Delaware | 1-16725 | 42-1520346 |
(State or other jurisdiction | (Commission file number) | (I.R.S. Employer |
of incorporation) | Identification Number) |
Exhibit No. | Description |
99 | Third Quarter 2015 Earnings Release |
PRINCIPAL FINANCIAL GROUP, INC. | |
By: /s/ Terrance J. Lillis | |
Name: Terrance J. Lillis | |
Title: Executive Vice President and Chief Financial Officer | |
Date: October 22, 2015 |
Company Highlights |
• 3Q 2015 operating earnings1 of $317.0 million, or $1.06 per diluted share |
• 3Q 2015 net income available to common stockholders of $300.4 million, or $1.01 per diluted share |
• Assets under management (AUM) of $516.2 billion |
• Return on equity2 of 13.2 percent; 14.5 percent after adjusting average equity for foreign exchange rates |
• Company announces its Board of Directors authorized a $150 million share repurchase program and a fourth quarter 2015 dividend of 38 cents per share of common stock. |
• | Operating earnings of $317.0 million for third quarter 2015, compared to $353.7 million for third quarter 2014. Operating earnings per diluted share (EPS) of $1.06 for third quarter 2015, compared to $1.19 for third quarter 2014. The results reflect a positive $31.2 million in third quarter 2015 and positive $39.0 million in third quarter 2014 from our annual actuarial assumption review and model refinements. After adjusting for the actuarial assumption review, other normalizing items and foreign exchange rates, operating earnings increased 6 percent compared to a normalized third quarter 2014. |
◦ | Normalizing items included in third quarter 2015 operating earnings results (see normalizing items table on page five for more details): |
▪ | Results of the actuarial assumption review benefited operating earnings by $31.2 million, or $0.11 per share; |
▪ | Additional expense recognition in Full Service Accumulation and Individual Annuities due to negative markets and lower variable investment income in Individual Annuities reduced operating earnings by $18.0 million, or $0.06 per share; and |
▪ | Lower than expected encaje returns and an impairment resulting from a review of specific intangibles associated with our Brazilian mutual fund operation were partially offset by higher than expected Latin America inflation and variable investment income in Chile. The net result was a negative $8.4 million impact to operating earnings, or $0.03 per share. |
• | Net income available to common stockholders for third quarter 2015 increased 25 percent to $300.4 million, or $1.01 per diluted share, compared to $240.7 million, or $0.77 per diluted share for third quarter 2014. |
• | Operating revenues increased 27 percent in third quarter 2015 to $3,235.7 million from higher sales compared to $2,552.7 million for third quarter 2014. |
◦ | Fee income3 increased 1 percent to $891.8 million for the third quarter 2015, compared to $884.2 million for third quarter 2014. |
• | Quarterly common stock dividend of 38 cents per share for fourth quarter 2015 was authorized by the company’s Board of Directors. The dividend will be payable on Dec. 28, 2015, to shareholders of record as of Dec. 7, 2015. |
• | Investment performance was strong, with 86 percent of Principal’s investment options4 in the top two Morningstar quartiles on a one-year basis and 91 percent in the top two quartiles on a three and five-year basis at quarter end. |
• | Total company AUM as of Sept. 30, 2015, was $516.2 billion, with net cash flows for third quarter of $4.2 billion and $21.8 billion year to date. |
• | Retirement and Investor Services Accumulation sales were $7.0 billion in the third quarter. Account values of $255.1 billion included sales of $1.5 billion for Full Service Accumulation, $4.9 billion for Principal Funds, and $960 million for Individual Annuities. |
