Q2 2024 Farmer Bros Co Earnings Call

Operator: Good afternoon, and welcome to the Farmer Brothers Fiscal Second Quarter 2024 Earnings Conference Call. At this time, all participants are in a listen-only mode.

Good afternoon.

Welcome to the Farmer brothers fiscal second quarter 2024 earnings Conference call.

At this time all participants are in a listen only mode.

Operator: As a reminder, this call is being recorded. Earlier today, the company issued its quarterly shareholder letter, available in the investment relations section of Farmer Bros.' website at farmerbros.com. The shareholder letter is also included as an exhibit on the company's Form 10, and is available on its website and the Securities and Exchange Commission's website at sec.gov.

As a reminder, this call is being recorded.

Earlier today, the company issued its quarterly shareholder letter.

The Investor Relations section of Farmer Brothers' website at farmer brothers Dot com.

The shareholder letter is also included as an exhibit on the Companys Form 10-Q and is available on its website and the securities Exchange Commission's website at SEC Gov.

Operator: A replay of this audio-only webcast will be available on the company's website approximately two hours after the conclusion of this call. Before we begin the call, please note all of the financial information presented is unaudited, and various remarks made by management during this call about the company's future expectations, plans, and prospects may constitute forward-looking statements for purposes of the safe harbor provisions under the federal securities laws and regulations. All of these forward-looking statements represent the company's views as of today, and they should not be relied upon as representing the company's views as of any subsequent date; results could differ materially from those four looking forward. Additional information on factors which could cause actual results and other events to differ materially from those forward-looking statements is available in the company's shareholder letter and public filings.

A replay of the Saudi only webcast will be available on the company's website approximately two hours after the conclusion of this call.

Before we begin the call. Please note all the financial information presented is unaudited and various remarks made by management. During this call about the company's future expectations plans and prospects may constitute forward looking statements for purposes of the safe Harbor provisions under federal Securities laws and regulations.

These forward looking statements represent the company's views as of today and should not be relied upon as representing the company's views as of any subsequent date.

Results could differ materially from those forward looking statements.

Additional information on factors, which could cause actual results and other events to differ materially from those forward looking statements is available in the company's shareholder letter and public filings.

On today's call management will also reference certain non-GAAP financial measures.

And adjusted EBITDA, and adjusted EBITDA margin in assessing the company's operating performance.

Reconciliation of these non-GAAP financial measures to their most directly comparable GAAP measures is also included in the company's shareholder letter.

Operator: On today's call, management will also reference certain non-GAAP financial measures, including Adjusted EBITDA and Adjusted EBITDA Margin, and assess the company's operating performance. Reconciliation of these non-GAAP financial measures, some of the most directly comparable GAAP measures, is also included in the company's shareholder letter. I will now turn the call over to Farmer Bros. President and Chief Executive Officer, John Moore. Mr.

I will now turn the call over to Farmer brothers, President and Chief Executive Officer, John Moore Mr.

Please go ahead.

Good afternoon, everyone and thank you for joining us.

Before we get started I would like to thank the board of directors and the entire farmer brothers organization for the appointment to President and Chief Executive Officer.

It's an honor and privilege to lead such a storied coffee company.

Today, we are just over six months into the transition from the sale of our direct ship business to a sole focus on direct store delivery we.

We are beginning to see positive momentum on both an operational and financial front.

During the first half of fiscal 'twenty 'twenty four we made strides in right sizing our business, becoming more operationally efficient and adjusting our cost structure to support a return to sustainable profitability.

John Moore: Good afternoon, everyone, and thank you for joining us. Before we get started, I would like to thank the Board of Directors and the entire Farmer Bros. organization for the appointment of me as President and Chief Executive Officer. It is an honor and a privilege to lead such a storied coffee company. Today, we are just over six months into the transition from the sale of our direct ship business to a sole focus on direct store delivery. We are beginning to see positive momentum on both an operational and financial front. During the first half of fiscal 2024, we made strides in rightsizing our business, becoming more operationally efficient, and adjusting our cost structure to support a return to sustainable profitability. Our second quarter results show some positive trend lines. While revenue gains were modest on a year-over-year basis, we saw meaningful improvements in gross margin and adjusted EBITDA. Boosted by improved pricing and a favorable position on our coffee costs, our gross margin expanded 550 basis points versus the prior year and rose above 40% for the first time in more than a year.

