eme-20240228
0000105634false00001056342024-02-282024-02-28

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): February 28, 2024

EMCOR Group, Inc.
(Exact Name of Registrant as Specified in Its Charter)
Delaware1-826711-2125338
(State or Other Jurisdiction of Incorporation)(Commission File Number)(I.R.S. Employer Identification No.)
301 Merritt Seven
Norwalk,Connecticut06851-1092
(Address of Principal Executive Offices)(Zip Code)
(203)
849-7800
(Registrant’s Telephone Number, Including Area Code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading SymbolName of each exchange on which registered
Common StockEMENew York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.


















Item 2.02. Results of Operations and Financial Condition.

On February 28, 2024, EMCOR Group, Inc. issued a press release disclosing results of operations for its fiscal 2023 fourth quarter and year ended December 31, 2023. A copy of such press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information contained in this Current Report on Form 8-K shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that Section, nor shall it be incorporated by reference into a filing under the Securities Act of 1933, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01. Financial Statements and Exhibits.
(d) Exhibits 
  
Exhibit NumberDescription
99.1
104Cover Page Interactive Data File (embedded within the Inline XBRL document)


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 EMCOR Group, Inc. 
    
Dated: February 28, 2024By:/s/ ANTHONY J. GUZZI 
  Anthony J. Guzzi 
  Chairman, President, and 
  Chief Executive Officer 

Document

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EXHIBIT 99.1

FOR: EMCOR GROUP, INC.
News Release  
CONTACT: Andy Backman
Vice President,
Investor Relations
(203) 849-7938
   
  FTI Consulting, Inc.
Investors: Blake Mueller
(718) 578-3706

EMCOR GROUP, INC. REPORTS FOURTH QUARTER AND FULL-YEAR 2023 RESULTS
 
Record Quarterly and Full-Year Revenues of $3.44 billion and $12.58 billion, respectively
Record Quarterly and Full-Year Diluted EPS of $4.47 and $13.31, respectively
Non-GAAP Full-Year Diluted EPS of $13.34
Record Remaining Performance Obligations of $8.85 billion, 18.6% Increase Year-over-Year
2024 Revenues and Diluted EPS Guidance of $13.5 billion - $14.0 billion and $14.00 - $15.00
Board Approves Increase in Quarterly Dividend to $0.25 per share from $0.18 per share

NORWALK, CONNECTICUT, February 28, 2024 - EMCOR Group, Inc. (NYSE: EME) today reported results for the fourth quarter and year ended December 31, 2023.

Fourth Quarter 2023 Results of Operations

For the fourth quarter of 2023, net income was $211.5 million, or $4.47 per diluted share, compared to $126.3 million, or $2.63 per diluted share, for the fourth quarter of 2022. Revenues for the fourth quarter of 2023 totaled $3.44 billion, an increase of 16.6%, compared to $2.95 billion for the fourth quarter of 2022.

Operating income for the fourth quarter of 2023 was $289.2 million, or 8.4% of revenues, compared to $177.2 million, or 6.0% of revenues, for the fourth quarter of 2022. Operating income included depreciation and amortization expense, inclusive of amortization of identifiable intangible assets, of $31.2 million and $28.0 million for the fourth quarter of 2023 and 2022, respectively.

Selling, general and administrative expenses for the fourth quarter of 2023 totaled $328.5 million, or 9.6% of revenues, compared to $277.6 million, or 9.4% of revenues, for the fourth quarter of 2022.

The Company's income tax rate for the fourth quarter of 2023 was 27.5%, compared to 27.4% for the fourth quarter of 2022.

Remaining performance obligations as of December 31, 2023 were a record $8.85 billion compared to $7.46 billion as of December 31, 2022, up approximately $1.39 billion year-over-year.
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 EMCOR Reports Fourth Quarter and Fiscal Year Results
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Full Year 2023 Results of Operations

Revenues for the 2023 full-year period totaled $12.58 billion, an increase of 13.6%, compared to $11.08 billion for the 2022 full-year period. Net income for the 2023 full-year period was $633.0 million, or $13.31 per diluted share, compared to $406.1 million, or $8.10 per diluted share, for the 2022 full-year period. Net income for the 2023 full-year period included a long-lived asset impairment charge of $2.4 million, or $1.7 million after taxes. Excluding this impairment charge, non-GAAP net income for the 2023 full-year period was $634.7 million, or $13.34 per diluted share.

