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Content last updated: 29-08-2019

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  • Merger Control Regime
  • Merger Screening
  • Merger Filing

1. Overall description of merger control regime

1.1 Supranationality

1.1.1 Is the jurisdiction a member of/party to a supranational jurisdiction?

Sweden is a Member State of the EU.

1.1.2 Is the jurisdiction itself a supranational jurisdiction?

No, Sweden is not itself a supranational jurisdiction.

1.1.3 If the answer to Section 1.1.1 and/or 1.1.2 above is in the affirmative, what are the implications hereof?

If a concentration between undertakings has an “EU dimension”, i.e. if the concentration meets the turnover thresholds in Article 1 of the EU Merger Regulation, the concentration shall be notified only to the European Commission.

2. Nature of merger control regime

2.1 Mandatory or voluntary

2.1.1 Is filing mandatory or voluntary?

Filing is mandatory if the turnover thresholds described in Section 2.3.1 under the Merger Screening Schedule below are met.

Filing is voluntarily, if only the first threshold described in Section 2.3.1 under the Merger Screening Schedule below is met. For example, it may be appropriate to voluntarily notify a concentration where the parties are aware that they have high market shares or may attain high market shares as a result of the concentration, or that the concentration may be expected to generate relevant complaints from customers or competitors.

If only the first threshold described in Section 2.3.1 under the Merger Screening Schedule below is met, the Swedish Competition Authority may require a party to a concentration to notify the concentration, where particular grounds exist for doing so. For more information please see Section 2.3.1 under the Merger Screening Schedule.

2.2 Suspensory effect

2.2.1  Must completion of the transaction await clearance by the relevant authorities?

A notification of a concentration between undertakings shall be made before the concentration is implemented.

A notification of a concentration between undertakings shall be made as soon as a party or some other participant can demonstrate that they intend to implement a concentration. For example, a plan for the proposed concentration in the form of a principal agreement or a letter of intent signed by the parties should be sufficiently concrete. In the case of a public tender, a published or binding public offer is accepted as a letter of intent.

1. What type of transactions are caught by the merger control regime?

1.1 Concentrations

1.1.1 Type of transactions that are caught by the merger control rules?

A concentration, caught by the merger control rules, shall be deemed to arise if there is a change to the control of an undertaking of lasting basis as a consequence of:

1. two or more previously independent undertakings merging; or

2. either one or more persons, already controlling at least one undertaking, or one or more undertakings acquiring whether by purchase of securities or assets, by contract or by any other means, direct or indirect control of the whole or parts of one or more other undertakings.

1.2 Joint ventures

1.2.1 What types of joint ventures are caught by the merger control rules?

The creation of a joint venture which on a lasting basis fulfils all the functions of an autonomous economic entity constitutes a concentration and is caught by the merger control rules.

The Swedish Competition Authority refers to the European Commission’s Consolidated Jurisdictional Notice for further guidance on the concept of joint ventures.

1.3 Definition of "control"

1.3.1 How are the concepts of "control" and "change of control" defined?

Control is defined as the possibility of exerting a decisive influence over an undertaking.

Control normally exists when a party is able to exercise more than half of the voting rights in an undertaking. Control may also exist in the case of a minority stake, if this stake constitutes by far the largest shareholding. In addition, control may exist due to contractual ties, joint senior management functions, a significant influence on senior management or financial ties. Control can also be exercised through the possibility of blocking strategic decisions; i.e. having a right of veto.

A concentration between undertakings arises, and is caught by the merger control rules, if there is a lasting change of control of an undertaking.

The Swedish Competition Authority refers to the European Commission’s Consolidated Jurisdictional Notice for further guidance on the concept of “control” and “change of control”.

1.4 Minority shareholdings

1.4.1 Are minority and other interests less than control caught by the merger control rules?

No, acquisitions of minority or other interests are caught by the merger rules only if they involve an acquisition of control. For more information see Section 1.3.1 above.

The Swedish Competition Authority refers to the European Commission’s Consolidated Jurisdictional Notice for further guidance on the acquisition of minority and other interests.

2. Establishing jurisdiction for notification of mergers

2.1 Merging parties/undertakings concerned

2.1.1 Which undertakings are considered parties to the merger ("undertakings concerned") in the various types of transactions identified under Section 1.1.1 and 1.2.1?

