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News Release

Cenveo Announces Second Quarter 2013 Results

Direct Mail volumes up over 20% versus prior year
Evaluating distressed industry assets
Replacement packaging press operational end of 2nd quarter
Company provides update on strategic review

STAMFORD, CT – (August 7, 2013) – Cenveo, Inc. (NYSE: CVO) today announced results for the three and six months ended June 29, 2013.

The Company generated net sales of $415.7 million for the three months ended June 29, 2013, compared to $433.2 million for the same period last year. The Company generated net sales of $844.0 million for the six months ended June 29, 2013, compared to $883.0 million for the same period last year. The decrease in net sales for both periods was primarily due to lower sales volumes in our commercial print operations mainly resulting from production timing and lower customer demand, lower sales of office product envelopes due to the transition of a low margin account out of our operating platform, lower average selling price from our direct envelopes due to our initiatives to gain market share as well as pricing pressures primarily from a competitor now in bankruptcy protection. These decreases were offset in part by higher sales volume from our direct envelopes due to our initiatives to increase market share and increased direct mail demand.

Operating income was $19.2 million for the three months ended June 29, 2013, compared to $28.6 million for the same period last year. The decrease in operating income was primarily due to lower sales volumes and higher input costs in ancillary raw material categories. Non-GAAP operating income was $24.9 million for the three months ended June 29, 2013, compared to $35.9 million for the same period last year. Operating income was $33.5 million for the six months ended June 29, 2013, compared to $42.7 million for the same period last year. The decrease in operating income was primarily due to lower sales volumes and higher input costs in ancillary raw material categories, offset in part by lower restructuring, impairment and other charges. Non-GAAP operating income was $45.6 million for the six months ended June 29, 2013, compared to $67.4 million for the same period last year. A reconciliation of operating income to non-GAAP operating income is presented in the attached tables.

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For the three months ended June 29, 2013, the Company had a loss from continuing operations of $17.6 million, or $0.28 per share, compared to a loss of $0.2 million, or $0.01 per share for the same period last year. Non-GAAP loss from continuing operations was $0.5 million, or $0.01 per share, for the three months ended June 29, 2013, as compared to non-GAAP income from continuing operations of $8.0 million, or $0.13 per share, for the same period last year. For the six months ended June 29, 2013, the Company had a loss from continuing operations of $36.5 million, or $0.57 per share, compared to a loss of $22.8 million, or $0.36 per share for the same period last year. Non-GAAP loss from continuing operations was $9.8 million, or $0.15 per share, for the six months ended June 29, 2013, as compared to non-GAAP income from continuing operations of $11.2 million, or $0.18 per share, for the same period last year. A reconciliation of loss from continuing operations to non-GAAP (loss) income from continuing operations is presented in the attached tables.

Cash flow provided by operating activities of continuing operations for the six months ended June 29, 2013 was $9.6 million, compared to cash flow provided by operating activities of continuing operations of $15.9 million for the same period last year. The change in our cash flows year over year is due to an inventory build related to potential supply constraints and pending price increases for certain raw materials and the timing of interest and vendor payments in the first six months compared to prior year.

Adjusted EBITDA for the three months ended June 29, 2013 was $42.0 million, compared to Adjusted EBITDA of $52.6 million for the same period last year. Adjusted EBITDA for the six months ended June 29, 2013 was $78.3 million, compared to Adjusted EBITDA of $99.4 million for the same period last year. A reconciliation of net loss to Adjusted EBITDA is presented in the attached tables.

Robert G. Burton, Sr., Chairman and Chief Executive Officer stated:
“Our second quarter performance was mixed. Our labels and packaging operations had a solid quarter with positive revenue growth up 2.5% despite continued disruption from the press fire that occurred earlier this year. I am very proud of our team's performance during this difficult period of time and I remain optimistic about our future prospects in our packaging business as the replacement press became fully operational in late June. We continue to expect that the performance of our print operations will begin to stabilize as we enter the back-half of the year as important industry verticals, such as managed care and travel and leisure enter seasonally stronger periods. In the meantime, we continue to remain vigilant on costs and increasing sales within this segment. Our envelope operations have continued to see significant improvement in direct mail as credit card mailing volumes have increased over 20% in the first half of the year, the strongest

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performance we have experienced since 2011. Despite this improvement in volume, we have experienced pricing pressures due to industry competitive dynamics.”