Our second quarter results show, some positive trend lines well.

While revenue gains were modest on a year over year basis, we saw meaningful improvements with gross margin and adjusted EBITDA.

We stayed by improved pricing and a favorable position on our coffee costs, our gross margin expanded 550 basis points versus the prior year and rose above 40% for the first time in more than a year.

Even with the progress we have made on gross margin. We know we still have opportunities to improve this metric going forward.

We anticipate additional gross margin upside over time as we have now sold through the majority of our older higher cost inventory.

We believe the company is now positioned to generate sustainable gross margin in excess of 40%.

Similarly, while we are encouraged by our adjusted EBITDA improvement in the second quarter, we know we have opportunities to improve there as well.

Enhancing our ability to have the right product in the right place at the right time will drive topline sales to better leverage our cost structure significantly.

Significant reduction in SKU counts and brand consolidation will reduce overhead and improve roasting efficiency for better margins. The impact of these initiatives will only be amplified as we consolidate our roasting operations and reduce complexity in our Portland facility.

All of these efforts share a common purpose and goal improvement in our customer retention and growth.

Whether through better execution in every step of our supply chain, our focus on brewing equipment and service, we know, giving our customers what they need most is the fastest path to success for farmer brothers.

Through what we have internally dumped project Symphony, we're also working to improve our customer experience with better processes and technology.

We are enhancing our point of sale of management tools and have recently launched a new customer relationship management system reinforcing the theme of customer attention.

John Moore: Even with the progress we have made on gross margin, we know we still have opportunities to improve this metric going forward. We anticipate additional gross margin upside over time as we have now sold through the majority of our older, higher cost inventory. We believe the company is now positioned to generate sustainable gross margin in excess of 40%.

These advances are critical as we know simply cutting costs and being more efficient won't be enough to achieve sustainable profitability and free cash flow.

Part of our sales growth equation includes adding innovative on trend products and continued product penetration within our existing customer base.

In summary, we are pleased with the positive momentum we saw during the second quarter and believe our path to positive free cash flow by early fiscal 'twenty 'twenty five is firmly in view.

With that I'll turn it over to Brad to discuss our financials in more detail Brad.

Thanks, John and Hello, everyone. As a reminder results for fiscal 'twenty for the prior year second quarter are reported on a continuing operations basis, reflecting the performance of our DSD business in the respective periods. Please.

John Moore: Similarly, while we are encouraged by our adjusted EBITDA improvement in the second quarter, we know we have opportunities to improve there as well. Enhancing our ability to have the right product in the right place at the right time will drive top-line sales and better leverage our cost structure. Significant reduction in skew counts and brand consolidation will reduce overhead and improve roasting efficiency for better margins. The impact of these initiatives will only be amplified as we consolidate our roasting operations and reduce complexity in our Portland facility.

Please refer to our Form 10-Q, which was filed with the SEC today for further information regarding their respective performance.

It continued in continuing operations.

Overall, we are pleased to report a strong fiscal second quarter highlighted by a meaningful uptick in gross margin and adjusted EBITDA profitability.

Net sales for the second quarter of fiscal 'twenty, four or $89 5 million, an increase of 600000 compared to $88 9 million in the prior year period net sales were positively impacted by higher pricing, but were offset by lower coffee volumes.

Higher pricing along with favorable commodity costs enabled expansion of our gross profit margin by 550 basis points on a year over year basis, 44% compared to 34, 9% in the second quarter of fiscal 'twenty three.

Operating expenses decreased $2 6 million from $34 3 million in the second quarter of fiscal 'twenty three to $31 7 million in the second quarter of fiscal 'twenty four.

This included a $1 1 million increase in G&A costs, driven by lower incentive compensation expense in the prior year and a $2 $5 million increase in selling expenses.

John Moore: All of these efforts share a common purpose and goal, improvement in our customer retention and growth. Whether through better execution in every step of our supply chain or focus on brewing equipment and service, we know giving our customers what they need most is the fastest path to success for Farmer Bros. Through what we have internally dubbed Project Symphony, we're also working to improve our customer experience with better processes and technology. We are enhancing our point of sale management tools and have recently launched a new customer relationship management system, reinforcing the theme of customer attention. These advances are critical, as we know simply cutting costs and being more efficient won't be enough to achieve sustainable profitability and free cash flow.