The “undertakings concerned” are normally the merging undertakings or the undertaking(s) that acquire(s) control over another undertaking together with the undertaking over which control is acquired.

The Swedish Competition Authority refers to the European Commission’s Consolidated Jurisdictional Notice for further guidance on the definition of “undertakings concerned”.

2.2 Date for establishing jurisdiction

2.2.1 Which date is relevant for concluding whether the transaction is notifiable?

A transaction is notifiable as soon as there is a sufficiently concrete intention to implement a concentration.

2.3 General thresholds

2.3.1 Threshold(s) for when a concentration must be notified under the general merger control regime?

A concentration must be notified to the Swedish Competition Authority if:

1. the combined aggregate turnover in Sweden of all the undertakings concerned in the preceding financial year exceeds SEK 1 billion; and

2. at least two of the undertakings concerned had a turnover in Sweden the preceding financial year which exceeds SEK 200 million for each of the undertakings.

An undertaking concerned and other participants in a concentration (including the seller) may voluntarily notify a concentration if:

1. the combined aggregate turnover in Sweden of all the undertakings concerned in the preceding financial year exceeds SEK 1 billion.

The Swedish Competition Authority may also require a party to a concentration to notify the concentration if:

1. the combined aggregate turnover in Sweden of all the undertakings concerned in the preceding financial year exceeds SEK 1 billion; and

2. particular grounds exist for doing so.

For example, particular grounds may exist when an already strong undertaking gradually buys up small competitors or when a strong undertaking in a concentrated market acquires a newly established undertaking that could possibly challenge the position of the acquirer, or that the concentration may be expected to generate relevant criticism from customers or competitors.

2.3.2 For each threshold, can the threshold be triggered by only one party having local turnover?

The threshold for mandatory notification requires turnover in Sweden by at least two of the undertakings concerned.

The threshold for voluntary notification as well as the threshold for when the Swedish Competition Authority may require a party to a concentration to notify the concentration may in theory be triggered by only one party having turnover in Sweden. However, there needs to exist particular grounds for the Swedish Competition Authority to do so. See Section 2.3.1 above for examples on what constitutes particular grounds.

2.3.3 For each threshold, can the threshold be triggered without any party having local turnover?

No, the thresholds cannot be triggered without any party having turnover in Sweden.

2.3.4 Are there any circumstances where transactions falling below these thresholds may be still investigated?

Generally, no.

However, a concentration reaching the first threshold but falling below the second threshold may be investigated if the Swedish Competition Authority, due to the existence of particular grounds, requires the concentration to be notified.

For examples of what constitutes particular grounds, see Section 2.3.1 above.

2.4 Other national thresholds for ex ante merger control (e.g. sector-specific rules)

2.4.1 Relevant thresholds for sector-specific or other ex ante merger control rules?

There are no sector-specific or other ex ante merger control rules in the Swedish Competition Act.

2.4.2 Are any such schemes mandatory or voluntary?

Not applicable.

2.5 Foreign-to-foreign mergers

2.5.1 Do any exemptions, special thresholds etc. apply to foreign-to-foreign mergers, i.e. where none of the undertakings concerned is domiciled in the jurisdiction?

A concentration must be notified if the turnover thresholds are fulfilled. There are no exemptions for foreign-to-foreign mergers.

3. Calculation and allocation of turnover, asset value, transaction value etc.

3.1 Relevant turnover

3.1.1 How is turnover defined (e.g. is income from other sources than "ordinary activities to be included, and how are rebates, taxes, internal turnover etc. treated)?

The relevant turnover to be taken into account is the turnover of the undertakings concerned for all goods and services.

The latest audited and adopted annual accounts should normally be used, even in cases where any of the undertakings concerned have a split financial year. In the event of a change of the financial year, the turnover should be adjusted so that it refers to a 12-month period. If the undertakings concerned form part of a group of companies, the group’s aggregate annual turnover shall be used when calculating annual turnover. If the acquisition pertains to a part of an undertaking, a corresponding calculation of turnover shall relate to the part acquired.

The Swedish Competition Authority refers to the European Commission’s Consolidated Jurisdictional Notice for further guidance on the calculation of turnover.

