(a)
|
|
Annualized Net
|
Beginning
|
Ending
|
Expenses Paid
|
||||||||||||
Expense Ratio
|
Account Value
|
Account Value
|
During Period(1)
|
||||||||||||
(2/28/2023)
|
(9/1/2022)
|
(2/28/2023)
|
(9/1/2022 to 2/28/2023)
|
||||||||||||
Institutional Class
|
|||||||||||||||
Actual(2)
|
0.85%
|
|
$
|
1,000.00
|
$
|
1,029.10
|
$
|
4.28
|
|||||||
Hypothetical
|
|||||||||||||||
(5% annual return before expenses)
|
0.85%
|
|
$
|
1,000.00
|
$
|
1,020.58
|
$
|
4.26
|
(1)
|
Expense are equal to the Fund’s annualized expense ratio for the period multiplied by the average account value over the period, multiplied by 181/365 to reflect its six-month period.
|
(2)
|
Based on the actual returns for the period from September 1, 2022 through February 28, 2023, of 2.91% for the Institutional Class.
|
Fair Isaac Corp.
|
5.50%
|
Axon Enterprise, Inc.
|
4.74%
|
Exponent, Inc.
|
4.64%
|
Copart, Inc.
|
4.56%
|
ExlService Holdings, Inc.
|
4.55%
|
AAON, Inc.
|
4.47%
|
Monolithic Power Systems, Inc.
|
4.43%
|
Pool Corp.
|
4.11%
|
RBC Bearings, Inc.
|
3.69%
|
CoStar Group, Inc.
|
3.57%
|
(1)
|
Fund Holdings and Sector allocations are subject to change at any time and are not recommendations to buy or sell any security.
|
Shares
|
Value
|
|||||||
COMMON STOCKS – 96.78%
|
||||||||
Apparel Retailers – 2.48%
|
||||||||
Burlington Stores, Inc. (a)
|
223
|
$
|
47,778
|
|||||
Banks – 1.37%
|
||||||||
Pacific Premier Bancorp, Inc.
|
812
|
26,325
|
||||||
Building Climate Control – 7.28%
|
||||||||
AAON, Inc.
|
936
|
85,138
|
||||||
Watsco, Inc.
|
180
|
54,848
|
||||||
139,986
|
||||||||
Building Materials Other – 1.74%
|
||||||||
Trex Co., Inc. (a)
|
653
|
33,388
|
||||||
Building, Roofing/Wallboard and Plumbing – 2.98%
|
||||||||
Advanced Drainage Systems, Inc.
|
646
|
57,320
|
||||||
Computer Services – 2.27%
|
||||||||
EPAM Systems, Inc. (a)
|
142
|
43,686
|
||||||
Consumer Services Miscellaneous – 4.56%
|
||||||||
Copart, Inc. (a)
|
1,244
|
87,652
|
||||||
Defense – 4.74%
|
||||||||
Axon Enterprise, Inc. (a)
|
455
|
91,141
|
||||||
Diversified Retailers – 1.45%
|
||||||||
Ollie’s Bargain Outlet Holdings, Inc. (a)
|
484
|
27,849
|
||||||
Electronic Equipment Gauges and Meters – 3.31%
|
||||||||
Keysight Technologies, Inc. (a)
|
398
|
63,664
|
||||||
Engineering and Contracting Services – 4.64%
|
||||||||
Exponent, Inc.
|
867
|
89,214
|
Shares
|
Value
|
|||||||
Food Products – 1.91%
|
||||||||
J & J Snack Foods Corp.
|
260
|
$
|
36,715
|
|||||
Health Care Services – 1.31%
|
||||||||
Omnicell, Inc. (a)
|
463
|
25,206
|
||||||
Investment Services – 2.42%
|
||||||||
MarketAxess Holdings, Inc.
|
136
|
46,437
|
||||||
Medical Equipment – 5.87%
|
||||||||
Globus Medical, Inc., Class A (a)
|
483
|
28,178
|
||||||
Repligen Corp. (a)
|
336
|
58,589
|
||||||
STAAR Surgical Co. (a)
|
470
|
26,033
|
||||||
112,800
|
||||||||
Medical Supplies – 2.57%
|
||||||||
Bio-Techne Corp.