Strategic Update:
As discussed on our last conference call, we initiated reviews of all strategic options for some of our operating assets. Our recent focus has narrowed on divesting certain underperforming assets or assets that do not fit our future strategic plans. We continue to be in discussions with multiple parties for certain assets and expect to conclude any present opportunities over the coming months. More importantly, since our last conference call, we began evaluating distressed assets within certain industries that we operate and may look to potentially integrate them into our existing platform. While no assurances can be made that any transaction will be consummated, we expect that any potential transaction currently being contemplated regarding these distressed assets would be in the best interests of our customers and shareholders as it must be deleveraging to our capital structure and must be accretive to earnings and cash flow per share. 

Conference Call:
Cenveo will host a conference call tomorrow, Thursday, August 8, 2013 at 10:00 a.m. Eastern Time. The conference call will be available via webcast, which can be accessed via the Internet at www.cenveo.com.


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Cenveo, Inc. and Subsidiaries
Condensed Consolidated Statements of Operations and Comprehensive Income (Loss)
(in thousands, except per share data)
(Unaudited)
 
 
 
For the Three Months Ended
 
For the Six Months Ended
 
 
 
June 29, 2013
 
June 30, 2012
 
June 29, 2013
 
June 30, 2012
 
Net sales
 
$
415,702

 
$
433,218

 
$
843,993

 
$
882,977

 
Cost of sales
 
343,611

 
352,800

 
702,246

 
722,847

 
Selling, general and administrative expenses
 
47,595

 
44,913

 
96,173

 
93,827

 
Amortization of intangible assets
 
2,607

 
2,586

 
5,214

 
5,209

 
Restructuring, impairment and other charges
 
2,724

 
4,354

 
6,906

 
18,376

 
Operating income
 
19,165

 
28,565

 
33,454

 
42,718

 
Interest expense, net
 
28,235

 
28,796

 
57,810

 
56,648

 
Loss on early extinguishment of debt, net
 
7,720

 
785

 
7,847

 
11,414

 
Other income, net
 
(2,291
)
 
(1,116
)
 
(1,995
)
 
(818
)
 
(Loss) income from continuing operations before income taxes
 
(14,499
)
 
100

 
(30,208
)
 
(24,526
)
 
Income tax expense (benefit)
 
3,088

 
314

 
6,286

 
(1,678
)
 
Loss from continuing operations
 
(17,587
)
 
(214
)
 
(36,494
)
 
(22,848
)
 
Loss from discontinued operations, net of taxes
 
(1,296
)
 
(187
)
 
(1,534
)
 
(4,771
)
 
Net loss
 
(18,883
)
 
(401
)
 
(38,028
)
 
(27,619
)
 
Other comprehensive income (loss):
 
 
 
 
 
 
 
 
 
Currency translation adjustment
 
(2,329
)
 
(2,202
)
 
(3,108
)
 
(758
)
 
Comprehensive income (loss)
 
$
(21,212
)
 
$
(2,603
)
 
$
(41,136
)
 
$
(28,377
)
 
 
 
 
 
 
 
 
 
 
 
Loss per share – basic:
 
 
 
 
 
 
 
 
 
Continuing operations
 
$
(0.28
)
 
$
(0.01
)
 
$
(0.57
)
 
$
(0.36
)
 
Discontinued operations
 
(0.02
)
 

 
(0.03
)
 
(0.08
)
 
Net loss
 
$
(0.30
)
 
$
(0.01
)
 
$
(0.60
)
 
$
(0.44
)
 
 
 
 
 
 
 
 
 
 
 
Loss per share – diluted:
 
 
 
 
 
 
 
 
 
Continuing operations
 
$
(0.28
)
 
$
(0.01
)
 
$
(0.57
)
 
$
(0.36
)
 
Discontinued operations
 
(0.02
)
 

 
(0.03
)
 
