NEW YORK, July 30 NY-AsburyAuto-Earns
NEW YORK, July 30 /PRNewswire-FirstCall/ -- Asbury Automotive Group, Inc.
(NYSE: ABG), one of the largest automotive retail and service companies in the
U.S., today reported financial results for the second quarter and six months
ended June 30, 2008. Income from continuing operations for the second quarter
was $11.6 million, or $0.36 per diluted share, compared to $21.1 million, or
$0.63 per diluted share, a year ago. Results for both periods included
non-core items, as disclosed in the attached tables, including $0.03 per
diluted share in expenses related to the departure of the Company's former CFO
in this year's second quarter. The quarterly results a year ago included $0.03
per diluted share in expenses principally related to a debt refinancing and a
secondary stock offering. Net income for the second quarter totaled $10.9
million, or $0.34 per diluted share, compared with $20.6 million, or $0.62 per
diluted share, a year ago, including the non-core items discussed above.
For the first six months of 2008, income from continuing operations was
$22.8 million, or $0.71 per diluted share, compared with $23.4 million, or
$0.69 per diluted share, in the corresponding period last year. Non-core
items, as disclosed in the attached tables, reduced earnings by $0.03 per
diluted share in the first half of 2008, and by $0.41 per diluted share in the
six-month period a year ago.
President and CEO, Charles R. Oglesby, said, "The economic environment and
low consumer confidence levels in the second quarter presented a challenging
backdrop for the automotive retail business. Soft retail sales in our key
Florida markets, in particular, resulted in a disproportionate decline in our
profitability. The dramatic increase in gas prices added further complexity to
the business, causing a rapid shift in customer preference toward
fuel-efficient cars, which placed pressure on our new and used vehicle
operations. Although I remain confident that over time we can effectively
manage our business to changes in the retail environment, we were not able to
adequately adjust our cost structure to match the swift decline in retail
sales volumes during the quarter."
Mr. Oglesby continued, "We are accelerating our response to the challenges
presented by the market and are decisively addressing costs at each level of
our organization, including corporate, regional support and at the
store-level. As part of this initiative we are executing a phased
restructuring plan, the first step of which is the restructuring of our
corporate overhead, shutting down our offices in New York, NY and Stamford,
CT, and moving Asbury's headquarters to Atlanta, GA. This move will bring us
closer to our dealership operations and will result in an estimated 20%
reduction in our corporate personnel expense."
The Company is lowering its guidance for 2008 diluted earnings per share
from continuing operations to a range between $1.20 and $1.40, from $1.80 to
$2.00 as previously provided. This revised guidance is based on the assumption
that the seasonally adjusted annual rate (SAAR) for U.S. new vehicle unit
sales will be approximately 14.0 million for the second half of 2008, as well
as continued weakness in Asbury's Florida markets. The guidance includes the
non-core items discussed above, as well as future expenses associated with
Asbury's corporate restructuring plan. The Company estimates that the pre-tax
expenses associated with the restructuring plan will total $5.5 million, of
which an estimated $2.5 million, or approximately 5 cents per diluted share,
will be incurred during the second half of 2008. Once complete, the
restructuring plan is expected to result in approximately $3.5 million of
pre-tax savings on an annualized basis.
Mr. Oglesby concluded, "While the automotive retailing industry faces
significant near-term challenges, we continue to set the course for the
long-term success of our organization. We made a significant step forward in
this respect during the second quarter, with our acquisition of the real
estate underlying more than 25% of our dealership locations. This purchase
will enhance our operating flexibility and save us approximately 200 basis
points in related financing costs. In the longer term, we remain confident
that we can leverage Asbury's fundamental strengths--including our attractive
brand mix and high-quality dealership portfolio--to grow the business, while
implementing rigorous expense and capital management."
Asbury will host a conference call to discuss its second quarter results
this morning at 10:00 a.m. Eastern Time. The call will be simulcast live on
the Internet and can be accessed by logging onto http://www.asburyauto.com or
http://www.ccbn.com. In addition, a live audio of the call will be accessible
to the public by calling (888) 256-9152 (domestic), or (913) 981-5546
(international); no access code is necessary. Callers should dial in
approximately 5 to 10 minutes before the call begins.