|
681
|
49,468
|
||||||
Metal Fabricating – 3.57%
|
||||||||
RBC Bearings, Inc. (a)
|
299
|
68,713
|
||||||
Nondurable Household Products – 2.39%
|
||||||||
Church & Dwight Co, Inc.
|
548
|
45,911
|
||||||
Professional Business Support Services – 10.05%
|
||||||||
ExlService Holdings, Inc. (a)
|
532
|
87,519
|
||||||
Fair Isaac Corp. (a)
|
156
|
105,673
|
||||||
193,192
|
||||||||
Property and Casualty Insurance – 2.34%
|
||||||||
Kinsale Capital Group, Inc.
|
141
|
44,937
|
||||||
Real Estate Services – 3.45%
|
||||||||
CoStar Group, Inc. (a)
|
938
|
66,279
|
||||||
Recreational Products – 5.88%
|
||||||||
Fox Factory Holding Corp. (a)
|
357
|
41,948
|
||||||
Pool Corp.
|
199
|
71,015
|
||||||
112,963
|
Shares
|
Value
|
|||||||
Semiconductors – 4.11%
|
||||||||
Monolithic Power Systems, Inc.
|
163
|
$
|
78,939
|
|||||
Software – 8.81%
|
||||||||
Alarm.com Holdings, Inc. (a)
|
709
|
36,039
|
||||||
Blackline, Inc. (a)
|
506
|
34,590
|
||||||
Paycom Software, Inc. (a)
|
165
|
47,695
|
||||||
Tyler Technologies, Inc. (a)
|
159
|
51,079
|
||||||
169,403
|
||||||||
Specialty Chemicals – 3.23%
|
||||||||
Balchem Corp.
|
477
|
62,010
|
||||||
Transaction Processing Services – 2.05%
|
||||||||
I3 Verticals, Inc., Class A (a)
|
1,601
|
39,401
|
||||||
Total Common Stocks
|
||||||||
(Cost $2,037,721)
|
1,860,377
|
|||||||
CONTINGENT VALUE RIGHTS – 0.01%
|
||||||||
Abiomed – J&J (a)(b)
|
169
|
175
|
||||||
Total Contingent Value Rights
|
||||||||
(Cost $—)
|
175
|
|||||||
SHORT-TERM INVESTMENTS – 4.47%
|
||||||||
Money Market Fund – 4.47%
|
||||||||
First American Government Obligations Fund, Class X, 4.37% (c)
|
85,946
|
85,946
|
||||||
Total Short-Term Investments
|
||||||||
(Cost $85,946)
|
85,946
|
|||||||
Total Investments
|
||||||||
(Cost $2,123,667) – 101.26%
|
1,946,498
|
|||||||
Liabilities in Excess of Other Assets – (1.26)%
|
(24,181
|
)
|
||||||
Total Net Assets – 100.00%
|
$
|
1,922,317
|
(a)
|
Non-income producing security.
|
(b)
|
Level 3 security. See Note 2 in the Notes to Financial Statements.
|
(c)
|
The rate quoted is the annualized seven-day effective yield as of February 28, 2023.
|
ASSETS:
|
||||
Investments, at value (Cost $2,123,667)
|
$
|
1,946,498
|
||
Receivable from Adviser
|
15,872
|
|||
Dividends and interest receivable
|
497
|
|||
Prepaid expenses and other assets
|
7,728
|
|||
Total assets
|
1,970,595
|
|||
LIABILITIES:
|
||||
Payable for fund administration and fund accounting fees
|
22,140
|
|||
Payable for audit fees
|
8,927
|
|||
Payable for transfer agent fees and expenses
|
7,166
|
|||
Payable for compliance fees
|
3,356
|
|||
Payable for custodian fees
|
1,494
|
|||
Accrued expenses and other liabilities
|
5,195
|
|||
Total liabilities
|
48,278
|
|||
NET ASSETS
|
$
|
1,922,317
|
||
NET ASSETS CONSIST OF:
|
||||
Paid-in capital
|
$
|
2,195,814
|
||
Total accumulated loss
|
(273,497
|
)
|
||
Total net assets
|
$
|
1,922,317
|
||
Institutional Class
|
||||
Shares
|
||||
Net assets
|
$
|
1,922,317
|
||
Shares issued and outstanding(1)
|
236,447
|
|||
Net asset value, offering and redemption price per share
|
$
|
8.13
|
(1)
|
Unlimited shares authorized without par value.