Operating income for the 2023 full-year period was $875.8 million, or 7.0% of revenues, compared to $564.9 million, or 5.1% of revenues, for the 2022 full-year period. Excluding the previously referenced impairment charge, non-GAAP operating income for the 2023 full-year period was $878.1 million, or 7.0% of revenues. Operating income included depreciation and amortization expense, inclusive of amortization
of identifiable intangible assets, of $119.0 million and $108.6 million for the 2023 and 2022 full-year periods, respectively.

Refer to the attached tables for a reconciliation of non-GAAP operating income, non-GAAP operating margin, non-GAAP net income, and non-GAAP diluted earnings per share to the comparable GAAP measures.

SG&A totaled $1.21 billion, or 9.6% of revenues, for the 2023 full-year period, compared to $1.04 billion, or 9.4% of revenues, for the 2022 full-year period.

The Company's income tax rate for the 2023 full-year period was 27.5%, compared to 27.3% for the 2022 full-year period.

Tony Guzzi, Chairman, President, and Chief Executive Officer of EMCOR, commented, “The Company reported exceptional results for the fourth quarter and full year of 2023, achieving record quarterly and annual revenues, operating income, operating margin, and diluted earnings per share. As we look forward, we continue to expect demand for our services to remain strong, which is reflected in the 18.6% year-over-year increase in our remaining performance obligations.”

Mr. Guzzi added, “Our U.S. Construction segments posted another quarter of exceptional results, concluding an outstanding year. On a combined basis, these segments achieved record revenues and operating income for both the fourth quarter and full year. We remain confident in the future of these businesses given several tailwinds working in our favor, including a strong project pipeline with a solid margin profile. Our U.S. Mechanical Construction segment had a particularly exceptional year with 18.2% annual revenue growth, all of which was organic, driven by strong performance across virtually all end markets. We believe that our investments in building information modeling, prefabrication, digital tools, and robotics have increased our productivity, yielding positive results and enhancing our operational efficiencies across this segment, as evidenced in part by an operating margin of 10.5% for the full year. Our U.S. Electrical Construction segment continued to perform very well as we benefited from consistent strong demand, particularly in the data center market, the energy sector, including several renewable energy projects, and the healthcare market sector, all of which is reflected in the segment’s
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revenue growth of 14.4% and operating margin of 8.3% for the full year. This segment also benefited from growth within the high-tech manufacturing market sector as demand for our electrical construction services strengthened throughout the year. Our U.S. Building Services segment had another strong year with revenue growth of 13.3% year-over-year. Key end markets remained resilient with energy efficiency and indoor air quality projects driving retrofit demand. Our U.S. Industrial Services segment continued to improve at a measured pace, delivering revenue growth of 4.4% and operating income growth of 79%, year-over-year. Our U.K. Building Services segment reported an operating margin of 5.9% for the full year, despite operating in a challenged macroeconomic environment.”

Full Year 2024 Guidance

Based on expected project mix and our current visibility into the coming year, EMCOR expects full-year 2024 revenues to be between $13.5 billion and $14.0 billion and full-year 2024 diluted earnings per share to be in the range of $14.00 to $15.00.

Mr. Guzzi continued, “2023 was another outstanding year for EMCOR, with record-breaking achievements across virtually every metric. Our revenue and operating income growth was exceptional in 2023, driven by our ability to win and execute well in large, growing market sectors such as high-tech manufacturing, network and communications, manufacturing and industrial, and healthcare, all of which are benefiting from long-term secular trends that require excellence in specialty trade contracting. 2023 was not without its difficulties as the operating environment remained challenging, but we met those challenges with resolve and strong, focused execution, demonstrating the resilience and adaptability of our business as we capitalized on long-term, enduring market trends. Investments in BIM and prefabrication continue to create efficiencies and differentiate us during the bidding process, particularly when coupled with the project-level expertise of our teams in the field and the strength of our balance sheet.”

Mr. Guzzi concluded, “We believe our growth strategy continues to position EMCOR for long-term success, as both our organic and inorganic initiatives are driving record performance. Looking forward, we believe we are positioned in the right market sectors and geographies to continue to win complex projects that allow us an opportunity to perform well for our customers. Our record remaining performance obligations provide solid visibility into 2024, despite some macroeconomic headwinds and other factors that could impact our performance and execution. As always, we will continue to maintain our proven and disciplined approach to capital allocation. We remain focused on returning capital to our shareholders, as evidenced by the latest increase in our dividend, and on investing in the sustainable growth of the Company, both in our existing businesses and through our disciplined acquisition strategy.

