Quest Software, Inc. (Nasdaq: QSFT) today reported financial
results for the quarter ended Mar. 31, 2012. Total revenues were
$212.2 million, a 12.8% increase compared to the prior year’s first
quarter revenues of $188.2 million. Operating margin was 2.5% for
the three months ended Mar. 31, 2012 as compared to 2.9% for the
three months ended Mar. 31, 2011. On a non-GAAP basis, operating
margin was 15.2% for the three months ended Mar. 31, 2012 as
compared to 12.7% for the three months ended Mar. 31, 2011.
Cash and investments at Mar. 31, 2012, totaled $282.4 million,
an increase of $28.6 million from the comparable balance at Dec.
31, 2011. Cash flow from operations was $52.2 million for the three
months ended Mar. 31, 2012.
GAAP Results
Net income attributable to Quest Software, Inc. for the first
quarter of 2012 was $2.7 million, or $0.03 per fully diluted share.
This compares to net income of $3.4 million, or $0.04 per share on
a fully diluted basis, for the first quarter of 2011. Operating
margin was 2.5% in the first quarter of 2012 compared to 2.9% in
the comparable period of 2011, resulting in operating income of
$5.3 million, which compares to $5.4 million for the corresponding
period in 2011.
Non-GAAP Results
On a non-GAAP basis, net income attributable to Quest Software,
Inc. for the first quarter of 2012 was $22.8 million, or $0.27 per
fully diluted share. This compares to non-GAAP net income of $18.7
million, or $0.20 per share on a fully diluted basis, for the first
quarter of 2011. The non-GAAP operating margin was 15.2% in the
first quarter of 2012, resulting in non-GAAP operating income of
$32.2 million, compared to non-GAAP operating margin and operating
income of 12.7% and $23.9 million, respectively, for the
corresponding period in 2011.
Non-GAAP results exclude the after-tax effects of amortization
of intangible assets acquired with business combinations,
stock-based compensation expenses, costs directly associated with
the company’s “go private” and proposed merger transaction,
adjustment of redeemable noncontrolling interest to redemption
value, retention bonus and severance costs related to the
establishment of our Business Operations and Advanced Technology
Center in Cork, Ireland, and patent infringement litigation costs.
A reconciliation of GAAP to non-GAAP financial results is included
with this press release.
Quest Software’s management prepares and uses non-GAAP financial
measures in the presentation of the Company’s results to provide a
consistent understanding of its historical operating performance
and comparisons with peer companies. Management believes that
non-GAAP reporting provides a meaningful representation of the
Company’s on-going economic performance and therefore uses non-GAAP
reporting internally to evaluate and manage the Company’s
operations. Management believes excluding charges such as those
described above from its GAAP results facilitates investors’
understanding of the Company’s ongoing business operating results.
These non-GAAP financial measures also facilitate comparisons to
the operating results of the Company’s competitors and provide
investors with transparency with respect to the supplemental
information used by management in its operational and financial
decision making. These non-GAAP financial measures are not intended
to be considered in isolation or as a substitute for measures of
financial performance prepared in conformity with GAAP.
Change in Consolidated Statement of Cash Flows
Presentation
We maintain positions in certain foreign currencies which may at
times create unrealized gains or losses. Unrealized foreign
currency gains/losses should be presented as an adjustment to
reconcile net income to net cash provided by operating activities
in our consolidated statement of cash flows. Effective during the
third quarter of 2011, we presented such unrealized foreign
currency gains/losses in our consolidated statement of cash flows.
This change impacts our cash flow presentation and does not impact
earnings or cash balances. Management has concluded that the change
of presentation is not material to any periods affected. We have
adjusted previously reported consolidated statements of cash flows
to conform to the current year presentation.