3.1.2 Identification and link to any official rules, guidance etc. on how to calculate turnover?

The Swedish Competition Authority refers to the European Commission’s Consolidated Jurisdictional Notice for further guidance on the calculation of turnover.

The Jurisdictional notice can be found on:

http://ec.europa.eu/competition/mergers/legislation/draft_jn.html

3.2 Relevant period for calculation of turnover

3.2.1 Which financial year(s) is relevant for the calculation of turnover?

The turnover should be based on the preceding financial year and the latest audited and adopted annual accounts should normally be used.

The Swedish Competition Authority refers to the European Commission’s Consolidated Jurisdictional Notice for further guidance on the definition of turnover.

3.2.2 Should adjustments be made for e.g. divestitures, acquisitions, closings and other changes of the economic reality of the undertaking concerned made after or during the relevant financial year?

Adjustments must be made for any divestitures/acquisitions made during/after the latest financial year. Turnover stemming from such divested/acquired assets should be excluded/included.

The Swedish Competition Authority refers to the European Commission’s Consolidated Jurisdictional Notice for further guidance on the concept of turnover.

3.3 Relevant undertakings for the calculation of turnover

3.3.1 The "undertakings concerned", i.e. which parties?

See Section 2.1.1 above.

The “undertakings concerned” are normally the merging undertakings or the undertaking(s) that acquire(s) control over another undertaking together with the undertaking over which control is acquired.

3.3.2 The undertakings whose turnover is taken into account?

See Section 2.1.1 above for a definition of the “undertakings concerned”. If the undertakings concerned form part of a group of companies, the group’s aggregate annual turnover shall be used when calculating annual turnover.

The Swedish Competition Authority refers to the European Commission’s Consolidated Jurisdictional Notice for further guidance on the calculation of turnover.

3.3.3 Shall the turnover of the existing seller be included in the target's group turnover?

No, the seller's turnover shall not be included in the target's group turnover.

The Swedish Competition Authority refers to the European Commission’s Consolidated Jurisdictional Notice for further guidance on the calculation of turnover.

3.4 Geographical allocation of turnover

3.4.1 The principles for the geographical allocation of turnover?

In general, the turnover should be allocated geographically based on where the customer was located at the time of the turnover generating transaction, i.e. typically where the goods were actually delivered, or services actually provided.

The Swedish Competition Authority refers to the European Commission’s Consolidated Jurisdictional Notice for further guidance on the concept of turnover.

3.5 Valuation and allocation of assets

3.5.1 The principles for valuation and allocation of assets?

Not applicable.

3.6 Calculation of other thresholds

3.6.1 The principles for calculation of metrics for other thresholds (e.g. transaction value, market share, share of supply etc.)?

Not applicable.

3.7 Special rules

3.7.1 Do any special rules or principles apply to the calculation, allocation etc. of turnover, assets etc. for specific undertakings (e.g. State-owned undertakings, investment funds, credit and financial institutions, insurance companies, financial holding companies, others)?

The Swedish Competition Authority refers to the European Commission’s Consolidated Jurisdictional Notice for further guidance on the calculation of turnover.

According to the European Commission’s Consolidated Jurisdictional Notice, specific rules apply to the calculation of turnover for investment funds; state-owned undertakings; financial institutions and insurance undertakings.

3.7.2 Does any exemptions apply?

Not applicable.

1. Practical information

1.1 Responsibility for filing

1.1.1 The parties responsible for filing?

A notification shall normally be made by the party or parties acquiring control. If the concentration means that two or more undertakings are merged, the concentration shall be notified by all of these undertakings.

1.2 Deadlines for filing

1.2.1 Are there any mandatory deadlines for filing, and, if so, how these are calculated?

There are no mandatory deadlines for filing.

However, a notification shall be made before the concentration is implemented.

1.2.2 Are there any sanctions for not filing within the deadlines?

No, there are no sanctions for not notifying a concentration. However, the Swedish Competition Authority may order the parties to notify the concentration under penalty of a fine.

1.3 Early filing

1.3.1 Is it possible to file before the signing of merger agreement?

A concentration can be notified before a binding agreement has been entered into if the parties can demonstrate that they intend to implement the concentration.

The plan for the proposed concentration should be sufficiently concrete, for example in the form of a principal agreement or a letter of intent signed by the parties. Regarding public tenders, a published or binding public offer is accepted as a letter of intent.