We recently signed agreements to acquire several companies that are leaders in their respective offerings and regions, reflecting our strategy of expanding and complementing the capabilities and geographical footprint of our existing businesses to better serve the evolving needs of our customers.”

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 EMCOR Reports Fourth Quarter and Fiscal Year Results
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Dividend Increase

The Company today announced that its Board of Directors has approved an increase to the Company’s regular quarterly dividend to $0.25 per share from $0.18 per share. The Board expects to declare this cash dividend starting in the second quarter of 2024.

Mr. Guzzi said, “This planned dividend increase is a testament to the exceptional execution of our employees, confidence in our business, and solid financial foundation. We believe our strong performance across key end markets positions us for sustained success going into 2024.”

Fourth Quarter Earnings Conference Call Information

EMCOR Group's fourth quarter conference call will be available live via internet broadcast today, Wednesday, February 28, at 10:30 AM Eastern Standard Time. The live call may be accessed through the Company's website at www.emcorgroup.com.

About EMCOR

EMCOR Group, Inc. is a Fortune 500 leader in mechanical and electrical construction services, industrial and energy infrastructure and building services. This press release and other press releases may be viewed at the Company’s website at www.emcorgroup.com. EMCOR routinely posts information that may be important to investors in the “Investor Relations” section of our website at www.emcorgroup.com. Investors and potential investors are encouraged to consult the EMCOR website regularly for important information about EMCOR.

Forward Looking Statements:

This release contains forward-looking statements. Such statements speak only as of February 28, 2024, and EMCOR assumes no obligation to update any such forward-looking statements, unless required by law. These forward-looking statements may include statements regarding anticipated future operating and financial performance, including financial guidance and projections underlying that guidance; the nature and impact of our remaining performance obligations; our ability to be prudent capital allocators; our ability to pursue organic investments and acquisitions; our ability to return capital to shareholders; market opportunities; market growth prospects; customer trends; and project mix. These forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those anticipated (whether expressly or implied) by the forward-looking statements. Accordingly, these statements do not guarantee future performance or events. Applicable risks and uncertainties include, but are not limited to, adverse effects of general economic conditions; domestic and international political developments; changes in the specific markets for EMCOR’s services; adverse business conditions, including labor market tightness and/or disruption, productivity challenges, the nature and extent of supply chain disruptions impacting availability and pricing of materials, and inflationary trends more generally, including fluctuations in energy costs; the impact of legislation and/or government regulations; changes in interest rates; the availability of adequate levels of surety bonding; increased competition; and unfavorable developments in the mix of our business. Certain of the risk factors associated with EMCOR’s business are also discussed in Part I, Item 1A “Risk Factors,” of the Company’s 2023 Form 10-K, and in other reports filed from time to time with the Securities and Exchange Commission and available at www.sec.gov and www.emcorgroup.com. Such risk factors should be taken into account in evaluating our business, including any forward-looking statements.

Non-GAAP Measures:

This release also includes certain financial measures that were not prepared in accordance with U.S. generally accepted accounting principles (GAAP). Reconciliations of those non-GAAP financial measures to the most directly comparable GAAP financial measures are included in this release. The Company uses these non-GAAP measures as key performance indicators for the purpose of evaluating performance internally. We also believe that these non-GAAP measures provide investors with useful information with respect to our ongoing operations. Any non-GAAP financial measures presented are not, and should not be viewed as, substitutes for financial measures required by GAAP, have no standardized meaning prescribed by GAAP, and may not be comparable to the calculation of similar measures of other companies.


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EMCOR GROUP, INC.
FINANCIAL HIGHLIGHTS

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except share and per share information)

(Unaudited)
 For the quarters ended
December 31,
For the years ended
December 31,
 2023202220232022
Revenues$3,439,221 $2,949,822 $12,582,873 $11,076,120 
Cost of sales2,821,476 2,495,022 10,493,534 9,472,526 
Gross profit617,745 454,800 2,089,339 1,603,594 
Selling, general and administrative expenses328,549 277,618 1,211,233 1,038,717 
Impairment loss on long-lived assets— — 2,350 — 
Operating income289,196 177,182 875,756 564,877 
Net periodic pension (cost) income(279)1,023 (1,119)4,311 
Interest income (expense), net2,830 (4,204)(1,784)(10,438)
Income before income taxes291,747 174,001 872,853 558,750 
Income tax provision80,232 47,701 239,524 152,628 
Net income including noncontrolling interests211,515 126,300 633,329 406,122 
Net (loss) income attributable to noncontrolling interests(2)— 335 — 
Net income attributable to EMCOR Group, Inc.$211,517 $126,300 $632,994 $406,122 
Basic earnings per common share:
$4.49 $2.65 $13.37 $8.13 
Diluted earnings per common share:$4.47 $2.63 $13.31 $8.10 
Weighted average shares of common stock outstanding: 
   Basic47,097,762 47,710,479 47,358,467 49,931,940 
   Diluted47,331,532 47,936,737 47,564,258 50,136,262 
Dividends declared per common share$0.18 $0.15 $0.69 $0.54 


