Correction of a Tax Error Related to Prior Periods
During March 2012, we discovered an error in the historical
Australian income tax returns of our wholly-owned subsidiary, Quest
Software Pty. Ltd., related to an incorrectly claimed research and
development benefit that resulted in a cumulative liability
including income tax, interest and penalties of $14.5 million. The
error impacts multiple prior periods back to the year ended
December 31, 1999. We have concluded that this error has not caused
a material misstatement within any previously issued consolidated
financial statement for any period. However, if the cumulative
effect of the income taxes, interest and penalties were to be
included solely within the first quarter of 2012, it would be
material to that quarter’s results. Thus, after considering Staff
Accounting Bulletin Release No. 108, “Considering the Effects of
Prior Year Misstatements when Quantifying Misstatements in Current
Year Financial Statements”, we have corrected the Consolidated
Financial Statements for the fiscal years ended December 31, 2011,
2010, and 2009 within this Current Report on Form 8-K (attached as
Exhibit 99.2), which prior to the corrections were filed previously
with Quest’s Annual Report on Form 10-K for the period ended
December 31, 2011. We have presented the corrected consolidated
balance sheet as of December 31, 2011, the corrected income
statement for the three months ended March 31, 2011 and the
corrected statement of cash flows for the three months ended March
31, 2011.
Pending Proposed Merger Transaction
On March 8, 2012, the Company entered into an Agreement and Plan
of Merger (the “Merger Agreement”) with Expedition Holding Company,
Inc., a Delaware corporation (“Parent”), and Expedition Merger Sub,
Inc., a Delaware corporation and wholly owned subsidiary of Parent,
pursuant to which Parent will acquire, subject to certain
exceptions, all of the outstanding shares of the Company’s common
stock for a purchase price of $23.00 per share in cash. Parent and
Merger Sub are beneficially owned by funds affiliated with Insight
Venture Management, LLC, a Delaware limited liability company
(“Insight”).
The merger is currently expected to close in the third quarter
of this year, and is subject to customary closing conditions as
well as approval and adoption of the Merger Agreement by the
Company’s stockholders (including approval by a majority of the
outstanding unaffiliated shares of common stock, which excludes any
shares of common stock held by Parent, Merger Sub and Vincent
Smith, President, CEO and Chairman of the Board, and certain
related trusts). If completed, the merger will result in the
Company becoming a privately-held company, and its shares will no
longer be listed on any public market. No assurance can be given
that the merger will be completed.
Additional Information about the Pending Proposed Merger and
Where to Find It
This communication may be deemed to be solicitation material in
respect of the proposed merger of the Company with an affiliate of
Insight. In connection with the proposed transaction, the Company
has filed a preliminary proxy statement and other relevant
materials with the Securities and Exchange Commission (“SEC”), and
intends to file a definitive proxy statement and other relevant
materials. The definitive proxy statement will be sent or given to
the stockholders of the Company and will contain important
information about the proposed transaction and related matters.
BEFORE MAKING ANY VOTING DECISION, QUEST SOFTWARE’S STOCKHOLDERS
ARE URGED TO READ THE PROXY STATEMENT AND THOSE OTHER MATERIALS
CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY WILL CONTAIN IMPORTANT
INFORMATION ABOUT THE COMPANY AND THE PROPOSED TRANSACTION. The
proxy statement and other relevant materials (when they become
available), and any other documents filed by Quest Software with
the SEC, may be obtained free of charge at the SEC’s website at
www.sec.gov. In addition, security holders will be able to obtain
free copies of the proxy statement from Quest Software by
contacting Quest Software’s Investor Relations by telephone at
(949) 754-8000, or by mail at Quest Software, Inc., 5 Polaris Way,
Aliso Viejo, California 92656, Attention: Investor Relations, or by
going to Quest Software’s Investor Relations page on its corporate
web site at www.quest.com.
Participants in the Solicitation
Quest Software and its directors and executive officers may be
deemed to be participants in the solicitation of proxies from the
stockholders of Quest Software in connection with the proposed
merger. Information regarding the interests of these directors and
executive officers in the transaction described herein will be
included in the proxy statement described above. Additional
information regarding these directors and executive officers is
included in Quest Software’s amended Annual Report on Form 10-K/A,
which was filed with the SEC on April 30, 2012.
About Quest Software, Inc.
Established in 1987, Quest Software (Nasdaq: QSFT) provides
simple and innovative IT management solutions that enable more than
100,000 global customers to save time and money across physical and
virtual environments. Quest products solve complex IT challenges
ranging from database management, data protection, identity and
access management, monitoring, user workspace management to Windows
management.
Quest and Quest Software are registered trademarks of Quest
Software, Inc. The Quest Software logo and all other Quest Software
product or service names and slogans are registered trademarks or
trademarks of Quest Software, Inc. All other trademarks and
registered trademarks are property of their respective owners.