• | Principal Funds had its 23nd consecutive quarter of positive net cash flows of $670 million, which contributed to record operating earnings for the quarter. |
• | Full Service Payout continued to experience strong sales of $680 million in the third quarter. |
• | Principal Global Investors had total AUM of $324.3 billion, including strong net cash flows of $2.9 billion. |
• | Principal International had its 28th consecutive quarter of positive net cash flows, with reported flows of $1.6 billion and AUM of $106.2 billion (excluding $41.5 billion of AUM in our joint venture in China, which is not part of reported AUM), a 20 percent increase over the year ago quarter on a local currency basis. |
• | Individual Life third quarter normalized premium and fees were up 4 percent over the year ago quarter and business market sales remained strong at 57 percent of total third quarter sales. |
• | Specialty Benefits normalized premium and fees increased 8 percent over the year ago quarter and the division continued to have favorable claims experience, which contributed to record operating earnings for the quarter. |
• | A strong capital position with 2015 capital deployment at the upper end of the $800.0 million to $1.0 billion range. |
◦ | Paid a third quarter common stock dividend of 38 cents per share on Sept. 25, 2015, and announced a fourth quarter 2015 common stock dividend of 38 cents per share. |
◦ | Closed on the $335.5 million acquisition of AXA’s pension business in Hong Kong on Sept. 1, 2015. |
◦ | Repurchased 2.2 million shares of common stock in the third quarter at an average price of $51.14. |
• | Third quarter 2015 net income available to common stockholders was strong at $300.4 million, an increase of 25 percent compared to third quarter 2014 reflecting: |
• | Total company operating earnings of $317.0 million; and |
• | Net realized capital losses of $16.5 million, including: |
◦ | $5.9 million loss due to credit impairments related to sales and permanent impairments of fixed maturity securities and mortgages. This is a 73 percent improvement in credit impairments from third quarter 2014 as losses on commercial mortgage backed securities continue to mitigate. |
(in millions except percentages or otherwise noted) | Quarter | Trailing Twelve Months | ||||
3Q15 | 3Q14 | % Change | 3Q15 | 3Q14 | % Change | |
Operating Earnings | $142.8 | $179.7 | (21)% | |||
Net Revenue | $650.2 | $642.9 | 1% | $2,631.6 | $2,525.3 | 4% |
Pretax Return on Net Revenue | 23.9%* | 34.3% | 30.4%* | 33.7% | ||
* Pretax Return on Net Revenue - After adjusting for the third quarter 2015 actuarial assumption review, the quarterly pretax return on net revenue was 28.3 percent and the trailing twelve months pretax return on net revenue was 31.5 percent |
• | Operating Earnings decreased $36.9 million primarily due to the impact of our third quarter 2015 actuarial assumption review and the increased expense recognition primarily due to market declines. Full Service Accumulation results were negatively impacted by $23.6 million from the actuarial assumption review and $6.0 million from additional expense recognition due to an equity market decline. Individual Annuities results benefited $4.9 million from the third quarter 2015 actuarial assumption review, which was more than offset by $12.0 million from additional expense recognition due to a decline in the markets and lower than expected variable investment income. |
• | Net Revenue increased $7.3 million primarily due to increased average account value. |
(in millions except percentages or otherwise noted) | Quarter | Trailing Twelve Months | ||||
3Q15 | 3Q14 | % Change | 3Q15 | 3Q14 | % Change | |