About Asbury Automotive Group
Asbury Automotive Group, Inc. ("Asbury"), headquartered in New York City,
is one of the largest automobile retailers in the U.S. Built through a
combination of organic growth and a series of strategic acquisitions, Asbury
currently operates 89 retail auto stores, encompassing 121 franchises for the
sale and servicing of 36 different brands of American, European and Asian
automobiles. Asbury offers customers an extensive range of automotive products
and services, including new and used vehicle sales and related financing and
insurance, vehicle maintenance and repair services, replacement parts and
service contracts.
Forward-Looking Statements
This press release contains "forward-looking statements" as that term is
defined in the Private Securities Litigation Reform Act of 1995. The forward-
looking statements include statements relating to goals, plans, earnings
guidance, acquisition performance, market conditions, assumptions regarding
the SAAR and projections regarding the Company's financial position, results
of operations, market position, estimated expenses and future cost savings
resulting from the Company's restructuring plan, cost savings from the recent
real estate purchase, future dealership acquisitions and business strategy.
These statements are based on management's current expectations and involve
significant risks and uncertainties that may cause results to differ
materially from those set forth in the statements. These risks and
uncertainties include, among other things, market factors, the Company's
relationships with vehicle manufacturers and other suppliers, risks associated
with the Company's indebtedness, risks related to future acquisitions, risks
related to competition in the automotive retail and service industries,
general economic conditions both nationally and locally, governmental
regulations, legislation and the Company's ability to execute its
restructuring plan and other operational strategies. There can be no
guarantees that the Company's plans for future operations will be successfully
implemented or that they will prove to be commercially successful or that the
Company will be able to continue paying dividends in the future at the current
rate or at all. These and other risk factors are discussed in the Company's
annual report on Form 10-K and in its other filings with the Securities and
Exchange Commission. We undertake no obligation to publicly update any
forward-looking statement, whether as a result of new information, future
events or otherwise.
Asbury Automotive Group, Inc.
Consolidated Statements of Income
(In millions, except per share data)
(Unaudited)
For the Three For the Six
Months Ended Months Ended
June 30, June 30,
2008 2007 2008 2007
REVENUES:
New vehicle $785.6 $881.8 $1,521.8 $1,695.5
Used vehicle 314.3 387.9 638.7759.9
Parts and service 183.5 174.0 366.1346.3
Finance and insurance, net 39.0 42.9 77.5 81.1
Total revenues1,322.41,486.62,604.1 2,882.8
COST OF SALES:
New vehicle 733.1 820.21,421.0 1,575.0
Used vehicle 287.7 353.8 583.7690.3
Parts and service 89.0 83.2 178.8166.9
Total cost of sales 1,109.81,257.22,183.5 2,432.2
GROSS PROFIT212.6 229.4 420.6450.6
OPERATING EXPENSES:
Selling, general and
administrative 168.7 170.8 336.3341.7
Depreciation and amortization 5.75.3 11.2 10.6
Other operating (income)
expense, net 2.0 (0.2) 1.7 2.5
Income from operations 36.2 53.5 71.4 95.8
OTHER INCOME (EXPENSE):
Floor plan interest expense(8.0) (11.0) (17.1) (22.1)
Other interest expense (9.4) (9.1) (18.5) (21.0)
Interest income 0.31.01.3 3.0
Loss on extinguishment of
long-term debt - (0.8) -(18.5)
Total other expense, net(17.1) (19.9) (34.3) (58.6)
Income before income taxes 19.1 33.6 37.1 37.2
INCOME TAX EXPENSE7.5 12.5 14.3 13.8
INCOME FROM CONTINUING
OPERATIONS 11.6 21.1 22.8 23.4
DISCONTINUED OPERATIONS,
net of tax (0.7) (0.5) (1.4)(2.4)
NET INCOME $10.9 $20.6 $21.4$21.0
EARNINGS PER COMMON SHARE:
Basic-
Continuing operations $0.37 $0.65 $0.72$0.71
Discontinued operations (0.03) (0.02) (0.04) (0.07)
Net income $0.34 $0.63 $0.68$0.64
Diluted-
Continuing operations $0.36 $0.63 $0.71$0.69
Discontinued operations (0.02) (0.01) (0.05) (0.07)
Net income $0.34 $0.62 $0.66$0.62
WEIGHTED AVERAGE COMMON SHARES
OUTSTANDING:
Basic 31.7 32.5 31.6 32.9
Diluted32.2 33.3 32.2 33.8
Asbury Automotive Group, Inc.