Forward-Looking Statements
This release may include predictions, estimates and other
information that might be considered forward-looking statements,
including statements relating to expectations of future revenue and
operating margin performance and other operating prospects. These
statements are based on current expectations and assumptions that
are subject to risks and uncertainties. Actual results could differ
materially from those anticipated as a result of various factors,
including: (a) the risk that Quest Software’s business could be
disrupted as a result of uncertainty related to its recently
announced merger agreement with an affiliate of Insight (the
“Merger”); (b) the inability to complete the Merger in the
timeframe or manner currently anticipated, or at all, as a result
of several factors, including, among other things, the failure of
one or more of the merger agreement’s closing conditions,
litigation relating to the Merger, or the failure to obtain
stockholder approval of the Merger; (c) the requirement in the
merger agreement that we secure Insight’s consent prior to engaging
in certain actions during the pendency of the Merger, (d) the risk
that this requirement will prevent us from pursuing opportunities
or otherwise taking actions that we might otherwise have; (e) the
impact of adverse changes in general economic conditions on Quest
Software’s relationships with customers, strategic partners and
vendors; reductions or delays in information technology spending;
variations in demand or the size and timing of customer orders; (f)
competitive conditions in Quest Software’s various product areas;
(g) rapid technological change; (h) risks associated with the
development and market acceptance of new products and product
strategies; (i) disruptions caused by acquisitions of companies
and/or technologies; (j) fluctuating currency exchange rates and
risks associated with international operations; (k) the need to
attract and retain qualified employees; (l) risks associated with
Quest Software’s ongoing patent litigation; and (m) other risks
inherent in software businesses. For a discussion of these
and other related risks, please refer to Quest Software’s recent
SEC filings, including, but not limited to, the Annual Report on
Form 10-K for the year ended Dec. 31, 2011 and any subsequently
filed reports, which are available on the SEC's website at
www.sec.gov. Readers are cautioned not to place undue reliance on
these forward-looking statements, which speak only as of the date
thereof. Quest Software undertakes no obligation to update
forward-looking statements to reflect events or circumstances after
the date thereof.
Social Networks:
TwitterFacebookLinkedInQuest TV
Web Links Referenced in this Release:
Quest Software, Inc.: www.quest.comTwitter:
http://twitter.com/#!/QuestFacebook:
http://www.facebook.com/#!/pages/Quest-Software/65026711832LinkedIn:
http://www.linkedin.com/companies/quest-softwareQuest TV:
http://www.quest.com/tv/
QUEST SOFTWARE, INC. AND SUBSIDIARIES CONSOLIDATED
INCOME STATEMENTS (In thousands, except per share data)
(Unaudited) Three Months Ended March
31 2012 2011
Revenues: Licenses $ 69,983 $ 66,735 Services 142,213
121,422 Total revenues 212,196 188,157 Cost of revenues:
Licenses 2,883 1,784 Services 24,002 20,965 Amortization of
purchased technology 6,968 4,650 Total cost of
revenues 33,853 27,399 Gross profit 178,343
160,758 Operating expenses: Sales and marketing 85,962 81,729
Research and development 46,375 41,723 General and administrative
32,462 28,193 Amortization of other purchased intangible assets
8,291 3,747 Total operating expenses
173,090 155,392 Income from operations 5,253 5,366
Other (expense) income, net (874 ) 1,156 Income
before income tax provision 4,379 6,522 Income tax provision
1,778 3,151 Net income 2,601 3,371 Net loss
attributable to noncontrolling interest 67 -
Net income attributable to Quest Software, Inc. $ 2,668 $
3,371 Net income per share attributable to Quest Software,
Inc. stockholders: Basic $ 0.03 $ 0.04 Diluted $ 0.03
$ 0.04 Weighted–average common shares outstanding: Basic
83,424 92,303 Diluted 85,102 95,112
Reconciliation of Non-GAAP Financial Measures to Comparable
U.S. GAAP Measures (Unaudited)
The Company has provided a reconciliation of each non-GAAP
financial measure used in this earnings release to the most
directly comparable GAAP financial measure. These measures differ
from GAAP in that they exclude amortization of intangible assets
acquired with business combinations, stock-based compensation
expenses, costs directly associated with the company’s “go private”
and proposed merger transaction, adjustment of redeemable
noncontrolling interest to redemption value, retention bonus and
severance costs related to the establishment of our Business
Operations and Advanced Technology Center in Cork, Ireland, and
patent infringement litigation costs. The Company’s basis for these
adjustments is described below.