(0.08
)
 
Net loss
 
$
(0.30
)
 
$
(0.01
)
 
$
(0.60
)
 
$
(0.44
)
 
 
 
 
 
 
 
 
 
 
 
Weighted average shares outstanding:
 
 

 
 

 
 

 
 

 
Basic
 
63,922

 
63,476

 
63,881

 
63,441

 
Diluted
 
63,922

 
63,476

 
63,881

 
63,441

 



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Cenveo, Inc. and Subsidiaries
Condensed Consolidated Statements of Cash Flows
(in thousands) (Unaudited)
 
 
For the Six Months Ended
 
 
June 29, 2013
 
June 30, 2012
 
Cash flows from operating activities:
 
 
 
 
Net loss
$
(38,028
)
 
$
(27,619
)
 
  Adjustments to reconcile net loss to net cash provided by operating activities:
 

 
 

 
Loss on sale of discontinued operations, net of taxes

 
5,319

 
Loss (income) from discontinued operations, net of taxes
1,534

 
(548
)
 
Depreciation and amortization, excluding non-cash interest expense
30,686

 
31,180

 
Non-cash interest expense, net
5,143

 
3,786

 
Deferred income taxes
4,779

 
(3,381
)
 
Gain on sale of assets
(226
)
 
(1,118
)
 
Non-cash restructuring, impairment and other charges, net
783

 
10,633

 
Loss on early extinguishment of debt, net
7,847

 
11,414

 
Stock-based compensation provision
1,977

 
2,993

 
Gain on insurance claim
(2,670
)
 

 
Other non-cash charges
2,504

 
2,835

 
Changes in operating assets and liabilities, excluding the effects of acquired businesses:
 

 
 

 
Accounts receivable
12,152

 
25,247

 
Inventories
(14,793
)
 
806

 
Accounts payable and accrued compensation and related liabilities
5,487

 
(25,251
)
 
Other working capital changes
2,904

 
(13,009
)
 
Other, net
(10,518
)
 
(7,341
)
 
Net cash provided by operating activities of continuing operations
9,561

 
15,946

 
Net cash used in operating activities of discontinued operations
(215
)
 
(3,959
)
 
Net cash provided by operating activities
9,346

 
11,987

 
Cash flows from investing activities:
 

 
 

 
Cost of business acquisitions, net of cash acquired
(5,145
)
 
(644
)
 
Capital expenditures
(15,730
)
 
(11,282
)
 
Purchase of investment
(1,650
)
 

 
Proceeds from insurance claim
3,036

 

 
Proceeds from sale of property, plant and equipment
7,561

 
1,948

 
Proceeds from sale of intangible asset

 
1,700

 
Net cash used in investing activities of continuing operations
(11,928
)
 
(8,278
)
 
Net cash provided by investing activities of discontinued operations

 
39,875

 
Net cash (used in) provided by investing activities
(11,928
)
 
31,597

 
Cash flows from financing activities:
 

 
 

 
Repayment of 10.5% senior notes

 
(169,875
)
 
Repayment of 7.875% senior subordinated notes
(67,848
)
 
(180,139
)
 
(Repayment) borrowing of Term Loan B due 2016
(389,105
)
 
18,948

 
Repayment of 8.375% senior subordinated notes

 
(24,787
)
 
Payment of financing related costs and expenses and debt issuance discounts
(13,884
)
 
(32,335
)
 
Repayments of other long-term debt
(2,413
)
 
(2,639
)
 
Purchase and retirement of common stock upon vesting of RSUs
(363
)
 
(434
)
 
Proceeds from issuance of 11.5% senior notes

 
225,000

 
Proceeds from issuance of 7% senior exchangeable notes

 
86,250

 
(Repayment) borrowings under revolving credit facility, net
(18,000
)
 
34,700

 
Proceeds from issuance of 15% unsecured term loan due 2017
50,000

 

 
Proceeds from issuance of term loan facility
360,000

 

 
Borrowings under ABL facility due 2017
266,700

 

 
Repayments under ABL facility due 2017
(163,900
)
 

 
Repayment of 15% unsecured term loan due 2017
(15,000
)
 