1.4 Filing fees

1.4.1 Are there any fees for filing, and, if so, please describe how such fees are calculated?

No, there are no filing fees.

1.4.2 When must the filing fee must be paid?

Not applicable.

1.5 Publicity

1.5.1 When and in which format will the authority publish receiving a notification?

The summary of the concentration attached to the notification is published on the Swedish Competition Authority’s website. The purpose of the publication is to inform the general public about the concentration and to provide, for example, customers and competitors with the opportunity to submit opinions to the Swedish Competition Authority.

1.5.2 How will the authority in general handle the case publicly, e.g. will it usually comment in the media, send out press releases etc.?

The Swedish Competition Authority will publish the final decision in a case on the Swedish Competition Authority’s website.

1.5.3 Will third parties be able to review the notification?

A summary of the concentration is published on the Swedish Competition Authority’s website (see Section 1.5.1 above).

The general rule in Sweden is that third parties are entitled to access documents held by public authorities. However, secrecy applies at the Swedish Competition Authority to the extent provided by the Public Access to Information and Secrecy Act.

Many concentrations generate public interest and it is not unusual for journalists, customers or competitors to ask for details of a notification. For this reason, the notification should indicate those parts that, in the opinion of the notifying party, are subject to secrecy under the Public Access to Information and Secrecy Act as well as the reasons for the request for secrecy.

2. Procedure and timing

2.1 Normal and simplified procedures

2.1.1. Does the regime allow for a simplified (fast track) procedure, and, if so, what are the criteria for using the simplified procedure?

In simpler cases, the Swedish Competition Authority may reach a decision considerably earlier than the 25th working day. By simpler cases the Swedish Competition Authority refers to such concentrations that do not involve any horizontal or vertical relationships between the companies in question, or where such relationships clearly cannot result in competition being impeded on any market. It is the ambition of the Swedish Competition Authority to decide on such cases within 15 working days.

2.2 Procedural stages (cf. timetable below)

2.2.1 The various stages of (i) a simplified procedure and (ii) a normal procedure?

(i) There is no simplified procedure for notification, as such, in Sweden, although the Swedish Competition Authority has an ambition to decide on simpler cases (concentrations that do not involve any horizontal or vertical relationships between the companies in question, or where such relationships clearly cannot result in competition being impeded on any market) within 15 working days.

(ii) The review period for the examination of the concentration does not commence until the notification is complete. A notification is complete when the information that is to be provided, according to “the Swedish Competition Authority’s provisions on notification of concentration between undertakings according to the Swedish Competition Act”, has been received by the Swedish Competition Authority. 

In order to improve the prospects of the notification being complete from the start, the parties should make prior contact with the Swedish Competition Authority. In connection with pre-notification contacts it is possible to discuss the extent of the obligation to submit information. The pre-notification contacts may involve one or several meetings between the Swedish Competition Authority and the parties.

Once the notification is complete the Swedish Competition Authority shall within 25 working days decide whether to carry out an in-depth investigation of the concentration or to take no further action (Phase I).

The Swedish Competition Authority has the right to gather the information needed in order to examine the concentration. Therefore, the Swedish Competition Authority may request information and documents from the parties in addition to the information required for a notification to be complete. Information and documents can also be obtained from third parties, such as customers, competitors, suppliers, trade associations, public authorities etc.

If the Authority within the 25-working day period has received a commitment from a party to the concentration aiming at a decision where the Authority shall take no further action regarding the concentration, the period will be prolonged to 35 working days.

When initiating the Phase II investigation, the Director General issues a decision describing the reasons for an in-depth investigation.

In Phase II the investigation becomes more in-depth with a focus on analyzing more closely whether the theories of harm that have been identified can be confirmed. The economic investigation and analysis in Phase II are often extensive. It is also relatively common for the Swedish Competition Authority to conduct larger customer or consumer surveys.

If the Swedish Competition Authority has decided to conduct an in-depth investigation, the Authority shall make a final decision within three months of the decision being announced (Phase II).

If the concentration is found to be problematic from a competition standpoint, the Swedish Competition Authority will produce a draft decision about a ban or an order. A draft prohibition decision or order is normally sent to the undertakings concerned four to five weeks prior to the deadline for the in-depth investigation. The parties normally have two weeks to submit comments on the Swedish Competition Authority’s draft decision.