And by increased health care expense and the same prior year incentive reduction.

Our overall improvement in operating expense was driven by a $6 $2 million increase in <unk>.

Net gains from the sale of branch properties and other assets during the quarter.

Net income from continuing operations moved from a loss of $8 7 million during the prior year period to a gain of $2 7 million in the second quarter of fiscal 'twenty four an improvement of $11 4 million.

Our capital expenditures for the quarter were $3 3 million compared to $4 7 million in the prior year period.

In fiscal 'twenty, four we anticipate between 12 and $15 million in capital expense, we expect to finance these expenditures through cash flow from operations and borrowings under our credit facility.

Adjusted EBITDA for the quarter was $2 3 million, an increase of $4 5 million compared to a net loss of $2 2 million in the same period a year ago.

This is a significant swing, which highlights the work we have done to rightsize the business to support healthy DSD growth.

Turning to the balance sheet as of December 31, 2023, we had $6 9 million of unrestricted cash and cash equivalents.

Outstanding borrowings of $23 3 million utilized $4 6 million of letters of credit supplement and had $24 5 million of availability under our credit facility.

We believe we are adequately capitalized to finance operations in fiscal 'twenty, four and expect to achieve our goal to be free cash flow positive by early fiscal 'twenty five.

In closing I'll reiterate what John has said.

John Moore: Part of our sales growth equation includes adding innovative on-trend products and continued product penetration within our existing customer base. In summary, we are pleased with the positive momentum we saw during the second quarter and believe our path to positive free cash flow by early fiscal 2025 is firmly in view. With that, I'll turn it over to Brad to discuss our financials in more detail.

While we recognize progress may not be linear on a quarter over quarter basis, we are feeling increasingly confident about the path. We're on as we strive to generate sustainable topline growth and profitability with that I'll turn it back to John Sharp.

Thanks, Brad six months into our pivoting of the business to focus solely on DSD. We're proud of the foundational work, we have done to position the company for long term growth.

While farmer brothers has always remained an industry leader in terms of size service and product offerings, we needed a fresh look across the board from product lineup to operational structure to production systems.

We've been able to make meaningful strides in all of these fronts in a short period of time, but we know there's still work to be done during the second half of fiscal 2024, we will continue to focus on further improvements as we improve our cost structure and drive incremental margin improvement drive customer growth and retention increased market penetration for new.

Brad: Thanks, John. Hello, everyone. As a reminder, results for fiscal 24 in the prior year's second quarter are reported on a continuing operations basis, reflecting performance of our DSC business in the respective period. Please refer to our Form 10-Q, which was filed with the SEC today, for further information regarding the respective performance of our discontinued and continuing operations. Overall, we are pleased to report a strong fiscal second quarter, highlighted by a meaningful uptick in gross margin and adjusted EBITDA profitability. Net sales for the second quarter of fiscal 24 were $89.5 million, an increase of $600,000 compared to $88.9 million in the prior year period.

On trend products and complete the transitional services associated with our direct ship sales.

I want to take a moment to thank our entire farmer brothers team for their continued dedication and commitment to the company as we move through this transition or improvements to date would not have been possible without their hard work.

Thank you also to all of you for joining this call and for your continued support of Farmer brothers.

Look forward to keeping you posted on our progress we will now open it up for questions.

Thank you well now begin the question and answer session.

To ask a question you May press Star then one on your telephone keypad.

If you were using this reconfirm we ask you. Please pickup your handset before pressing the keys.

If a question has already been addressed I would like to withdraw your question. Please press Star then two.

Today's first question comes from Gerry Sweeney with Roth. Please go ahead.

Good afternoon, and thanks for taking my questions.

Thanks, Dave.

You discussed a little bit well I guess, you mentioned I mean, obviously revenue was up modestly but you also talked about volumes down slightly I'm, just curious how customer retention is going and maybe.

If you can discuss maybe utilization of DSD assets.

How that's going to move forward.

Sure Gerry I can start that off and then I'm sure Brad can add a little bit more color to that one.

