And then the second question is on cost for next year, how we should think about cost when you ramp the FAB next. We know the FAB can, of course, generate margins of 50% in the midterm, but how does the ramp towards the 50% progress during the ramp phase? Would you expect the FAB to generate below group margins in the early quarters, so the margin derivative? Thank you.

speaker
Claudia Schmidt
CFO

Hi, Martin. This is Chloe. I will take your question regarding Q4 first. Yeah, you're completely right. We generated a huge profit from SX in Q3, and we don't expect that to recur in Q4 in this range. And regarding cost, FedNext next year, yeah, it's very clear that FedNext will be a really high margin Fed midterm. And we have a growing impact on our group marching during the REM phase. But given the high uncertainty, Michael just mentioned that the crystal ball has not cleared up yet, we've decided not to make any separate standalone statements on profitability of FabNext in the next year. So we will do that in the context of the guidance, which we do for 2024 at some point in time. which will obviously very much depend on the market next year cost.

speaker
Martin Jungfleisch
Analyst, BNP Paribas

Yeah, that's right. Cool. Thank you.

speaker
Operator
Conference Operator

The next question comes from the line of Florian Tresch with Kepler Cibra. Please go ahead.

speaker
Florian Tresch
Analyst, Kepler Cheuvreux

Yes. Thank you for taking my question. I have just two left. So you talk about a stable pricing current environment slash probably also Q4. At the same time, you're highlighting that LTAs are not really up for renegotiation. going into 2024. So would you extend your statement that you expect stable pricing also to stay looking to 2024? And the second is around the tax rate. So I got that point around a mix of shift because probably Samsung is simply suffering these days or not producing as much as they should. Assuming a recovery memory, assuming Fab Next ramp up and kind of Samsung share increasing again, is it fair to assume that the tax rate will come down again, let's say towards the 10% targeted so far.

speaker
Michael Heckmeyer
CEO

Thank you. With regards to the pricing, based on the effects you just mentioned and based, let's say, on the market environment that matured, our customers recognizing wafer suppliers more as strategic. And again, let me emphasize this. famous sentence, the most important waiver is the one I don't get when I need it. We today don't see any indication that the pricing environment will change. And we don't see that happening in 24, but the crystal ball will tell, especially when we are closer to 24. With regards to your other question, maybe I hand over to Claudia.

speaker
Claudia Schmidt
CFO

Yeah. Hi, Florian. This is Claudia again. Yes, you're right, the tax rate is up this year. We've seen that our Fed in Singapore, which is currently benefiting from a tax holiday, was hit by the reduced volume this year. So the tax rate this year will go up. For next year, we do not do a guidance, but we can confirm that our allocation is done centrally. based on several parameters, and we will see how the fat mix or the side mix will be in the future. We will give some live during our Capital Market Day. Perhaps you can join us in London, and you will see how we will go on there.

speaker
Florian Tresch
Analyst, Kepler Cheuvreux

Okay, great. Thank you, and happy to join for sure. Thank you.

speaker
Operator
Conference Operator

The next question comes from the line of Jürgen Wagner with Stifel. Please go ahead.

speaker
Jürgen Wagner
Analyst, Stifel

Good morning. I have a follow-up on LTAs. You said prices are firm. Was there any change in the duration of LTAs or are volumes generally lower in new contracts? follow up on pricing I think also in 2019 when you had a downturn then your customers regarded wafers as strategic so something must have changed since the last downturn so maybe you can add a bit more especially now with the yen weakening so is it the Japanese that behave differently thank you

speaker
Michael Heckmeyer
CEO

Thank you, Juergen. In the overall LCA framework, we do not realize a change. I think it's related a bit to the question earlier as well. Neither in length nor in volume patterns. I think it's a portfolio of agreements we're managing pretty on a stable basis. 2019 downturn prices, I wasn't there. Maybe some effect is also the further consolidation in industry. So we have less players, which decrease the likelihood that somebody is leading the track. We don't see it right now, and we don't have any indication that this is happening.

speaker
Jürgen Wagner
Analyst, Stifel

OK. A last one on this industry, Strompreis in Germany, the subsidy. Do you think, what would be your guess? Do you expect that to come? And if it comes, how significant would be your benefit? Thank you.

speaker
Claudia Schmidt
CFO

Hi, Jürgen, this is Claudia again. Yeah, regarding the industrial electricity price, it's not clear at all if it will ever be agreed on and implemented. So we do observe this very closely, but obviously we do not have any influence on that. If so, it's not clear at all if we will benefit. If, for example, the EEG regulation applies, we are not energy intense enough to benefit from this industrial electricity price. So as mentioned, we are following the developments very closely, but at the moment we cannot make a judgment on how we will be benefiting from it, if at all.

speaker
Jürgen Wagner
Analyst, Stifel

Okay.

speaker
Claudia Schmidt
CFO

All right.

speaker
Jürgen Wagner
Analyst, Stifel

Good. Thank you.

speaker
Operator
Conference Operator

We have a question from the line of Daniel Chaffee with Citigroup. Please go ahead.

speaker
Daniel Chaffee
Analyst, Citigroup

Good morning. Yeah, thanks for taking my question. Just on the inflation headwind. So you've been talking about this 40 million headwind and improvement going forward. Can we expect that this improvement will still be a headwind in 2024 or will it be already a tailwind?

speaker
Claudia Schmidt
CFO

Yeah, as mentioned before, we would give you some more insights on that during our guidance for next year, not at that point in time, because it's not very clear. We see energy prices coming down a bit, but the other, especially materials, we are not clear by now. Of course, you can expect labor costs to go up due to tariff agreements, but other than that, we cannot comment on that for next year at that point in time.

speaker
Daniel Chaffee
Analyst, Citigroup

Got it. Um, and just maybe on financing, um, also, so you have amassed quite some depth in the last quarters and given that we still have some CapEx in 2024 planned, um, would there be a need to take up more debt even besides the syndicated loan that you have not drawn yet? Or would that be sufficient?

speaker
Claudia Schmidt
CFO

Yeah, we feel very comfortable with our financing structure, which consists of not only debt, but existing cash and prepayments and our own future cash flows. They are very solid base. We have a conservative financing approach in place, which says that we have always an adequate liquidity reserve. So potential follow-up financing is always on our watch list, but of course, it's very much depending on market development. At the moment, we do not plan so, but as I said, we have it on our watch list, of course, in order to react if necessary.

speaker
Daniel Chaffee
Analyst, Citigroup

Perfect. Thank you.

speaker
Operator
Conference Operator

There are no further questions at this time. I hand back to Verena Stuce for closing comments.

speaker
Verena Stuce
Head of Investor Relations

Thank you. This concludes our Q&A session. Thank you for joining us today. We hope you will join us for our Capital Markets Day on November 30 in London. Goodbye and stay safe.

Disclaimer

This conference call transcript was computer generated and almost certianly contains errors. This transcript is provided for information purposes only.EarningsCall, LLC makes no representation about the accuracy of the aforementioned transcript, and you are cautioned not to place undue reliance on the information provided by the transcript.

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