A final decision in Phase II is made by the Director General. The decision can involve the concentration being cleared with or without commitments, or the Swedish Competition Authority prohibiting the concentration or ordering the parties to the concentration to take certain measures with a favorable effect on competition.

2.2.2 Is pre-notification contact with the relevant authorities customary/obligatory/encouraged/etc.?

Pre-notification contact with the Swedish Competition Authority is voluntary. However, pre-notification contact is encouraged by the Swedish Competition Authority.

2.2.3 Are there any sanctions for not filing within the deadlines?

No, there are no sanctions for not notifying a concentration. However, the Swedish Competition Authority may order the parties to notify the concentration under penalty of a fine.

2.3 Timetable (cf. timetable below)

2.3.1 The statutory timetable/deadlines for review of a notification?

Phase I

Once the notification is complete, the Swedish Competition Authority shall decide within 25 working days whether to carry out an in-depth investigation of the concentration or to take no further action.

If the Swedish Competition Authority has received a proposed commitment within the 25-day time limit with a view to the authority clearing the concentration, Phase I shall be extended to 35 working days.

Phase II

The Swedish Competition Authority has three months from the time of the decision to initiate an in-depth investigation to decide whether to take measures against the concentration. Before the Swedish Competition Authority adopts a prohibition decision or issues an order, the undertakings concerned shall be given the opportunity to comment on the Authority’s draft decision.

With the consent of the parties, the Swedish Competition Authority may decide to extend the three-month time limit in Phase II by a maximum of one month at a time. If there are extraordinary reasons, the Swedish Competition Authority can extend the time limit without consent from the parties.

2.3.2 Can the statutory timetable/deadlines be suspended ("stop-the-clock"), and if so under which conditions?

The 25-day time limit is suspended if one or more Member States request that the concentration be referred to the European Commission (see Article 22(2), third paragraph of the EU Merger Regulation).

If a party in a concentration has not complied with an order from the Swedish Competition Authority to, for example, provide certain information or documents that are required for the review, the Authority may suspend the time limit in Phase I or Phase II, known as “stopping the clock”. The time limit recommences from the first working day after compliance with the order. Non-compliance with the order may, for example, involve the requested information not being submitted at all or being submitted late, or the information being false, incomplete or misleading.

The Swedish Competition Authority may also suspend the time limit during Phase I upon the request of a party to the concentration for as many working days as the Authority decides. This possibility can, for example, be used if it becomes apparent to a party to the concentration that the Swedish Competition Authority envisages problems with the concentration which the undertaking has not highlighted. The party may then require more time to demonstrate that those problems will not arise, in order to have the concentration cleared during Phase I.

2.3.3 If pre-notification with the relevant authorities contact is possible/customary, how long will the duration of such contact usually be?

Pre-notification contact with the Swedish Competition Authority is voluntary. Therefore, in practice, it is for the parties to decide on the extent and duration of the pre-notification contact.

3. Format and content of notification

3.1 Notification forms

3.1.1 Must the notifying parties use any mandatory notification forms, e.g. for simplified and normal procedures, and, if relevant, add a link to the relevant forms?

There is no mandatory notification form, but the Swedish Competition Authority has issued Regulations on the Notification of Concentrations between Undertakings under the Swedish Competition Act (2008:579) (KKVFS 2010:3) with related instructions regarding what information should be provided in the notification. These instructions are used as the notification form. The instructions are available only in Swedish:

http://www.konkurrensverket.se/globalassets/publikationer/kkvfs/kkvfs_2010-3.pdf

3.2 Supporting documentation

3.2.1 List of the supporting documentation which must as a minimum be submitted along with the notification?

Cf. checklist below.

3.3 Originals, legalization and apostillation (cf. checklist below)

3.3.1 List of all documents which must be submitted in original/legalized versions and whether any documents must be apostilled?

For an electronic notification to be considered complete from the date on which it was submitted to the Swedish Competition Authority, the original copy of a signed declaration must be submitted to the Swedish Competition Authority within three working days. However, other documents do not need to be submitted in paper form when the notification has been made electronically.

3.3.2 If the merger regime has a mandatory filing deadline, must all the documents identified under Section 3.3.1 be submitted within this deadline?