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EMCOR GROUP, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)
 December 31, 2023December 31, 2022
ASSETS  
Current assets:  
Cash and cash equivalents$789,750 $456,439 
Accounts receivable, net3,203,490 2,567,371 
Contract assets269,885 273,176 
Inventories110,774 85,641 
Prepaid expenses and other73,072 79,346 
Total current assets4,446,971 3,461,973 
Property, plant, and equipment, net179,378 157,819 
Operating lease right-of-use assets310,498 268,063 
Goodwill956,549 919,151 
Identifiable intangible assets, net586,032 593,975 
Other assets130,293 123,626 
Total assets$6,609,721 $5,524,607 
LIABILITIES AND EQUITY  
Current liabilities:  
Current maturities of long-term debt and finance lease liabilities$2,465 $15,567 
Accounts payable935,967 849,284 
Contract liabilities1,595,109 1,098,263 
Accrued payroll and benefits596,936 465,000 
Other accrued expenses and liabilities312,642 258,190 
Operating lease liabilities, current75,236 67,218 
Total current liabilities3,518,355 2,753,522 
Long-term debt and finance lease liabilities2,838 231,625 
Operating lease liabilities, long-term259,430 220,764 
Other long-term obligations358,283 344,405 
Total liabilities4,138,906 3,550,316 
Equity:  
Total EMCOR Group, Inc. stockholders’ equity2,469,778 1,973,589 
Noncontrolling interests1,037 702 
Total equity2,470,815 1,974,291 
Total liabilities and equity$6,609,721 $5,524,607 












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EMCOR GROUP, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
For the Years Ended December 31, 2023 and 2022
(In thousands)
 20232022
Cash flows - operating activities:  
Net income including noncontrolling interests$633,329 $406,122 
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization51,822 47,296 
Amortization of identifiable intangible assets67,143 61,315 
Provision for credit losses7,859 5,166 
Deferred income taxes(16,651)10,483 
Gain on sale or disposal of property, plant, and equipment(2,057)(6,393)
Non-cash expense for impairment of long-lived assets2,350 — 
Non-cash share-based compensation expense13,739 12,125 
Other reconciling items268 925 
Changes in operating assets and liabilities, excluding the effect of businesses acquired141,853 (39,106)
Net cash provided by operating activities899,655 497,933 
Cash flows - investing activities:  
Payments for acquisitions of businesses, net of cash acquired(96,491)(98,656)
Proceeds from sale or disposal of property, plant, and equipment13,604 7,145 
Purchases of property, plant, and equipment(78,404)(49,289)
Net cash used in investing activities(161,291)(140,800)
Cash flows - financing activities:  
Proceeds from revolving credit facility200,000 270,000 
Repayments of revolving credit facility(200,000)(270,000)
Repayments of long-term debt and debt issuance costs(246,171)(13,875)
Repayments of finance lease liabilities(2,776)(3,551)
Dividends paid to stockholders(32,684)(27,187)
Repurchases of common stock(127,713)(660,609)
Taxes paid related to net share settlements of equity awards(6,060)(7,539)
Issuances of common stock under employee stock purchase plan9,189 8,177 
Payments for contingent consideration arrangements(5,839)(5,534)
Net cash used in financing activities(412,054)(710,118)
Effect of exchange rate changes on cash, cash equivalents, and restricted cash6,372 (12,515)
Increase (decrease) in cash, cash equivalents, and restricted cash332,682 (365,500)
Cash, cash equivalents, and restricted cash at beginning of year (1)
457,068 822,568 
Cash, cash equivalents, and restricted cash at end of period (1)
$789,750 $457,068 

(1)Includes $0.6 million and $1.2 million of restricted cash classified as “Prepaid expenses and other” in the Consolidated Balance Sheets as of December 31, 2022 and 2021, respectively.