Quest Software’s management prepares and uses non-GAAP financial
measures in the presentation of the Company’s results to provide a
consistent understanding of its historical operating performance
and comparisons with peer companies. Management believes that
non-GAAP reporting provides a meaningful representation of the
Company’s on-going economic performance and therefore uses non-GAAP
reporting internally to evaluate and manage the Company’s
operations. Management believes excluding charges such as those
described above from its GAAP results facilitates investors’
understanding of the Company’s ongoing business operating results.
These non-GAAP financial measures also facilitate comparisons to
the operating results of the Company’s competitors and provide
investors with transparency with respect to the supplemental
information used by management in its operational and financial
decision making. These non-GAAP financial measures are not intended
to be considered in isolation or as a substitute for measures of
financial performance prepared in conformity with GAAP.
Management excludes the expenses described above when evaluating
the Company’s operating performance and believes that the resulting
non-GAAP measures are useful to investors and financial analysts in
assessing the Company’s operating performance due to the following
factors:
- The Company does not acquire businesses
on a predictable cycle. The Company, therefore, believes that the
presentation of non-GAAP measures that adjust for the impact of
intangible asset amortization that are related to business
combinations and acquisition related costs, provides investors and
financial analysts with a consistent basis for comparison across
accounting periods and, therefore, is useful to help investors and
financial analysts understand the Company's operating results and
underlying operational trends.
- Amortization costs are fixed at the
time of an acquisition, then amortized over a period of several
years after the acquisition and generally cannot be changed or
influenced by management after the acquisition.
- Although stock-based compensation is an
important aspect of the compensation of the Company’s employees and
executives, stock-based compensation expense and its related tax
impact are excluded as such charges are generally fixed at the time
of grant and amortized over a period of several years and cannot be
changed or influenced by management after the grant.
- Stock-based compensation is not an
expense that typically requires or will require cash settlement by
the Company.
- Litigation costs arising from our
patent litigations are excluded because they are
non-recurring.
- Adjustment to the value of redeemable
noncontrolling interest to the redemption amount is excluded as the
Company believes it is not indicative of future operating results
and that investors benefit from an understanding of Quest
Software’s operating results without giving effect to this
adjustment.
- Costs directly associated with the
company’s “go private” and proposed merger transaction are excluded
as such costs are non-recurring.
- Retention bonus and severance costs
related to the establishment of our Business Operations and
Advanced Technology Center in Cork, Ireland are excluded because
these expenses are non-recurring.
- The estimated income tax effects on the
above items adjust the provision for income taxes to reflect the
effect of the non-GAAP adjustments on non-GAAP operating
income.
These non-GAAP financial measures are not prepared in accordance
with accounting principles generally accepted in the United States
(“GAAP”) and may differ from the non-GAAP information used by other
companies. There are significant limitations associated with the
use of non-GAAP financial measures. The additional non-GAAP
financial information presented here should be considered in
conjunction with, and not as a substitute for or superior to, the
financial information presented in accordance with GAAP (such as
net income and earnings per share) and should not be considered
measures of the Company’s liquidity. Furthermore, the Company in
the future may exclude amortization related to new business
combinations from financial measures that it releases, and the
Company expects to continue to incur stock-based compensation
expenses.