|
INVESTMENT INCOME:
|
||||
Dividend income
|
$
|
3,556
|
||
Interest
|
1,414
|
|||
Total investment income
|
4,970
|
|||
EXPENSES:
|
||||
Fund administration and accounting fees (See Note 3)
|
49,455
|
|||
Transfer agent fees (See Note 3)
|
16,196
|
|||
Legal fees
|
11,002
|
|||
Audit fees
|
8,927
|
|||
Compliance fees (See Note 3)
|
7,418
|
|||
Investment advisory fees (See Note 3)
|
7,129
|
|||
Trustees’ fees (See Note 3)
|
5,707
|
|||
Custodian fees (See Note 3)
|
3,005
|
|||
Federal and state registration fees
|
2,799
|
|||
Reports to shareholders
|
2,148
|
|||
Other
|
3,649
|
|||
Total expense before reimbursement
|
117,435
|
|||
Less: Expense reimbursement by Adviser (See note 3)
|
(109,860
|
)
|
||
Net expenses
|
7,575
|
|||
NET INVESTMENT LOSS
|
(2,605
|
)
|
||
REALIZED AND CHANGE IN UNREALIZED GAIN (LOSS) ON INVESTMENTS:
|
||||
Net realized loss on investments
|
(48,301
|
)
|
||
Net change in unrealized appreciation on investments
|
105,264
|
|||
Net realized and change in unrealized gain on investments
|
56,963
|
|||
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
|
$
|
54,358
|
Six Months Ended
|
For the
|
|||||||
February 28, 2023
|
Period Ended
|
|||||||
(Unaudited)
|
August 31, 2022(1)
|
|||||||
OPERATIONS:
|
||||||||
Net investment loss
|
$
|
(2,605
|
)
|
$
|
(6,497
|
)
|
||
Net realized loss on investments
|
(48,301
|
)
|
(41,236
|
)
|
||||
Change in unrealized appreciation (depreciation) on investments
|
105,264
|
(282,433
|
)
|
|||||
Net increase (decrease) in net assets resulting from operations
|
54,358
|
(330,166
|
)
|
|||||
CAPITAL SHARE TRANSACTIONS:
|
||||||||
Net increase in net assets resulting from capital share transactions(2)
|
69,852
|
2,128,273
|
||||||
NET INCREASE IN NET ASSETS
|
124,210
|
1,798,107
|
||||||
NET ASSETS:
|
||||||||
Beginning of period
|
1,798,107
|
—
|
||||||
End of period
|
$
|
1,922,317
|
$
|
1,798,107
|
(1)
|
Inception date of the Fund was September 3, 2021.
|
(2)
|
A summary of capital shares is as follows:
|
Six Months Ended
February 28, 2023
(Unaudited)
|
For the Period Ended
August 31, 2022(1)
|
|||||||||||||||
SHARE TRANSACTIONS:
|
||||||||||||||||
Institutional Class
|
Shares
|
Amount
|
Shares
|
Amount
|
||||||||||||
Issued
|
8,832
|
$
|
70,542
|
227,709
|
$
|
2,128,363
|
||||||||||
Redeemed
|
(85
|
)
|
(690
|
)
|
(9
|
)
|
(90
|
)
|
||||||||
Net increase in shares outstanding
|
8,747
|
$
|
69,852
|
227,700
|
$
|
2,128,273
|
Six Months Ended
|
For the
|
|||||||
February 28, 2023
|
Period Ended
|
|||||||
(Unaudited)
|
August 31, 2022(1)
|
|||||||
Institutional Class
|
||||||||
PER SHARE DATA:
|
||||||||
Net asset value, beginning of period
|
$
|
7.90
|
$
|
10.00
|
||||
INVESTMENT OPERATIONS:
|
||||||||
Net investment loss(2)
|
(0.01
|
)
|
(0.04
|
)
|
||||
Net realized and unrealized gain (loss) on investments
|
0.24
|
(2.06
|
)
|
|||||
Total from investment operations
|
0.23
|
(2.10
|
)
|
|||||
Net asset value, end of period
|
$
|
8.13
|
$
|
7.90
|
||||
TOTAL RETURN(3)
|
2.91
|
%
|
-21.00
|
%
|
||||
SUPPLEMENTAL DATA AND RATIOS:
|
||||||||
Net assets, end of period (in thousands)
|
$
|
1,922
|
$
|
1,798
|
||||
Ratio of gross expenses to average net assets:
|
||||||||
Before expense reimbursement(4)
|
13.18
|
%
|
15.13
|
%
|
||||
After expense reimbursement(4)
|
0.85
|
%
|
0.85
|
%
|
||||
Ratio of net investment loss to average net assets
|
(0.29
|
)%
|
(0.43
|
)%
|
||||
Portfolio turnover rate(3)(5)
|
9
|
%
|
14
|
%
|
(1)
|
Inception date of the Fund was September 3, 2021.