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EMCOR GROUP, INC.
SEGMENT INFORMATION
(In thousands)
(Unaudited)
 For the quarters ended
December 31,
 20232022
Revenues from unrelated entities:  
United States electrical construction and facilities services$763,404 $713,589 
United States mechanical construction and facilities services1,472,532 1,133,260 
United States building services802,029 713,398 
United States industrial services292,476 276,243 
Total United States operations3,330,441 2,836,490 
United Kingdom building services108,780 113,332 
Total operations$3,439,221 $2,949,822 
 For the years ended
December 31,
 20232022
Revenues from unrelated entities:  
United States electrical construction and facilities services$2,783,723 $2,433,114 
United States mechanical construction and facilities services5,074,803 4,292,208 
United States building services3,120,134 2,754,953 
United States industrial services1,167,790 1,118,767 
Total United States operations12,146,450 10,599,042 
United Kingdom building services436,423 477,078 
Total operations$12,582,873 $11,076,120 

























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EMCOR GROUP, INC.
SEGMENT INFORMATION
(In thousands)
 
(Unaudited)
 For the quarters ended
December 31,
 20232022
Operating income (loss):  
United States electrical construction and facilities services$76,275 $58,082 
United States mechanical construction and facilities services186,094 104,780 
United States building services42,052 37,941 
United States industrial services12,642 1,463 
Total United States operations317,063 202,266 
United Kingdom building services5,461 4,466 
Corporate administration(33,328)(29,550)
Total operations289,196 177,182 
Other items: 
Net periodic pension (cost) income(279)1,023 
Interest income (expense), net2,830 (4,204)
Income before income taxes$291,747 $174,001 
 For the years ended
December 31,
 20232022
Operating income (loss):  
United States electrical construction and facilities services$230,640 $148,728 
United States mechanical construction and facilities services530,644 330,325 
United States building services182,995 146,639 
United States industrial services35,375 19,787 
Total United States operations979,654 645,479 
United Kingdom building services25,681 29,838 
Corporate administration(127,229)(110,440)
Impairment loss on long-lived assets(2,350)— 
Total operations875,756 564,877 
Other items:
Net periodic pension (cost) income(1,119)4,311 
Interest expense, net(1,784)(10,438)
Income before income taxes$872,853 $558,750 










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EMCOR GROUP, INC.
RECONCILIATION OF ORGANIC REVENUE GROWTH
(In thousands, except for percentages) (Unaudited)

The following table provides a reconciliation between organic revenue growth, a non-GAAP measure, and total revenue growth for the quarter and year ended December 31, 2023.

 For the quarter ended December 31, 2023For the year ended December 31, 2023
 $%$%
GAAP revenue growth$489,39916.6 %$1,506,75313.6 %
Incremental revenues from acquisitions(10,863)(0.4)%(107,133)(1.0)%
Organic revenue growth, a non-GAAP measure$478,53616.2 %$1,399,62012.6 %








































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EMCOR GROUP, INC.
RECONCILIATION OF 2023 AND 2022 NON-GAAP MEASURES
(In thousands, except for percentages and per share data) (Unaudited)
In our press release and related presentation, we provide non-GAAP operating income, non-GAAP operating margin, non-GAAP net income, and non-GAAP diluted earnings per common share for the years ended December 31, 2023 and 2022. The following tables provide a reconciliation between these amounts determined on a non-GAAP basis and the most directly comparable GAAP measures for such periods.
 For the years ended
December 31,
 20232022
GAAP operating income$875,756 $564,877 
Impairment loss on long-lived assets2,350 — 
Non-GAAP operating income$878,106 $564,877 
 For the years ended
December 31,
 20232022
GAAP operating margin7.0 %5.1 %
Impairment loss on long-lived assets0.0 %— %
Non-GAAP operating margin7.0 %5.1 %
For the years ended
December 31,
 20232022
GAAP net income$632,994 $406,122 
Impairment loss on long-lived assets2,350 — 
Tax effect of impairment loss on long-lived assets(651)— 
Non-GAAP net income$634,693 $406,122 
 For the years ended
December 31,
 20232022
GAAP diluted earnings per common share$13.31 $8.10 
Impairment loss on long-lived assets0.05 — 
Tax effect of impairment loss on long-lived assets(0.01)— 
Non-GAAP diluted earnings per common share$13.34 $8.10 
_________
Amounts presented in this table may not foot due to rounding.

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