Selected Data
As Reported for the Three Months Ended June 30, 2008 and 2007
(Dollars in millions, except per vehicle data)
(Unaudited)
As Reported for the Three
Months Ended June 30, Increase
2008 2007(Decrease) % Change
REVENUE:
New light vehicles$738.0 $824.8 $(86.8)(11%)
New heavy trucks47.6 57.0 (9.4)(16%)
Total new vehicle 785.6 881.8 (96.2)(11%)
Used retail244.8 294.7 (49.9)(17%)
Used wholesale 69.5 93.2 (23.7)(25%)
Total used vehicle314.3 387.9 (73.6)(19%)
Parts and service 183.5 174.09.5 5%
Finance and insurance, net 39.0 42.9 (3.9) (9%)
Total revenue $1,322.4 $1,486.6$(164.2)(11%)
GROSS PROFIT:
New light vehicles $50.5 $59.1 $(8.6)(15%)
New heavy trucks 2.02.5 (0.5)(20%)
Total new vehicle 52.5 61.6 (9.1)(15%)
Used retail 27.2 34.3 (7.1)(21%)
Used wholesale (0.6) (0.2) (0.4) (200%)
Total used vehicle 26.6 34.1 (7.5)(22%)
Parts and service 94.5 90.83.7 4%
Finance and insurance, net 39.0 42.9 (3.9) (9%)
Total gross profit $212.6 $229.4 $(16.8) (7%)
VEHICLES SOLD:
New light retail vehicles 24,363 25,897 (1,534) (6%)
New fleet vehicles 962 1,837 (875)(48%)
Total light vehicles 25,325 27,734 (2,409) (9%)
New heavy trucks 698975 (277)(28%)
Total new vehicle26,023 28,709 (2,686) (9%)
Used retail units 13,794 16,013 (2,219)(14%)
REVENUE PER VEHICLE RETAILED:
New light vehicles $29,141$29,740 $(599) (2%)
New heavy trucks 68,195 58,462 9,733 17%
Used retail 17,747 18,404 (657) (4%)
GROSS PROFIT PER VEHICLE RETAILED:
New light vehicles$1,994 $2,131 $(137) (6%)
New heavy trucks 2,865 2,564301 12%
Used retail1,972 2,142 (170) (8%)
Finance and insurance, net 979959 20 2%
GROSS PROFIT MARGIN:
New light vehicles 6.8% 7.2% (0.4%)(6%)
New heavy trucks 4.2% 4.4% (0.2%)(5%)
Used retail 11.1% 11.6% (0.5%)(4%)
Parts and service 51.5% 52.2% (0.7%)(1%)
Total 16.1% 15.4% 0.7% 5%
REVENUE MIX:
New light vehicles 55.8% 55.5%
New heavy trucks 3.6% 3.8%
Used retail 18.5% 19.8%
Used wholesale5.3% 6.3%
Parts and service13.9% 11.7%
Finance and insurance, net2.9% 2.9%
GROSS PROFIT MIX:
New light vehicles 23.8% 25.8%
New heavy trucks 0.9% 1.1%
Used retail 12.9% 14.9%
Used wholesale (0.3%)(0.1%)
Parts and service44.4% 39.6%
Finance and insurance, net 18.3% 18.7%
SG&A EXPENSE AS A PERCENTAGE
OF GROSS PROFIT 79.4% 74.5% 4.9% 7%
Asbury Automotive Group, Inc.