|
(2)
|
Calculated based on average shares outstanding during the period.
|
(3)
|
Not annualized for periods less than one year.
|
(4)
|
Annualized for periods less than one year.
|
(5)
|
The portfolio turnover disclosed is for the Fund as a whole. The numerator for the portfolio turnover rate includes the lesser of purchases or sales (excluding short-term investments). The
denominator includes the average fair value of long positions throughout the period.
|
Level 1 –
|
Unadjusted quoted prices in active markets for identical assets or liabilities that the Fund has the ability to access.
|
Level 2 –
|
Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the
identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.
|
Level 3 –
|
Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available, representing the Fund’s own assumptions about the assumptions a market participant
would use in valuing the asset or liability, and would be based on the best information available.
|
Investments at Fair Value
|
Level 1
|
Level 2
|
Level 3
|
Total
|
||||||||||||
Assets
|
||||||||||||||||
Common Stocks(1)
|
$
|
1,860,377
|
$
|
—
|
$
|
—
|
$
|
1,860,377
|
||||||||
Contingent Value Right
|
—
|
—
|
175
|
175
|
||||||||||||
Short-Term Investments
|
85,946
|
—
|
—
|
85,946
|
||||||||||||
$
|
1,946,323
|
$
|
—
|
$
|
175
|
$
|
1,946,498
|
(1)
|
Please refer to the Schedule of Investments to view Common Stocks segregated by industry type.
|
Investments
|
||||
in Securities
|
||||
Balance as of 8/31/2022
|
$
|
—
|
||
Accrued discounts/ premiums
|
—
|
|||
Realized gain (loss)
|
—
|
|||
Change in net unrealized appreciation (depreciation)
|
—
|
|||
Net purchases (sales)
|
—
|
|||
Transfers into and/or out of Level 3
|
175
|
|||
Balance as of 2/28/2023
|
$
|
175
|
||
Net change in unrealized appreciation of Level 3 assets as of February 28, 2023
|
$
|
175
|
Expiration
|
Amount
|
|||
September 2024 – August 2025
|
$
|
216,490
|
||
September 2025 – February 2026
|
109,860
|
Tax cost of investments*
|
$
|
2,112,500
|
||
Gross unrealized appreciation
|
$
|
77,922
|
||
Gross unrealized depreciation
|
(370,887
|
)
|
||
Net unrealized depreciation
|
(292,965
|
)
|
||
Undistributed ordinary income
|
—
|
|||
Undistributed long-term capital gain
|
—
|
|||
Other accumulated loss
|
(34,890
|
)
|
||
Total accumulated loss
|
$
|
(327,855
|
)
|
*
|
Represents cost for federal income tax purposes and differs from cost for financial reporting purposes due to wash sales.
|
Purchases
|
Sales
|
|||||||
U.S. Government
|
$
|
—
|
$
|
—
|
||||
Other
|
230,937
|
163,977
|
•
|
Information we receive about you on applications or other forms;
|
•
|
Information you give us orally; and/or
|
•
|
Information about your transactions with us or others
|
(b)
|
Not applicable.
|
(a)
|
Schedule of Investments is included as part of the report to shareholders filed under Item 1 of this Form.
|
(b)
|
Not applicable.
|
(a)
|
The Registrant’s President and Treasurer have reviewed the Registrant's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “Act”)) as of a date within 90 days of the filing of
this report, as required by Rule 30a-3(b) under the Act and Rules 13a-15(b) or 15d‑15(b) under the Securities Exchange Act of 1934. Based on their review, such officers have concluded that the disclosure controls and procedures are
effective in ensuring that information required to be disclosed in this report is appropriately recorded, processed, summarized, and reported and made known to them by others within the Registrant and by the Registrant’s service provider.