QUEST SOFTWARE, INC. AND SUBSIDIARIES
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES TO MOST
DIRECTLY COMPARABLE GAAP FINANCIAL MEASURES (In thousands,
except per share data) (Unaudited)
Three Months Ended March 31 2012
2011 GAAP total cost of revenues $ 33,853 $
27,399 Amortization of purchased technology (6,968 ) (4,650 )
Stock-based compensation expense (232 ) (316 )
Non-GAAP total cost of revenues $ 26,653 $ 22,433
GAAP gross profit $ 178,343 $ 160,758
Amortization of purchased technology 6,968 4,650 Stock-based
compensation expense 232 316
Non-GAAP gross profit $ 185,543 $ 165,724
GAAP income from operations $ 5,253 $ 5,366
Amortization of purchased technology 6,968 4,650 Amortization of
other purchased intangible assets 8,291 3,747 Stock-based
compensation expense 6,085 7,413 Go private and proposed merger
transaction costs 5,635 - Patent infringement litigation costs 158
369 Acquisition related costs (234 ) 807 Retention bonus and
severance costs 2 1,576
Non-GAAP
income from operations $ 32,158 $ 23,928
GAAP net income attributable to Quest Software, Inc. $ 2,668
$ 3,371 Amortization of purchased technology 6,968 4,650
Amortization of other purchased intangible assets 8,291 3,747
Stock-based compensation expense 6,085 7,413 Go private and
proposed merger transaction costs 5,635 - Patent infringement
litigation costs 158 369 Acquisition related costs (234 ) 807
Retention bonus and severance costs 2 1,576 Tax effect of these
adjustments (6,603 ) (3,237 ) Net loss attributable to
noncontrolling interest (218 ) -
Non-GAAP
net income attributable to Quest Software, Inc. $ 22,752
$ 18,696
GAAP net income per basic share
attributable to Quest Software, Inc. stockholders $ 0.03 $ 0.04
Amortization of purchased technology 0.08 0.05 Amortization of
other purchased intangible assets 0.10 0.04 Stock-based
compensation expense 0.07 0.08 Go private and proposed merger
transaction costs 0.07 - Patent infringement litigation costs - -
Acquisition related costs - 0.01 Retention bonus and severance
costs - 0.02 Tax effect of these adjustments (0.08 ) (0.04 ) Net
loss attributable to noncontrolling interest -
-
Non-GAAP net income per basic share attributable to
Quest Software, Inc. stockholders $ 0.27 $ 0.20
Shares used in basic per share amounts 83,424
92,303
GAAP net income per fully
diluted share attributable to Quest Software, Inc. stockholders
$ 0.03 $ 0.04 Amortization of purchased technology 0.08 0.05
Amortization of other purchased intangible assets 0.10 0.04
Stock-based compensation expense 0.07 0.08 Go private and proposed
merger transaction costs 0.07 - Patent infringement litigation
costs - - Acquisition related costs - 0.01 Retention bonus and
severance costs - 0.02 Tax effect of these adjustments (0.08 )
(0.04 ) Net loss attributable to noncontrolling interest -
-
Non-GAAP net income per fully diluted
share attributable to Quest Software, Inc. stockholders $ 0.27
$ 0.20
Shares used in fully diluted per
share amounts 85,102 95,112
QUEST SOFTWARE, INC. AND SUBSIDIARIES
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES TO MOST
DIRECTLY COMPARABLE GAAP FINANCIAL MEASURES (Continued) (In
thousands) (Unaudited)
Three Months Ended March 31, 2012 Sales and
Marketing Research and Development General and Administrative
Amortization of Other Purchased Intangible Assets Total Operating
Expenses
GAAP operating expenses $ 85,962 $ 46,375 $ 32,462
$ 8,291 $ 173,090 Amortization - other purchased intangible assets
- - - (8,291 ) (8,291 ) Stock-based compensation expense (1,728 )
(1,497 ) (2,628 ) - (5,853 ) Go private and proposed merger
transaction costs - - (5,635 ) - (5,635 ) Patent infringement
litigation costs - - (158 ) - (158 ) Retention bonus and severance
costs 12 - (14 ) - (2 ) Acquisition related costs (7 )
(58 ) 299 - 234
Non-GAAP operating expenses $ 84,239 $ 44,820
$ 24,326 $ - $ 153,385
Three Months
Ended March 31, 2011 Sales and Marketing Research and
Development General and Administrative Amortization of Other
Purchased Intangible Assets Total Operating Expenses
GAAP
operating expenses $ 81,729 $ 41,723 $ 28,193 $ 3,747 $ 155,392