Operating Earnings | $20.5 | $24.6 | (17)% | |||
Net Revenue | $37.7 | $43.7 | (14)% | $176.9 | $197.8 | (11)% |
Pretax Return on Net Revenue | 75.3% | 79.2% | 79.3% | 82.1% |
• | Operating Earnings decreased $4.1 million as a result of a decline in net revenue. |
• | Net Revenue decreased $6.0 million. Revenue from growth in the block was more than offset by a decline in variable investment income and unfavorable mortality. |
(in millions except percentages or otherwise noted) | Quarter | Trailing Twelve Months | ||||
3Q15 | 3Q14 | % Change | 3Q15 | 3Q14 | % Change | |
Operating Earnings | $30.4 | $25.3 | 20% | |||
Operating Revenue | $182.8 | $173.6 | 5% | $765.8 | $754.3 | 2% |
Pretax Margin | 26.3% | 25.3% | 26.8% | 24.9% | ||
Total PGI Assets Under Management (billions) | $324.3 | $307.0 | 6% | |||
Unaffiliated Assets Under Management (billions) | $120.2 | $113.9 | 6% |
• | Operating Earnings increased $5.1 million primarily due to revenue growth and scale, leading to improved margins. |
• | Operating Revenue increased $9.2 million due to higher management fees and transaction fees. |
(in millions except percentages or otherwise noted) | Quarter | Trailing Twelve Months | ||||
3Q15 | 3Q14 | % Change | 3Q15 | 3Q14 | % Change | |
Operating Earnings | $45.8 | $73.8 | (38)% | |||
Combined7 Net Revenue | $374.4 | $407.1 | (8)% | $1,525.8 | $1,531.0 | —% |
Combined Pretax Return on Net Revenue | 44.0% | 53.8% | 48.0% | 52.1% | ||
Assets Under Management (billions) | $106.2 | $116.1 | (9)% |
• | Operating Earnings decreased $28.0 million, primarily due to a $17.7 million negative impact from foreign exchange rates. The current quarter results were also negatively impacted by an $11.3 million impairment of specific intangible assets in Claritas, our mutual fund company in Brazil. Lower than expected encaje results were more than offset by Latin American inflation and variable investment income in Chile. Third quarter 2014 results benefited by a net $12.4 million, relative to the expected returns on the required encaje investments in Chile and Mexico. On a local currency basis, Principal International generated mid-teens normalized8 operating earnings growth in the third quarter 2015 compared to the year ago quarter. |
• | Combined Net Revenue decreased $32.7 million. On a local currency basis, combined net revenue improved 20 percent. Higher fees in Brazil and China were more than offset by the strengthening U.S. dollar. |
(in millions except percentages or otherwise noted) | Quarter | Trailing Twelve Months | ||||
3Q15 | 3Q14 | % Change | 3Q15 | 3Q14 | % Change | |
Operating Earnings | $72.9 | $52.2 | 40% | |||
Premium and Fees | $239.2 | $235.2 | 2% | $961.3 | $926.9 | 4% |
Pretax Operating Margin | 44.9%* | 32.5%* | 22.7%* | 18.7%* | ||
*Pretax Operating Margin - After adjusting for the third quarter 2015 actuarial assumption review, the quarterly margin was 17.7 percent and the trailing twelve months margin was 15.9 percent. After adjusting for the third quarter 2014 actuarial assumption review, the quarterly margin was 7.1 percent and the trailing twelve months margin was 12.2 percent. |
• | Operating Earnings increased $20.7 million primarily due to favorable mortality in the current quarter and adverse mortality in the year ago quarter. Both quarters benefited from updated actuarial assumptions and modeling changes of $42.0 million and $39.0 million, respectively. |
• | Premium and Fees increased $4.0 million from the year ago quarter due to growth in the business. |
(in millions except percentages or otherwise noted) | Quarter | Trailing Twelve Months | ||||
3Q15 | 3Q14 | % Change | 3Q15 | 3Q14 | % Change | |
Operating Earnings | $41.6 | $31.1 | 34% | |||
Premium and Fees | $429.6 | $405.1 | 6% | $1,699.7 | $1,566.9 | 8% |