 
Net cash provided by (used in) financing activities of continuing operations
6,187

 
(45,311
)
 
Net cash used in financing activities of discontinued operations

 
(1,652
)
 
Net cash provided by (used in) financing activities
6,187

 
(46,963
)
 
Effect of exchange rate changes on cash and cash equivalents
161

 
(307
)
 
Net increase (decrease) in cash and cash equivalents
3,766

 
(3,686
)
 
Cash and cash equivalents at beginning of period
8,110

 
17,753

 
Cash and cash equivalents at end of period
$
11,876

 
$
14,067

 


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Cenveo, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
(in thousands)

 
June 29, 2013
 
December 29, 2012
 
 
(unaudited)
 
 
 
Assets
 
 
 
 
Current assets:
 

 
 

 
Cash and cash equivalents
$
11,876

 
$
8,110

 
Accounts receivable, net
244,670

 
258,199

 
Inventories
144,358

 
130,432

 
Prepaid and other current assets
64,989

 
68,299

 
Assets of discontinued operations - current
2,214

 
3,923

 
Total current assets
468,107

 
468,963

 
 
 
 
 
 
Property, plant and equipment, net
266,720

 
281,798

 
Goodwill
190,742

 
191,415

 
Other intangible assets, net
210,808

 
212,904

 
Other assets, net
49,392

 
44,673

 
Assets of discontinued operations - long-term
481

 
1,456

 
Total assets
$
1,186,250

 
$
1,201,209

 
 
 
 
 
 
Liabilities and Shareholders’ Deficit
 

 
 

 
Current liabilities:
 

 
 

 
Current maturities of long-term debt
$
7,483

 
$
11,748

 
Accounts payable
187,800

 
182,799

 
Accrued compensation and related liabilities
25,469

 
24,947

 
Other current liabilities
80,784

 
77,610

 
Liabilities of discontinued operations - current
2,511

 
3,130

 
Total current liabilities
304,047

 
300,234

 
 
 
 
 
 
Long-term debt
1,194,422

 
1,171,870

 
Other liabilities
191,453

 
193,419

 
Liabilities of discontinued operations - long-term
164

 

 
Commitments and contingencies

 

 
Shareholders’ deficit:
 

 
 

 
Preferred stock

 

 
Common stock
640

 
638

 
Paid-in capital
356,595

 
354,983

 
Retained deficit
(790,762
)
 
(752,734
)
 
Accumulated other comprehensive loss
(70,309
)
 
(67,201
)
 
Total shareholders’ deficit
(503,836
)
 
(464,314
)
 
Total liabilities and shareholders’ deficit
$
1,186,250

 
$
1,201,209

 



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Cenveo, Inc. and Subsidiaries
Reconciliation of Operating Income to Non-GAAP Operating Income
(in thousands)
(Unaudited)
 
 
 
For the Three Months Ended
 
For the Six Months Ended
 
 
 
June 29, 2013
 
June 30, 2012
 
June 29, 2013
 
June 30, 2012
 
 
 
 
 
 
 
 
 
 
 
Operating income
 
$
19,165

 
$
28,565

 
$
33,454

 
$
42,718

 
Integration, acquisition and other charges
 
1,980

 
1,574

 
3,305

 
3,321

 
Stock-based compensation provision
 
1,024

 
1,406

 
1,977

 
2,993

 
Restructuring, impairment and other charges
 
2,724

 
4,354

 
6,906

 
18,376

 
Non-GAAP operating income
 
$
24,893

 
$
35,899

 
$
45,642

 
$
67,408

 



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Cenveo, Inc. and Subsidiaries
Reconciliation of Loss from Continuing Operations to Non-GAAP Income (Loss) from Continuing Operations and Related Per Share Data
(in thousands, except per share data)
(Unaudited)
 
 
 
For the Three Months Ended
 
For the Six Months Ended
 
 
 
June 29, 2013
 
June 30, 2012
 
June 29, 2013
 
June 30, 2012
 
 
 
 
 
 
 
 
 
 
 
Loss from continuing operations
 
$
(17,587
)
 
$
(214
)
 