We've been very deliberate in how we approach this issue.

We spent a lot of time in the fields first and foremost learning from the boots on the ground so to speak where they see the issues and then we coupled that with the utilization of our AI technology.

Brad: Net sales were positively impacted by higher pricing, but were offset by lower coffee prices. Higher pricing, along with favorable commodity costs, enabled an expansion of our gross profit margin by 550 basis, on a year-over-year basis, to 40.4% compared to 34.9% in the second quarter of fiscal 23. Operating expenses decreased $2.6 million from $34.3 million in the second quarter of fiscal 23 to $31.7 million in the second quarter of fiscal 24.

One that we utilized successfully to help us through the pricing issues that we've that we've been working through over the last year.

And it's interesting that the resounding messages came out exactly the same so we came out of that process with a crystal clear idea of where the opportunities are in the DSD service side.

And.

Since then we've actually acted very quickly to address what those challenges might be and it ultimately boils down to the idea that the value proposition is simple, but it's not very easy you show up at the right place at the right time with the right products at the right price consistently and you have a winning value proposition.

<unk>.

And what we're doing right now is shoring up all of the systems on the backend to better equip the field to serve the customers going forward.

We do see that where we're leveling off on our on our customer rates were seeing a positive trend line, there and going forward that should have an amplifying effect as some of the other initiatives like the gross margin increase the improvement in Opex get realized then at greater scale.

Brad: This included a $1.1 million increase in GNA costs, driven by lower incentive compensation expense in the prior year, and a $2.5 million increase in selling expenses, driven by increased health care expense and the same prior year incentive. Our overall improvement in operating expense was driven by a $6.2 million increase in net gains from the sale of branch properties and other assets during the quarter. Net income from continuing operations moved from a loss of $8.7 million during the prior year period to a gain of $2.7 million in the second quarter of fiscal 24, an improvement of $11.4 million. Our capital expenditures for the quarter were $3.3 million compared to $4.7 million in the prior year period.

Yeah, I can add a little color.

Okay.

Yeah, no worries so.

As we took a look at what was driving kind of this customer retention issue. We've seen it's been really gratifying to see that what our frozen the field state is cooperated by data John would say.

Data cooperates them I would say.

Cooperate data, but we can get into the middle there.

The benefit is that coming out of it we have seen that our price increases we have taken have not really been predictive of <unk>.

Losing customers. So we know that we can turn our focus to what John stated, having the right product the right place at the right time.

Got it and sorry.

Sorry, John when he talked about leveling off with customers do you mean leveling off as in.

Some of the customer churn was leveling off and you're maybe accelerating the opposite direction I just wanted to know.

Get some clarity that's exactly that's exactly right Jerry so what we've been seeing as we had.

Some churn.

In the past that rate is slowing down and slowing down substantively, we see it leveling off and we also see that coupled with the fact, our sales team is beginning to get their feet under them, let's keep in mind that the new sales infrastructure has been in place now for about six months or so.

Brad: In fiscal 24, we anticipate between $12 and $15 million in capital expenditures. We expect to finance these expenditures through cash flow from operations and borrowings under our credit facility. Adjusted EBITDA for the quarter was $2.3 million, an increase of $4.5 million compared to a net loss of $2.2 million in the same period a year ago.

We're seeing some positive signs there and that the.

The business being added is actually exceeding expectations on a contribution standpoint.

So we're seeing some positive signs of that leveling off and then turning around.

Okay, It's fair to say sales processes in place infrastructure in place that's sort of driving this leveling off and being celebration of.

Customer and volume growth.

But I'd say, that's fair to say.

Got it.

<unk> talked about I think.

SKU rationalization my understanding from the last call was that was probably later this year after the Treehouse servicing agreement runs off.

Brad: This is a significant swing, which highlights the work we have done to right-size the business to support healthy DSD growth. Turning to the balance sheet, as of December 31st, 2023, we had $6.9 million of unrestricted cash and cash quibbles. We had outstanding borrowings of $23.3 million, utilized $4.6 million of the letters of credit sublimit, and had $24.5 million of availability under our credit facility.

Is that still a fair thought process or will you be able to do that soon.

Sooner.

Actually we're seeing some positive signs there as well.

We've defined exactly which skews.

We are rolling forward with as we mentioned in this session.