Pretax Operating Margin | 15.2%* | 12.0% | 12.2%* | 11.3% | ||
Incurred Loss Ratio | 60.3% | 64.5% | 63.3% | 65.6% | ||
*Pretax Operating Margin - After adjusting for the third quarter 2015 actuarial assumption review, the quarterly margin was 12.2 percent and the trailing twelve margin was 11.5 percent. |
• | Operating Earnings increased $10.5 million primarily due to a $7.9 million benefit from the third quarter 2015 actuarial assumption review and favorable claims experience. |
• | Premium and Fees increased $24.5 million reflecting strong retention, positive in-group growth and solid sales. |
• | Incurred Loss Ratio normalized at 63.6 percent, continued to perform well at the low end of the targeted range. |
(in millions except percentages or otherwise noted) | Quarter | ||
3Q15 | 3Q14 | % Change | |
Operating Earnings | $(37.0) | $(33.0) | (12)% |
• | Operating Losses of $37.0 million were impacted by closing costs related to the acquisition of AXA’s pension business in Hong Kong. This is within the expected quarterly range. |
Principal Financial Group | ||
Normalizing Items (per diluted share) | ||
Three Months Ended, | ||
09/30/15 | 09/30/14 | |
Operating Earnings per share | $1.06 | $1.19 |
Full Service Accumulation | ||
Actuarial assumption review * | $0.08 | |
Additional expense recognition due to equity market decline | $0.02 | |
Individual Annuities | ||
Actuarial assumption review * | ($0.02) | |
Additional expense recognition due to a decline in the markets and lower than expected variable investment income | $0.04 | |
Principal International | ||
Impairment of intangible assets within our mutual fund business in Brazil * | $0.04 | |
Actual encaje return compared to expected return | $0.02 | ($0.04) |
Higher than expected Latin American inflation and variable investment income in Chile | ($0.03) | |
Individual Life | ||
Actuarial assumption review * | ($0.14) | ($0.13) |
Adverse claims experience | $0.03 | |
Specialty Benefits | ||
Actuarial assumption review * | ($0.03) | |
Total of normalizing items | ($0.02) | ($0.14) |
Normalized Operating Earnings per share | $1.04 | $1.05 |
• | Via live Internet webcast. Please go to www.principal.com/investor at least 10-15 minutes prior to the start of the call to register, and to download and install any necessary audio software. |
• | Via telephone by dialing 866-427-0175 (U.S. and Canadian callers) or 706-643-7701 (International callers) approximately 10 minutes prior to the start of the call. The access code is 44931486. |
• | Replay of the earnings call via telephone is available by dialing 855-859-2056 (U.S. and Canadian callers) or 404-537-3406 (International callers). The access code is 44931486. This replay will be available approximately two hours after the completion of the live earnings call through the end of day Oct. 30, 2015. |
• | Replay of the earnings call via webcast as well as a transcript of the call will be available after the call at: www.principal.com/investor. |
Segment | ||||||||||||
Operating Earnings (Loss)* in millions | ||||||||||||
Three Months Ended, | Nine Months Ended, | |||||||||||
09/30/15 | 09/30/14 | 09/30/15 | 09/30/14 | |||||||||
Retirement and Investor Services | $ | 163.3 | $ | 204.3 | $ | 590.9 | $ | 632.9 | ||||
Principal Global Investors | 30.4 | 25.3 | 92.6 | 79.6 | ||||||||
Principal International | 45.8 | 73.8 | 165 | 205.1 | ||||||||
U.S. Insurance Solutions | 114.5 | 83.3 | 228.4 | 175.7 | ||||||||
Corporate | (37.0 | ) | (33.0 | ) | (109.6 | ) | (99.4 | ) | ||||
Operating Earnings | $ | 317.0 | $ | 353.7 | $ | 967.3 | $ | 993.9 | ||||
Net realized capital losses, as adjusted | (16.5 | ) | (55.2 | ) | (86.2 | ) | (47.3 | ) | ||||
Other after-tax adjustments | (0.1 | ) | (57.8 | ) | 74.6 | (105.9 | ) | |||||