$
(36,494
)
 
$
(22,848
)
 
Integration, acquisition and other charges
 
1,980

 
1,574

 
3,305

 
3,321

 
Stock-based compensation provision
 
1,024

 
1,406

 
1,977

 
2,993

 
Restructuring, impairment and other charges
 
2,724

 
4,354

 
6,906

 
18,376

 
Loss on early extinguishment of debt, net
 
7,720

 
785

 
7,847

 
11,414

 
Income tax benefit (expense)
 
3,657

 
67

 
6,657

 
(2,025
)
 
Non-GAAP income (loss) from continuing operations
 
$
(482
)
 
$
7,972

 
$
(9,802
)
 
$
11,231

 
 
 
 
 
 
 
 
 
 
 
Income (loss) per share – diluted:
 
 
 
 
 
 
 
 
 
Continuing operations
 
$
(0.28
)
 
$
(0.01
)
 
$
(0.57
)
 
$
(0.36
)
 
Integration, acquisition and other charges
 
0.03

 
0.03

 
0.05

 
0.05

 
Stock-based compensation provision
 
0.02

 
0.02

 
0.03

 
0.05

 
Restructuring, impairment and other charges
 
0.04

 
0.07

 
0.11

 
0.29

 
Loss on early extinguishment of debt, net
 
0.12

 
0.01

 
0.12

 
0.18

 
Income tax benefit (expense)
 
0.06

 
0.01

 
0.11

 
(0.03
)
 
Non-GAAP income (loss) from continuing operations
 
$
(0.01
)
 
$
0.13

 
$
(0.15
)
 
$
0.18

 
 
 
 
 
 
 
 
 
 
 
Weighted average shares—diluted
 
63,922

 
63,476

 
63,881

 
63,474

 



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Cenveo, Inc. and Subsidiaries
Reconciliation of Net Loss to Adjusted EBITDA
(in thousands)
(Unaudited)
 
 
 
For the Three Months Ended
 
For the Six Months Ended
 
 
 
June 29, 2013
 
June 30, 2012
 
June 29, 2013
 
June 30, 2012
 
 
 
 
 
 
 
 
 
 
 
Net loss
 
$
(18,883
)
 
$
(401
)
 
$
(38,028
)
 
$
(27,619
)
 
Interest expense, net
 
28,235

 
28,796

 
57,810

 
56,648

 
Income tax expense (benefit)
 
3,088

 
314

 
6,286

 
(1,678
)
 
Depreciation
 
12,216

 
12,956

 
25,472

 
25,971

 
Amortization of intangible assets
 
2,607

 
2,586

 
5,214

 
5,209

 
Integration, acquisition and other charges
 
1,980

 
1,574

 
3,305

 
3,321

 
Stock-based compensation provision
 
1,024

 
1,406

 
1,977

 
2,993

 
Restructuring, impairment and other charges
 
2,724

 
4,354

 
6,906

 
18,376

 
Loss on early extinguishment of debt, net
 
7,720

 
785

 
7,847

 
11,414

 
Loss from discontinued operations, net of taxes
 
1,296

 
187

 
1,534

 
4,771

 
Adjusted EBITDA, as defined
 
$
42,007

 
$
52,557

 
$
78,323

 
$
99,406

 