|
(b)
|
There were no changes in the Registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the Act) that occurred during the period covered by this report that has materially affected, or is reasonably
likely to materially affect, the Registrant's internal control over financial reporting.
|
(a)
|
(1) Any code of ethics or amendment thereto, that is the subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy Item 2 requirements through filing an
exhibit. Not applicable.
|
1.
|
I have reviewed this report on Form N-CSR of Series Portfolios Trust;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not
misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if
the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over
financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated
subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and
the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the
filing date of this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely
to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and
report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
Date: 5/4/2023
|
/s/Ryan L. Roell
Ryan L. Roell President |
1.
|
I have reviewed this report on Form N-CSR of Series Portfolios Trust;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not
misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if
the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over
financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated
subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and
the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the
filing date of this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely
to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and
report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
Date: 5/4/2023
|
/s/Cullen O. Small
Cullen O. Small Treasurer |
/s/Ryan L. Roell
Ryan L. Roell
President, Series Portfolios Trust
|
/s/Cullen O. Small
Cullen O. Small
Treasurer, Series Portfolios Trust
|
Dated: 5/4/2023
|
&%P+S$N,"\ /#]X<&%C
M:V5T(&)E9VEN/2+ON[\B(&ED/2)7-4TP37!#96AI2'IR95-Z3E1C>FMC.60B
M/SX@/'@Z>&UP;65T82!X;6QN &UP1SIM;V1E/2)21T(B('AM<$ 2"&KEQE'2R5$4,DK,BN2%+$CZG
MW5Y99*"21F ]23_AZV !P'2M]M];Z@Y/%XS-8^LQ&9QU#EL5D:>6DR&,R=)3
MU^/KZ292DU+6455'+355/*ALR.K*PX(][#%2&4D,//KW'CT'PZ1Z7 '476
M V#M0 "P '\)X 'MWZFX_P"4A_\ >C_GZKI7^$=*#;O7VPMGU537;2V1
MM#:];64Z4E75[=VUAL)555+'(9HZ:IJ,914TL]/',2RHQ*AC<"_NKRRR "21
MF ]23_AZV !P'2O]M];Z][]U[J+74-%DZ.JQV2HZ7(8^M@DI:VAKJ>*KHZNF