Not applicable.

3.4 Language

3.4.1 Which languages may be used for drafting and filing a notification?

The notification should be submitted in Swedish. However, it is normally not necessary to translate transfer agreements, annual reports and other documents, depending on the original language. It is not specified by the Swedish Competition Authority but in general they accept documents in English, French, German, Danish, Norwegian and Finnish.

3.4.2 Does translations have to be certified/legalized and apostilled?

Not applicable.

Statutory timetable

Step Description Time
1

Pre-notification

Pre-notification contact with the Swedish Competition Authority is voluntary. However, pre-notification contact is encouraged by the Swedish Competition Authority.

In connection with pre-notification contacts it is possible to discuss the extent of the obligation to submit information. The pre-notification contacts may involve one or several meetings between the Swedish Competition Authority and the parties.

Pre-notification contact with the Swedish Competition Authority is voluntary. Therefore, in practice, it is for the parties to decide on the extent and duration of the pre-notification contact.

2

Phase I

The review period for the examination of the concentration does not commence until the notification is complete. A notification is complete when the information that is to be provided, according to “the Swedish Competition Authority’s provisions on notification of concentration between undertakings according to the Swedish Competition Act”, has been received by the Swedish Competition Authority. 

Once the notification is complete the Swedish Competition Authority shall within 25 working days decide whether to carry out an in-depth investigation of the concentration or to take no further action (Phase I).

The Swedish Competition Authority has the right to gather the information needed in order to examine the concentration. Therefore, the Swedish Competition Authority may request information and documents from the parties in addition to the information required for a notification to be complete. Information and documents can also be obtained from third parties, such as customers, competitors, suppliers, trade associations, public authorities etc.

If the Authority within the 25-working day period has received a commitment from a party to the concentration aiming at a decision where the Authority shall take no further action regarding the concentration, the period will be prolonged to 35 working days.

Once the notification is complete, the Swedish Competition Authority shall decide within 25 working days whether to carry out an in-depth investigation of the concentration or to take no further action.

If the Swedish Competition Authority has received a proposed commitment within the 25-day time limit with a view to the authority clearing the concentration, Phase I shall be extended to 35 working days.

Please be aware that "stop-the-clock" is possible (cf. 2.3.2 above).

3

Phase II

When initiating the Phase II investigation, the Director General issues a decision describing the reasons for an in-depth investigation.

In Phase II the investigation becomes more in-depth with a focus on analyzing more closely whether the theories of harm that have been identified can be confirmed. The economic investigation and analysis in Phase II are often extensive. It is also relatively common for the Swedish Competition Authority to conduct larger customer or consumer surveys.

If the Swedish Competition Authority has decided to conduct an in-depth investigation, the Authority shall make a final decision within three months of the decision being announced (Phase II).

If the concentration is found to be problematic from a competition standpoint, the Swedish Competition Authority will produce a draft decision about a ban or an order. A draft prohibition decision or order is normally sent to the undertakings concerned four to five weeks prior to the deadline for the in-depth investigation. The parties normally have two weeks to submit comments on the Swedish Competition Authority’s draft decision.

A final decision in Phase II is made by the Director General. The decision can involve the concentration being cleared with or without commitments, or the Swedish Competition Authority prohibiting the concentration or ordering the parties to the concentration to take certain measures with a favorable effect on competition.

The Swedish Competition Authority has three months from the time of the decision to initiate an in-depth investigation to decide whether to take measures against the concentration. Before the Swedish Competition Authority adopts a prohibition decision or issues an order, the undertakings concerned shall be given the opportunity to comment on the Authority’s draft decision.

With the consent of the parties, the Swedish Competition Authority may decide to extend the three-month time limit in Phase II by a maximum of one month at a time. If there are extraordinary reasons, the Swedish Competition Authority can extend the time limit without consent from the parties.

Please be aware that "stop-the-clock" is possible (cf. 2.3.2 above).

  • Step 1 1
  • Step 2 2
  • Step 3 3
  • Not defined
  • 25 - 35 days
  • 3 months + possible extensions

Checklist

List of the supporting documentation which must as a minimum be submitted along with the notification.

Supporting documentation

This content was delivered
and last updated on 29-08-2019 by
Contact Person
Ulrica Salomon, Partner
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