Selected Data
Same Store for the Three Months Ended June 30, 2008 and 2007
(Dollars in millions)
(Unaudited)
Same Store for the Three
Months Ended June 30, Increase
2008 2007 (Decrease) % Change
REVENUE:
New light vehicles $690.0 $824.8 $(134.8)(16%)
New heavy trucks 47.6 57.0(9.4)(16%)
Total new vehicle737.6 881.8 (144.2)(16%)
Used retail 234.4 294.7 (60.3)(20%)
Used wholesale 64.9 93.2 (28.3)(30%)
Total used vehicle 299.3 387.9 (88.6)(23%)
Parts and service 174.8 174.0 0.8 - %
Finance and insurance, net 37.5 42.9(5.4)(13%)
Total revenue $1,249.2 $1,486.6 $(237.4)(16%)
GROSS PROFIT:
New light vehicles$46.8 $59.1 $(12.3)(21%)
New heavy trucks2.02.5(0.5)(20%)
Total new vehicle 48.8 61.6 (12.8)(21%)
Used retail26.2 34.3(8.1)(24%)
Used wholesale (0.6) (0.2) (0.4) (200%)
Total used vehicle25.6 34.1(8.5)(25%)
Parts and service 90.0 90.8(0.8) (1%)
Finance and insurance, net 37.5 42.9(5.4)(13%)
Total gross profit $201.9 $229.4 $(27.5)(12%)
VEHICLES SOLD:
New light retail vehicles22,803 25,897 (3,094)(12%)
New fleet vehicles 891 1,837(946)(51%)
Total light vehicles23,694 27,734 (4,040)(15%)
New heavy trucks698975(277)(28%)
Total new vehicle 24,392 28,709 (4,317)(15%)
Used retail units13,223 16,013 (2,790)(17%)
REVENUE PER VEHICLE RETAILED:
New light vehicles $29,121$29,740 $(619) (2%)
New heavy trucks 68,195 58,462 9,733 17%
Used retail 17,727 18,404(677) (4%)
GROSS PROFIT PER VEHICLE
RETAILED:
New light vehicles $1,975 $2,131 $(156) (7%)
New heavy trucks 2,865 2,564 301 12%
Used retail 1,981 2,142(161) (8%)
Finance and insurance, net 997959 38 4%
GROSS PROFIT MARGIN:
New light vehicles 6.8% 7.2% (0.4%)(6%)
New heavy trucks4.2% 4.4% (0.2%)(5%)
Used retail11.2% 11.6% (0.4%)(3%)
Parts and service 51.5% 52.2% (0.7%)(1%)
Total 16.2% 15.4%0.8% 5%
REVENUE MIX:
New light vehicles 55.2% 55.5%
New heavy trucks3.8% 3.8%
Used retail18.8% 19.8%
Used wholesale 5.2% 6.3%
Parts and service 14.0% 11.7%
Finance and insurance, net 3.0% 2.9%
GROSS PROFIT MIX:
New light vehicles 23.2% 25.8%
New heavy trucks1.0% 1.1%
Used retail12.9% 14.9%
Used wholesale (0.3%) (0.1%)
Parts and service 44.6% 39.6%
Finance and insurance, net 18.6% 18.7%
SG&A EXPENSE AS A PERCENTAGE
OF GROSS PROFIT79.7% 74.5%5.2% 7%
Asbury Automotive Group, Inc.
Selected Data
As Reported for the Six Months Ended June 30, 2008 and 2007
(Dollars in millions, except per vehicle data)
(Unaudited)
As Reported for the Six
Months Ended June 30, Increase
2008 2007 (Decrease) % Change
REVENUE:
New light vehicles $1,437.6 $1,579.8 $(142.2) (9%)
New heavy trucks 84.2 115.7 (31.5)(27%)
Total new vehicle 1,521.81,695.5 (173.7)(10%)
Used retail 495.5 586.2 (90.7)(15%)
Used wholesale143.2 173.7 (30.5)(18%)
Total used vehicle 638.7 759.9 (121.2)(16%)
Parts and service 366.1 346.319.8 6%
Finance and insurance, net 77.5 81.1(3.6) (4%)
Total revenue $2,604.1 $2,882.8 $(278.7)(10%)
GROSS PROFIT:
New light vehicles$97.1 $114.7 $(17.6)(15%)
New heavy trucks3.75.8(2.1)(36%)
Total new vehicle100.8 120.5 (19.7)(16%)
Used retail56.1 69.3 (13.2)(19%)
Used wholesale (1.1) 0.3(1.4) (467%)
Total used vehicle55.0 69.6 (14.6)(21%)
Parts and service 187.3 179.4 7.9 4%
Finance and insurance, net 77.5 81.1(3.6) (4%)
Total gross profit $420.6 $450.6 $(30.0) (7%)
VEHICLES SOLD:
New light retail vehicles46,247 48,878 (2,631) (5%)
New fleet vehicles2,593 4,412 (1,819)(41%)
Total light vehicles48,840 53,290 (4,450) (8%)