Amortization - other purchased intangible assets - - - (3,747 )
(3,747 ) Stock-based compensation expense (2,109 ) (2,152 ) (2,836
) - (7,097 ) Patent infringement litigation costs - - (369 ) - (369
) Retention bonus and severance costs (969 ) - (607 ) - (1,576 )
Acquisition related costs - -
(807 ) - (807 )
Non-GAAP operating
expenses $ 78,651 $ 39,571 $ 23,574 $ -
$ 141,796
QUEST SOFTWARE, INC. AND
SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (In
thousands) (Unaudited) March 31
December 31 2012 2011
ASSETS Current assets: Cash and cash equivalents $
220,006 $ 192,165 Short-term investments 43,194 36,774 Accounts
receivable, net 137,100 201,636 Prepaid expenses and other current
assets 55,389 45,846 Deferred income taxes, net 21,388
21,647 Total current assets 477,077 498,068 Property and
equipment, net 97,537 94,602 Long-term investments 19,166 24,832
Intangible assets, net 139,267 150,386 Goodwill 862,103 858,444
Deferred income taxes, net 20,891 17,559 Other assets 57,242
55,627 Total assets $ 1,673,283 $ 1,699,518
LIABILITIES AND EQUITY Current liabilities: Accounts
payable $ 11,666 $ 11,723 Accrued compensation 50,020 56,148 Other
accrued expenses 41,379 42,845 Income taxes payable 14,654 14,482
Loans payable 71,614 91,597 Deferred revenue 368,884
388,788 Total current liabilities 558,217 605,583
Long-term liabilities: Deferred revenue 110,341 111,050
Income taxes payable 51,276 51,276 Loans payable 32,528 32,133
Other long-term liabilities 7,666 9,942 Total
long-term liabilities 201,811 204,401 Total
liabilities 760,028 809,984 Redeemable noncontrolling
interest 22,000 22,000 Quest Software Inc. stockholders'
equity 878,373 854,585 Noncontrolling interest 12,882
12,949 Total equity 891,255 867,534 Total liabilities
and equity $ 1,673,283 $ 1,699,518
QUEST
SOFTWARE, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF
CASH FLOWS (In thousands) (Unaudited)
Three Months Ended March 31 2012
2011 Cash flows from operating activities: Net
income $ 2,601 $ 3,371 Adjustments to reconcile net income to net
cash provided by operating activities: Depreciation and
amortization 15,751 12,429 Compensation expense associated with
stock-based payments 6,083 7,413 Impairment losses on intangible
assets 3,365 - Unrealized foreign currency gains, net (3,429 )
(3,346 ) Deferred income taxes 406 (221 ) Excess tax benefit
related to stock-based compensation (266 ) (1,481 ) Other non-cash
adjustments, net 301 567 Changes in operating assets and
liabilities, net of effects of acquisitions: Accounts receivable
65,929 61,594 Prepaid expenses and other current assets (2,500 )
3,044 Other assets (132 ) 1,744 Accounts payable 2,280 786 Accrued
compensation (6,883 ) (10,722 ) Other accrued expenses (385 ) 1,998
Income taxes payable (7,682 ) (692 ) Deferred revenue (20,614 )
(4,792 ) Other liabilities (2,577 ) (2,048 ) Net cash
provided by operating activities 52,248 69,644
Cash flows from investing activities: Cash paid for
acquisitions, net of cash acquired (7,566 ) (70,724 ) Purchases of
property and equipment (8,129 ) (4,427 ) Change in restricted cash
937 (11,331 ) Purchases of cost method investments (2,106 ) (20,203
) Purchases of investment securities (6,007 ) (4,067 ) Sales and
maturities of investment securities 5,477 29,061 Contributions on
equity method investment (1,926 ) - Change in notes receivable
(90 ) (350 ) Net cash used in investing activities
(19,410 ) (82,041 ) Cash flows from financing
activities: Proceeds from loans payable 561 - Repayment of loans
payable (20,148 ) (103 ) Repurchases of common stock - (84,359 )
Repayment of capital lease obligations (131 ) (25 ) Cash paid for
line of credit fees - (500 ) Proceeds from the exercise of stock
options 14,751 20,248 Excess tax benefit related to stock-based
compensation 266 1,481 Net cash used in
financing activities (4,701 ) (63,258 ) Effect of
exchange rate changes on cash and cash equivalents (296 )
4,537 Net increase (decrease) in cash and cash
equivalents 27,841 (71,118 ) Cash and cash equivalents, beginning
of period 192,165 356,533 Cash and cash
equivalents, end of period $ 220,006 $ 285,415
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