MF0QS4]533I)#402HQ#(ZE6!L1[V"000:$=>ZKC[:_D[_ ,K;O+,U6XNS/@=\
M: ;EW1\BOA[T+VENZHO]UO/.; P])O
M:L!8M:MWEA(L7N>L74;VEJW O[,;7=MSLE"6M](B>@./V&H_ETVT4;&I05Z"
M/K#^2=_*0CV#GL)F,13O*SF#&PT=.IT1(JQ-SEMHL
M[Z.ZC!\.>I_VP(K_ "(SBO$YJ2(K"?QHBK-5UX_ZOGUM5>P=TOZHE_GC_P X
MC#_RPNGL)L_K&FP6\/F'WACLLO3VT\VLE9MW8>VL>WV>=[J[$H:66*JGVQM^
MLD6EQE 'C?.9AEIU800UDD(@V#8Y-XN"&.FV3XCZ\,#]HK\J9!(/2:ZN%MX]
M1%230=?-"[,[*[*[N['W-W%W3O[=/;7;V]JQJ[=O9.^*\Y7=.;J&(6&DBETK
M28/ X^)5AH<3CXZ;&T%.B10PJJW,PVMK!90);V\86)1Y?X?\O0
!'#_5\O+KBD;SR1P0QO-/,Z
MQP0Q F:24FZ"(*00X(O>XTVO<6O[\JL[*B*6\,$,KC7:7'9,8C<-#D<>,A02,6AF\?DB8DJ0?;D4LL+:X961Z
M4JI(/[1UH@,*,*CH'O\ 9,/AY_WB?\:O_1%=7?\ V+>U'[PO_P#E.F_WMO\
M/U7PH_\ ?:_L'0T;'V#L3K+;E'L[K;96TNOMHXZ2KFQ^UMC[
RZ[&JQ_3R+:]/4*RT%U8+3P^A
M[F@_];W>DY;>*=SF4;MM]?\ 1+27"0V7?9K+*BVYGI;G/Q &UP1SIM;V1E/2)#35E+(B!X;7!'.G1Y<&4](E!23T-%4U,B('AM
M<$ &UP1SIC>6%N/2(P
M+C P,# P,"(@>&UP1SIM86=E;G1A/2(P+C P,# P,"(@>&UP1SIY96QL;W<]
M(C N,# P,# P(B!X;7!'.F)L86-K/2(V.2XY.3DW,# B+SX@/')D9CIL:2!X
M;7!'.G-W871C:$YA;64](D,],"!-/3 @63TP($L]-C B('AM<$ D!\@'Z @,"# (4 AT"
M)@(O C@"00)+ E0"70)G G$">@*$ HX"F *B JP"M@+! LL"U0+@ NL"]0,
M PL#%@,A RT#. -# T\#6@-F W(#?@.* Y8#H@.N [H#QP/3 ^ #[ /Y! 8$
M$P0@!"T$.P1(!%4$8P1Q!'X$C 2:!*@$M@3$!-,$X03P!/X%#044%]@8&!A8&)P8W!D@&609J!GL&C :=!J\&
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M*AI1&G<:GAK%&NP;%!L[&V,;BANR&]H< APJ'%(<>QRC',P<]1T>'4<=:AZ4'KX>Z1\3'SX?:1^4'[\?ZB 5($$@;""8(,0@\"$<(4@A
M=2&A( &YXS'DJ>8EYYWI&>J5[!'MC>\)\(7R!
M?.%]07VA?@%^8G["?R-_A'_E@$> J($*@6N!S8(P@I*"](-7@[J$'82 A..%
M1X6KA@Z& @@1TFJK(.[T_I)9]0J4E6V]S
MR_(U8C58_?\ *762X^C$!2-WJ(Q,O2M$G2/[,NE=1?VENZ/:&*B;-&?AU2QQ
MC) =TNY.K>3@08G:^A>HV:O[A42[E2V4)>=3)V'R.4=XTA/7',-ED;W2]1LL
M#99J1N!66BXA(7FDE L+]I%R2L%(&C'#]5-FU5XT/'$0=T\Z'3,E8(2WEM68
M4R=5J=LKNC0F:9<_J66ZE"7^,O"ESRS1,H1N:U.ON725TN/Z\@\E4%KDRD/O
MA;S*2 7= W6>2+]VDT14:%;+G7LMVA90.,%>X7M5
MLU W&]8_N.C.K&K4]YZ(8S$S&3Y93XQA)V;>GU?;_/4;@0?YMT$?G-/Z7_ #5.IO4P^;;*2R=0UC@8CL38@5=.L<(R"6;3
MN8^J^YSA):7MWVGZ#]B,SIE#(_27G:9UOM(T.X?X1)3;25,=,H:X%ME[6C\P
M76!O^;N\U<24_P#_T_54DDDE-0]0(>6.QKP07 $,!!#3MWMVN/M>@Y&73:"+
M,/(LAI ;LB02WG;H&>-
MVRYW3=!T9(HN$4'*B#4[A%)41*50R:8G* ")2^? :!R. 5B[DVFUTCKAH=LI
M,Z\K5D@E:6_9S$>H@F[;M4] JA9A!(SI%=N/ZC"G<-C%.7P8JPAY+Y]09M,.
M RSO- < < < K3GMPL,4DS$\-@A7ZQZVUGS!L]KL]'VB#B[#%&6-'2[-)ZT^Y0.V7!)4
M//H614#U$4(8!*/CR41#R43%$!'93NN 5D[H-/N^IO8<1]0 PR6Z3AA*F57P
M6O0[B>.)R&_\T!8X1.(?F GD2_F .2WE8>19%DY!XS:.RB42NFJ#DHD$1((+
MI$5 2"/@1+X-]//\.4'*X X X!4['$Q6[-]QI 0.()2N$0 ''TE('Z=E#>;%
M(I _,82?NCU"H/\ >]P"_P"QS*SL"V/- < < HY\A-GG*?@->G*[;I^F21>R
M?46(-)UZ>