Would be the first time in the company's history that all of these brands are represented throughout the estate nationwide. We've never really had that before as we grew through acquisition in the past. So that's streamlining should give us.

A bit of efficiency going forward and we actually just executed training sessions with the entire state of.

Our branch network over the last two weeks rolling out in two of the three tiers, what that mix will look like and we started production of the new SKU sets. So that represents a reduction of about 60% of the overall SKU count and what we're referring to is the traditional and premium tiers.

Brad: We believe we are adequately capitalized to finance operations in Fiscal 24 and expect to achieve our goal to be free cash flow positive by early Fiscal 24. In closing, I'll reiterate what John has said. While we recognize progress may not be linear on a quarter over quarter basis, we are feeling increasingly confident about the path we are on as we strive to generate sustainable top-line growth and profitability. With that, I'll turn it back to John. Thanks, Brad.

Got it.

One more question for me because I know, we do have a follow up just the inventories I think running at $55 5 million just curious as to maybe where that could go past once you get past the SKU rational rationalization Treehouse service agreement runs off is there an opportunity to maybe unlock a little bit more cash from working capital on the inventory.

Syed.

Yeah, I'll take that one.

So TBD on amount Jerry just because at this point, we're still unwinding some of the treehouse interactions. So.

He is a bit of cloud it through that lens, but it's easy to see.

John Moore: Six months into our pivoting of the business to focus solely on DSD, we are proud of the foundational work we have done to position the company for long-term growth. While Farmer Bros. has always remained an industry leader in terms of size, service, and product offerings, we needed a fresh look across the board, from product lineup to operational structure to production system. We've been able to make meaningful strides on all of these fronts in a short period of time, but we know there's still work to be done during the second half of fiscal twenty-two four. We will continue to focus on further improvement as we improve our cost structure and drive incremental margin improvement, drive customer growth and retention, increase market penetration for new on-trend products, and complete the transitional services associated with our direct ship sale. I want to take a moment to thank our entire Farmer Bros. team for their continued dedication and commitment to the company as we move through this transition. Our improvements to date would not have been possible without their hard work.

As you can understand that as we as we minimize skus, we don't need to carry as much.

Yeah, Okay. That's fair I appreciate it thanks guys.

Yes, Thank you Sir.

Ladies and gentlemen, as a reminder, if you would like to ask a question. Please press star one at this time.

We will pause momentarily to assemble our roster.

And ladies and gentlemen, this concludes our question and answer session I would like to turn the conference back over to John Moore for closing remarks.

Well, everyone. We certainly appreciate you joining us today.

We will have a lot more to report over the months ahead and look forward to speaking with you again next quarter.

Thank you. This concludes today's conference call. We thank you all for attending today's presentation. You may now disconnect your lines and have a wonderful day.

[music].

[music].

Operator: Thank you also to all of you for joining this call and for your continued support of Farmer Bros. We look forward to keeping you posted on our progress. We will now begin the question and answer session. To ask a question, you may press star then 1 on your telephone keypad.

Operator: If you are using a speakerphone, we ask that you please pick up your handset before pressing. If your question has already been addressed, and you'd like to withdraw your question, please press star- Today's first question comes from Jerry Sweeney with Roth. Please go ahead. Good afternoon, thanks for taking my question. You discussed a little bit, well, I guess you mentioned, obviously, revenue was up modestly, but you also talked about volumes being down slightly. I'm just curious how customer retention is going, and maybe if you could discuss maybe utilization of DSD assets, how that's going to move forward. Sure Jerry, I can start that off, and then I'm sure Brad can add a little bit more color to that one.

John Moore: You know, we've been very deliberate in how we approach this issue. We spent a lot of time in the field, first and foremost, learning from the boots on the ground, so to speak, where they see the issues. And then we coupled that with the utilization of our technology, the same one that we've utilized successfully to help us through the pricing issues that we've been working through over the last year. And it's interesting in that the resounding messages came out exactly the same.

John Moore: So we came out of that process with a crystal clear idea of where the opportunities are in the DSD service side. And since then, we've actually acted very quickly to address what those challenges might be, and it ultimately boils down to the idea that the value proposition is simple, but it's not very easy. You show up at the right place at the right time with the right products at the right price consistently, and you have a winning value proposition.