New heavy trucks 1,305 1,992(687)(34%)
Total new vehicle 50,145 55,282 (5,137) (9%)
Used retail units27,616 32,316 (4,700)(15%)
REVENUE PER VEHICLE RETAILED:
New light vehicles $29,435$29,645 $(210) (1%)
New heavy trucks 64,521 58,082 6,439 11%
Used retail 17,942 18,140(198) (1%)
GROSS PROFIT PER VEHICLE
RETAILED:
New light vehicles $1,988 $2,152 $(164) (8%)
New heavy trucks 2,835 2,912 (77) (3%)
Used retail 2,031 2,144(113) (5%)
Finance and insurance, net 997926 71 8%
GROSS PROFIT MARGIN:
New light vehicles 6.8% 7.3% (0.5%)(7%)
New heavy trucks4.4% 5.0% (0.6%) (12%)
Used retail11.3% 11.8% (0.5%)(4%)
Parts and service 51.2% 51.8% (0.6%)(1%)
Total 16.2% 15.6%0.6% 4%
REVENUE MIX:
New light vehicles 55.2% 54.8%
New heavy trucks3.2% 4.0%
Used retail19.0% 20.4%
Used wholesale 5.5% 6.0%
Parts and service 14.1% 12.0%
Finance and insurance, net 3.0% 2.8%
GROSS PROFIT MIX:
New light vehicles 23.1% 25.5%
New heavy trucks0.9% 1.3%
Used retail13.4% 15.3%
Used wholesale (0.3%) 0.1%
Parts and service 44.5% 39.8%
Finance and insurance, net 18.4% 18.0%
SG&A EXPENSE AS A PERCENTAGE
OF GROSS PROFIT80.0% 75.8%4.2% 6%
Asbury Automotive Group, Inc.
Selected Data
Same Store for the Six Months Ended June 30, 2008 and 2007
(Dollars in millions)
(Unaudited)
Same Store for the Six
Months Ended June 30, Increase
2008 2007 (Decrease) % Change
REVENUE:
New light vehicles $1,350.8 $1,579.8 $(229.0)(14%)
New heavy trucks 84.2 115.7 (31.5)(27%)
Total new vehicle 1,435.01,695.5 (260.5)(15%)
Used retail 474.7 586.2 (111.5)(19%)
Used wholesale135.1 173.7 (38.6)(22%)
Total used vehicle 609.8 759.9 (150.1)(20%)
Parts and service 349.1 346.3 2.8 1%
Finance and insurance, net 74.8 81.1(6.3) (8%)
Total revenue $2,468.7 $2,882.8 $(414.1)(14%)
GROSS PROFIT:
New light vehicles$90.4 $114.7 $(24.3)(21%)
New heavy trucks3.75.8(2.1)(36%)
Total new vehicle 94.1 120.5 (26.4)(22%)
Used retail53.9 69.3 (15.4)(22%)
Used wholesale (1.1) 0.3(1.4) (467%)
Total used vehicle52.8 69.6 (16.8)(24%)
Parts and service 178.4 179.4(1.0) (1%)
Finance and insurance, net 74.8 81.1(6.3) (8%)
Total gross profit $400.1 $450.6 $(50.5)(11%)
VEHICLES SOLD:
New light retail vehicles43,477 48,878 (5,401)(11%)
New fleet vehicles2,510 4,412 (1,902)(43%)
Total light vehicles45,987 53,290 (7,303)(14%)
New heavy trucks 1,305 1,992(687)(34%)
Total new vehicle 47,292 55,282 (7,990)(14%)
Used retail units26,518 32,316 (5,798)(18%)
REVENUE PER VEHICLE RETAILED:
New light vehicles $29,374$29,645 $(271) (1%)
New heavy trucks 64,521 58,082 6,439 11%
Used retail 17,901 18,140(239) (1%)
GROSS PROFIT PER VEHICLE
RETAILED:
New light vehicles $1,966 $2,152 $(186) (9%)
New heavy trucks 2,835 2,912 (77) (3%)
Used retail 2,033 2,144(111) (5%)
Finance and insurance, net1,013926 87 9%
GROSS PROFIT MARGIN:
New light vehicles 6.7% 7.3% (0.6%)(8%)
New heavy trucks4.4% 5.0% (0.6%) (12%)
Used retail11.4% 11.8% (0.4%)(3%)
Parts and service 51.1% 51.8% (0.7%)(1%)
Total 16.2% 15.6%0.6% 4%
REVENUE MIX:
New light vehicles 54.7% 54.8%
New heavy trucks3.4% 4.0%
Used retail19.3% 20.4%
Used wholesale 5.5% 6.0%
Parts and service 14.1% 12.0%
Finance and insurance, net 3.0% 2.8%
GROSS PROFIT MIX:
New light vehicles 22.6% 25.5%
New heavy trucks0.9% 1.3%
Used retail13.5% 15.3%
Used wholesale (0.3%) 0.1%
Parts and service 44.6% 39.8%
Finance and insurance, net 18.7% 18.0%
SG&A EXPENSE AS A PERCENTAGE
OF GROSS PROFIT80.3% 75.8%4.5% 6%
Asbury Automotive Group, Inc.