Net income available to common stockholders | $ | 300.4 | $ | 240.7 | $ | 955.7 | $ | 840.7 | ||||
Per Diluted Share | ||||||||||||
Three Months Ended, | Nine Months Ended, | |||||||||||
09/30/15 | 09/30/14 | 09/30/15 | 09/30/14 | |||||||||
Operating Earnings | $ | 1.06 | $ | 1.19 | $ | 3.24 | $ | 3.33 | ||||
Net realized capital losses, as adjusted | (0.05 | ) | (0.19 | ) | (0.29 | ) | (0.16 | ) | ||||
Other after-tax adjustments | 0.00 | (0.20 | ) | 0.25 | (0.35 | ) | ||||||
Adjustment for redeemable noncontrolling interest | 0.00 | (0.03 | ) | 0.00 | (0.07 | ) | ||||||
Net income | $ | 1.01 | $ | 0.77 | $ | 3.20 | $ | 2.75 | ||||
Weighted-average diluted common shares outstanding | 298.5 | 298.2 | 298.5 | 298.7 |
Three Months Ended, | Nine Months Ended, | |||||||||||
09/30/15 | 09/30/14 | 09/30/15 | 09/30/14 | |||||||||
Premiums and other considerations | $ | 1,557.0 | $ | 876.5 | $ | 4,155.8 | $ | 2,515.9 | ||||
Fees and other revenues | 891.8 | 884.2 | 2,685.1 | 2,569.1 | ||||||||
Net investment income | 786.9 | 792.0 | 2,346.2 | 2,509.6 | ||||||||
Total operating revenues | 3,235.7 | 2,552.7 | 9,187.1 | 7,594.6 | ||||||||
Benefits, claims and settlement expenses | 1,863.7 | 1,116.7 | 5,148.2 | 3,601.6 | ||||||||
Dividends to policyholders | 40.7 | 44.2 | 123.5 | 134.5 | ||||||||
Commissions | 206.5 | 192.6 | 629.7 | 573.4 | ||||||||
Capitalization of DAC | (97.5 | ) | (98.2 | ) | (289.4 | ) | (291.8 | ) | ||||
Amortization of DAC | 97.7 | 137.4 | 199.0 | 262.4 | ||||||||
Depreciation and amortization | 53.8 | 31.1 | 113.0 | 90.5 | ||||||||
Interest expense on corporate debt | 41.3 | 33.0 | 111.4 | 101.1 | ||||||||
Compensation and other | 648.2 | 627.9 | 1,938.1 | 1,818.8 | ||||||||
Total expenses | 2,854.4 | 2,084.7 | 7,973.5 | 6,290.5 | ||||||||
Operating earnings before tax, noncontrolling interest and preferred stock dividends | 381.3 | 468.0 | 1,213.6 | 1,304.1 | ||||||||
Income tax | 67.5 | 101.2 | 215.0 | 253.9 | ||||||||
Operating earnings (loss) attributable to noncontrolling interest | (3.2 | ) | 4.9 | 6.6 | 31.6 | |||||||
Preferred stock dividends | — | 8.2 | 16.5 | 24.7 | ||||||||
Excess of redemption value over carrying value of preferred shares redeemed | — | — | 8.2 | — | ||||||||
Operating earnings | $ | 317.0 | $ | 353.7 | $ | 967.3 | $ | 993.9 | ||||
Net realized capital losses, as adjusted | (16.5 | ) | (55.2 | ) | (86.2 | ) | (47.3 | ) | ||||
Other after-tax adjustments | (0.1 | ) | (57.8 | ) | 74.6 | (105.9 | ) | |||||
Net income available to common stockholders | $ | 300.4 | $ | 240.7 | $ | 955.7 | $ | 840.7 |
Period Ended, | |||||||||
09/30/15 | 12/31/14 | 09/30/14 | |||||||
Total assets (in billions) | $ | 215.4 | $ | 219.1 | $ | 216.4 | |||
Total common equity (in millions) | $ | 9,620.3 | $ | 9,642.0 | $ | 9,774.4 | |||
Total common equity excluding accumulated other comprehensive income (in millions) | $ | 10,144.7 | $ | 9,591.6 | $ | 9,394.3 | |||
End of period common shares outstanding (in millions) | 293.5 | 293.9 | 293.6 | ||||||
Book value per common share | $ | 32.78 | $ | 32.81 | $ | 33.29 | |||
Book value per common share excluding accumulated other comprehensive income | $ | 34.56 | $ | 32.64 | $ | 32.00 |
Three Months Ended, | Nine Months Ended, | |||||||
09/30/15 | 09/30/14 | 09/30/15 | 09/30/14 | |||||
Diluted Earnings Per Common Share: | ||||||||
Operating earnings | 1.06 | 1.19 | 3.24 | 3.33 | ||||
Net realized capital losses | (0.05 | ) | (0.19 | ) | (0.29 | ) | (0.16 | ) |
Other after-tax adjustments | — | (0.20 | ) | 0.25 | (0.35 | ) | ||
Adjustment for redeemable noncontrolling interest | — | (0.03 | ) | — | (0.07 | ) | ||
Net income | 1.01 | 0.77 | 3.20 | 2.75 | ||||
Book Value Per Common Share Excluding Accumulated Other Comprehensive Income: | ||||||||