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###

In addition to results presented in accordance with accounting principles generally accepted in the U.S. (“GAAP”), we use certain non-GAAP financial measures, including Adjusted EBITDA, non-GAAP income (loss) from continuing operations, non-GAAP operating income, non-GAAP operating income margin, and adjusted free cash flow. Adjusted EBITDA is defined as earnings before interest, taxes, depreciation, amortization, integration, acquisition and other charges, stock-based compensation provision, restructuring, impairment and other charges, gain on bargain purchase, loss (gain) on early extinguishment of debt, net and (loss) income from discontinued operations, net of taxes. Non-GAAP operating income is defined as operating income excluding integration, acquisition and other charges, stock-based compensation provision, and restructuring, impairment and other charges. Non-GAAP operating income margin is calculated by dividing non-GAAP operating income into net sales. Non-GAAP income (loss) from continuing operations excludes integration, acquisition and other charges, stock-based compensation provision, restructuring, impairment and other charges, gain on bargain purchase, loss (gain) on early extinguishment of debt, net, and an adjustment to income taxes to reflect an estimated cash tax rate. Adjusted free cash flow is defined as Adjusted EBITDA less cash interest, cash taxes, and capital expenditures, net of proceeds from plant, property and equipment. These are non-GAAP financial measures, as defined herein, and should be read in conjunction with GAAP financial measures. A reconciliation of loss from continuing operations to non-GAAP income (loss) from continuing operations and operating income to non-GAAP operating income is presented in the attached tables. These non-GAAP financial measures are not presented as an alternative to cash flows from continuing operations, as a measure of our liquidity or as an alternative to reported net loss as an indicator of our operating performance. The non-GAAP financial measures as used herein may not be comparable to similarly titled measures reported by competitors.

We believe the use of Adjusted EBITDA, non-GAAP income (loss) from continuing operations, non-GAAP operating income, non-GAAP operating income margin and free cash flow along with GAAP financial measures enhances the understanding of our operating results and may be useful to investors in comparing our operating performance with that of our competitors and estimating our enterprise value. Adjusted EBITDA is also a useful tool in evaluating the core operating results of the Company given the significant variation that can result from, for example, the timing of capital expenditures, the amount of intangible assets recorded or the differences in assets’ lives. We also use Adjusted EBITDA internally to evaluate the operating performance of our segments, to allocate resources and capital to such segments, to measure performance for incentive compensation programs, and to evaluate future growth opportunities. The non-GAAP financial measures included in this press release are reconciled to their most directly comparable GAAP financial measures in the tables included herein.

Cenveo (NYSE: CVO), headquartered in Stamford, Connecticut, is a leading global provider of print and related resources, offering world-class solutions in the areas of custom labels, specialty packaging, envelopes, commercial print, content management and publisher solutions. The company provides a one-stop offering through services ranging from design and content management to fulfillment and distribution. With a worldwide distribution platform, we pride ourselves on

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delivering quality solutions and service every day for our more than 100,000 customers. For more information please visit us at www.cenveo.com.
________________________
Statements made in this release, other than those concerning historical financial information, may be considered “forward-looking statements,” which are based upon current expectations and involve a number of assumptions, risks and uncertainties that could cause actual results to differ materially from such forward-looking statements. In view of such uncertainties, investors should not place undue reliance on our forward-looking statements. Such statements speak only as of the date of this release, and we undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Factors that could cause actual results to differ materially from management’s expectations include, without limitation: (i) the recent United States and global economic conditions, which have adversely affected us and could continue to do so; (ii) our substantial level of indebtedness, which could impair our financial condition and prevent us from fulfilling our business obligations; (iii) our ability to service or refinance our debt; (iv) the terms of our indebtedness imposing significant restrictions on our operating and financial flexibility; (v) additional borrowings that are available to us could further exacerbate our risk exposure from debt; (vi) our ability to successfully integrate acquired businesses into our business; (vii) a decline of our consolidated profitability or profitability within one of our individual reporting units could result in the impairment of our assets, including goodwill, other long-lived assets and deferred tax assets; (viii) intense competition and fragmentation in our industry; (ix) the general absence of long-term customer agreements in our industry, subjecting our business to quarterly and cyclical fluctuations; (x) factors affecting the United States postal services impacting demand for our products; (xi) the availability of the internet and other electronic media may adversely affect our business; (xii) increases in paper costs and decreases in the availability of raw materials; (xiii) our labor relations; (xiv) our compliance with environmental laws; (xv) our dependence on key management personnel; (xvi) our dependence upon information technology systems; and (xvii) our international operations and the risks associated with operating outside of the United States. This list of factors is not exhaustive, and new factors may emerge or changes to the foregoing factors may occur that would impact our business. Additional information regarding these and other factors can be found in Cenveo, Inc.’s periodic filings with the SEC, which are available at www.cenveo.com.

Inquiries from analysts and investors should be directed to Robert G. Burton, Jr. at (203) 595-3005.



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