Selected Data
(Dollars in millions)
(Unaudited)
BRAND MIX - NEW LIGHT VEHICLE
UNITSFor the Six Months Ended
June 30,
2008 2007
Luxury:
BMW 5% 4%
Mercedes-Benz 4% 4%
Lexus 4% 4%
Acura 4% 4%
Infiniti 3% 3%
Other Luxury 2% 3%
Total Luxury22%22%
Mid-Line Imports:
Honda31%29%
Nissan 15%16%
Toyota 11%10%
Other imports 4% 2%
Total Imports 61%57%
Mid-Line Domestic:
Ford 6% 8%
Chevrolet 4% 5%
Other domestic6% 7%
Total Domestic 16%20%
Value 1% 1%
June 30, December 31, Increase
2008 2007 (Decrease) % Change
BALANCE SHEET DATA
Cash and cash equivalents $34.8 $53.4 $(18.6)(35%)
New vehicle inventory 614.4 622.7(8.3) (1%)
Used vehicle inventory 93.4 101.1(7.7) (8%)
Parts inventory49.0 46.2 2.8 6%
Total current assets1,095.61,192.4 (96.8) (8%)
Floor plan notes payable 659.7 673.9 (14.2) (2%)
Total current liabilities 876.1 871.7(4.4) (1%)
CAPITALIZATION
Long-term debt (including
current portion)$627.8 $475.6 $152.2 32%
Shareholders' equity 592.4 584.2 8.2 1%
Total $1,220.2 $1,059.8 $160.4 15%
June 30, December 31,June 30,
2008 20072007
DSI - NEW LIGHT VEHICLE (1)(2) 78 69 61
DSI - USED LIGHT VEHICLE (1)43 45 44
(1) Calculated using trailing 30 day cost of sales
(2) Includes fleet
Asbury Automotive Group, Inc.
Supplemental Disclosures
As Reported for the Three and Six Months Ended June 30, 2008 and 2007
(Dollars in millions, except per share data)
(Unaudited)
Our income from continuing operations during 2008 and 2007 included
certain non-core items including (i) a loss on extinguishment of long-term
debt, (ii) executive separation benefits expense associated with our former
CEO and CFO, (iii) expenses associated with secondary offerings for which we
received no proceeds and (iv) legal settlements expense associated with cases
pending prior to 2001.
As Reported for the Three Months
Ended June 30,
2008 2007
Non-core items included in income
from continuing operations
Executive separation benefits, net of tax$1.0$-
Loss on extinguishment of long-term debt,
net of tax - 0.6
Secondary offering expenses*- 0.3
Legal settlements expense, net of tax - 0.2
Total$1.0 $1.1
Impact of non-core items on earnings per
common share (diluted) $0.03 $0.03
Weighted average common shares outstanding
(diluted) 32.2 33.3
As Reported for the Six Months
Ended June 30,
2008 2007
Non-core items included in income from
continuing operations
Executive separation benefits, net of tax $1.0 $1.9
Loss on extinguishment of long-term debt,
net of tax- 11.6
Secondary offering expenses* -0.3
Legal settlements expense, net of tax -0.2
Total $1.0 $14.0
Impact of non-core items on earnings per
common share (diluted) $0.03 $0.41
Weighted average common shares outstanding
(diluted)32.2 33.8
* Secondary offering expenses are not deductible for tax purposes;
therefore, no tax benefit has been reflected.
SOURCE Asbury Automotive Group, Inc.