John Moore: And what we're doing right now is shoring up all of the systems on the back end to better equip the field to serve customers going forward. We do see that we're leveling off on our customer rates. We're seeing a positive trend line there, and going forward, that should have an amplifying effect as some of the other initiatives, like the gross margin increase and the improvement in OPEX, get realized then at a greater scale. Yeah, I can add a little color.

Brad: Yeah, no worries. So, you know, we took a look at what was driving kind of this customer retention issue we've seen, and it's been really kind of gratifying to see that what our pros in the field state is corroborated by data, John would say. Data corroborates them. I would say they corroborate data.

Brad: But we came to the middle there. The benefit is that coming out of it, we've seen that our price increases we have taken have not really been predictive of losing customers. So we know that we can turn our focus to what John stated, having the right product in the right place. Got it. And when sorry, John, when you talk about leveling off with customers, do you mean leveling off as in, Uh, some of the customer churn was leveling off, and you're maybe accelerating the opposite direction? I just want to get some clarity on that.

[music].

John Moore: That's exactly right, Jerry. So what we've been seeing is that we had some churn in the past. That rate is slowing down and slowing down substantively. We see it leveling off. And we also see that coupled with the fact that our sales team is beginning to get their feet under them. Let's keep in mind that the new sales infrastructure has been in place now for about six months or so. We're seeing some positive signs there in that the business being at it is actually exceeding expectations on a contribution standpoint. So we're seeing some positive signs of that leveling off and then turning around. Okay, it's fair to say we have sales processes in place. Thank you, everyone. I'd say that's fair to say. Got it, talked about it, I think you rationalized it.

John Moore: My understanding from the last call was that it was probably later this year after the treehouse service agreement runs off. Is that still a fair thought process? Or will you be able to do that? Sooner? Actually, we're seeing some positive signs there as well. We've defined exactly which SKUs we are rolling forward with, as we mentioned in the previous session. This will be the first time in the company's history that all of these brands are represented throughout the estate nationwide.

John Moore: We've never really had that before as we grew through acquisition in the past. So that streamlining should give us quite a bit of efficiency going forward. And we actually just executed training sessions with the entire estate of our branch network over the last two weeks, rolling out in two of the three tiers what that mix will look like. And we've started production of the new SKU sets. So that represents a reduction of about 60% of the overall SKU count in what we're referring to as the traditional and premium tiers. One more question for me, because I know we do have a follow-up. Just inventories, I think, running at $55.5 million. Just curious as to maybe where that could go, you know, once you get past the skew rationalization and the treehouse service agreement runs off. Is there an opportunity maybe to unlock a little bit more cash from working capital on the inventory? Yeah, I'll take that one. So TBD on amount Jerry, just because at this point, we're still unwinding some of the treehouse interactions. So inventory is a bit clouded through that lens.

Brad: But it's easy to understand that as we minimize skews, we don't need to carry as much in. Yeah, okay. That's fair.

[music].

Operator: I appreciate it. Thanks, guys. Yeah, thank you.

Operator: And ladies and gentlemen, as a reminder, if you would like to ask a question, please press star than one at this time. We will pause momentarily to assemble our roster. And ladies and gentlemen, this concludes our question and answer session. I'd like to turn the conference back over to John Moore for closing remarks. Well, everyone, we certainly appreciate you joining us today. We'll have a lot more to report over the months ahead and look forward to speaking with you again next quarter. Thank you. This concludes today's conference call. Thank you all for attending today's presentation. You may now disconnect your lines and have a, Pellegrino https://www.youtube.com or the link in the description below. ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? Pellegrino, Gerard Sweeney, Rachel Goldman, Kara Anderson, Farmer Bros Co Pellegrino, Gerard Sweeney, Rachel Goldman, Kara Anderson Co Pellegrino, Gerard Sweeney, Rachel Goldman, Kara Anderson Co Pellegrino, Gerard Sweeney, Rachel Goldman, Kara Anderson Co Pellegrino, Gerard Sweeney, Rachel Goldman, Kara Anderson Co ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ?? ?? ?? ?? ?? ?? ?? ?? ?? ?? ?? ?? ?? ?? ?? ?? ?? ?? ?? ?? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ? ?