Book value per common share excluding AOCI | 34.56 | 32.00 | 34.56 | 32.00 | ||||
Net unrealized capital gains | 3.30 | 3.70 | 3.30 | 3.70 | ||||
Foreign currency translation | (3.80 | ) | (1.92 | ) | (3.80 | ) | (1.92 | ) |
Net unrecognized postretirement benefit obligations | (1.28 | ) | (0.49 | ) | (1.28 | ) | (0.49 | ) |
Book value per common share including AOCI | 32.78 | 33.29 | 32.78 | 33.29 | ||||
Operating Revenues: | ||||||||
RIS | 1,957.5 | 1,324.7 | 5,385.5 | 3,851.0 | ||||
PGI | 182.8 | 173.6 | 557.8 | 517.9 | ||||
PI | 311.2 | 294.5 | 862.4 | 952.2 | ||||
USIS | 853.2 | 821 | 2,572.7 | 2,436.8 | ||||
Corporate | (69.0 | ) | (61.1 | ) | (191.3 | ) | (163.3 | ) |
Total operating revenues | 3,235.7 | 2,552.7 | 9,187.1 | 7,594.6 | ||||
Net realized capital gains (losses) and related adjustments | 4.8 | (68.2 | ) | (90.9 | ) | (25.0 | ) | |
Other income on a tax indemnification | — | — | 60.2 | — | ||||
Exited group medical insurance business | 0.4 | (0.2 | ) | 1.0 | — | |||
Total GAAP revenues | 3,240.9 | 2,484.3 | 9,157.4 | 7,569.6 | ||||
Operating Earnings: | ||||||||
RIS | 163.3 | 204.3 | 590.9 | 632.9 | ||||
PGI | 30.4 | 25.3 | 92.6 | 79.6 | ||||
PI | 45.8 | 73.8 | 165.0 | 205.1 | ||||
USIS | 114.5 | 83.3 | 228.4 | 175.7 | ||||
Corporate | (37.0 | ) | (33.0 | ) | (109.6 | ) | (99.4 | ) |
Total operating earnings | 317.0 | 353.7 | 967.3 | 993.9 | ||||
Net realized capital losses and related adjustments | (16.5 | ) | (55.2 | ) | (86.2 | ) | (47.3 | ) |
Other after-tax adjustments | (0.1 | ) | (57.8 | ) | 74.6 | (105.9 | ) | |
Net income available to common stockholders | 300.4 | 240.7 | 955.7 | 840.7 | ||||
Net Realized Capital Gains (Losses): | ||||||||
Net realized capital losses, as adjusted | (16.5 | ) | (55.2 | ) | (86.2 | ) | (47.3 | ) |
Certain derivative and hedging-related adjustments | 34.2 | 21.9 | 80.3 | 66.4 | ||||
Amortization of DAC and other actuarial balances | 28.6 | 3.6 | 28.4 | 26.8 | ||||
Certain market value adjustments of embedded derivatives | 1.1 | (5.7 | ) | 2.0 | (6.0 | ) | ||
Certain adjustments related to seed money | (0.5 | ) | — | (0.5 | ) | — | ||
Capital gains (losses) distributed | (12.9 | ) | 8.8 | (14.8 | ) | 18.1 | ||
Tax impacts | 0.9 | (19.8 | ) | (25.9 | ) | (16.8 | ) | |
Noncontrolling interest capital gains | 3.7 | 0.1 | 5.7 | 0.2 | ||||
Recognition of front-end fee revenues | (0.1 | ) | (0.1 | ) | — | (0.4 | ) | |
Certain market value adjustments to fee revenues | — | — | 1.1 | — | ||||
Net realized capital losses associated with exited group medical insurance business | (0.1 | ) | — | (0.1 | ) | — | ||
GAAP net realized capital gains (losses) | 38.4 | (46.4 | ) | (10.0 | ) | 41.0 | ||
Other After-Tax Adjustments: | ||||||||
Gains (losses) associated with exited group medical insurance business | (0.1 | ) | 0.3 | (0.3 | ) | (0.3 | ) | |
Impact of a court ruling on some uncertain tax positions | — | — | (30.3 | ) | (47.5 | ) | ||
Impact of enactment of tax legislation in Chile | — | (58.1 | ) | — | (58.1 | ) | ||
Deferred tax impact of Chile merger | — | — | 105.2 | — | ||||
Total other after-tax adjustments | (0.1 | ) | (57.8 | ) | 74.6 | (105.9 | ) |
Three Months Ended, | Nine Months Ended, | |||||||||||
09/30/15 | 09/30/14 | 09/30/15 | 09/30/14 | |||||||||
Total combined net revenue | $ | 374.4 | $ | 407.1 | $ | 1,132.3 | $ | 1,156.3 | ||||
Add: | ||||||||||||
Principal International's share of unconsolidated joint ventures' net income | 25.8 | 25.3 | 76.5 | 71.2 | ||||||||
Less: | ||||||||||||
Unconsolidated joint ventures' net revenue at 100% | 252.6 | 252.1 | 759.1 | 725.1 | ||||||||
Other adjustments | 1.3 | 0.9 | 3.9 | 3.4 | ||||||||
Net revenue* | $ | 146.3 | $ | 179.4 | $ | 445.8 | $ | 499.0 |