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Form 8-K

sec.gov

8-K — Otter Tail Corp

Accession: 0001466593-26-000049

Filed: 2026-05-05

Period: 2026-05-04

CIK: 0001466593

SIC: 4911 (ELECTRIC SERVICES)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — ottr-20260504.htm (Primary)

EX-99.1 (q12026earningsreleaseex991.htm)

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): May 4, 2026

OTTER TAIL CORPORATION

(Exact name of registrant as specified in its charter)

Minnesota

(State or other jurisdiction of incorporation or organization)

0-53713

(Commission File Number)

27-0383995

(I.R.S. Employer Identification No.)

215 South Cascade Street, P.O. Box 496, Fergus Falls, MN 56538-0496

(Address of principal executive offices, including zip code)

(866) 410-8780

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934:

Title of each class Trading Symbol(s) Name of each exchange on which registered

Common Shares, par value $5.00 per share OTTR The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

Item 2.02    Results of Operations and Financial Condition

On May 4, 2026 Otter Tail Corporation issued a press release announcing its consolidated financial results for the first quarter of 2026. A copy of the press release is furnished herewith as Exhibit 99.1.

The information in this Item 2.02 (including Exhibit 99.1 attached hereto) shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except as shall be expressly set forth by specific reference in such filing.

Item 9.01    Financial Statements and Exhibits

(d)

Exhibits

99.1

Press Release issued May 4, 2026.

104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

OTTER TAIL CORPORATION

Date: May 5, 2026

By: /s/ Tyler J. Nelson

Tyler J. Nelson

Vice President and Chief Financial Officer

EX-99.1

EX-99.1

Filename: q12026earningsreleaseex991.htm · Sequence: 2

Document

Press Release

May 4, 2026

Otter Tail Corporation Announces First Quarter Earnings and Affirms 2026 EPS Guidance

FERGUS FALLS, Minnesota - Otter Tail Corporation (Nasdaq: OTTR) today announced financial results for the quarter ended March 31, 2026.

SUMMARY

•Produced diluted earnings per share of $1.73 in the first quarter of 2026.

•Return on equity of 15% over the trailing twelve months.

•Affirmed 2026 diluted earnings per share guidance range of $5.22 to $5.62.

CEO OVERVIEW

"We are pleased with our first quarter financial results and are well positioned to achieve our financial objectives for the year,” said CEO Chuck MacFarlane. “Across our businesses, our team members executed on our near-term priorities for the benefit of our customers and shareholders.

“Otter Tail Power delivered on our regulatory priorities while making significant progress on our customer-focused rate base growth plan. We obtained approval of our fully settled South Dakota rate case in the first quarter and implemented our new base rates at the beginning of April. We also implemented interim rates at the start of the year for our ongoing Minnesota rate case.

“We completed our wind repowering project earlier this year on budget despite weather-related headwinds delaying the in-service timing. We continue to make progress on our solar, battery storage and large regional transmission projects. Our team members secured the solar panels needed for our two solar development projects during the first quarter, eliminating tariff-related risk and avoiding the potential cost increase for the benefit of our customers.

“We are pleased with the results produced by our Manufacturing segment businesses as our team members’ cost-management efforts over the past year positively contributed to our quarterly results. We are also encouraged by increasing sales volumes in several of our end markets.

“Our Plastics segment businesses benefitted from better-than-expected demand for our products while average sales prices continued to recede in line with our expectations. We completed the second phase of our Vinyltech expansion project earlier this year and look forward to leveraging the additional production capacity. With the conclusion of the second phase, this completes a multi-year expansion project that added 15 percent of additional production capacity, and increased manufacturing space and raw material storage capabilities. This investment will allow us to better serve our customers, pursue growth opportunities and enhance our employee experience.

“We are maintaining our 2026 diluted earnings per share guidance range of $5.22 to $5.62. The fundamentals of our diversified portfolio remain strong, and we are confident in our ability to deliver on our customer-focused growth plan over the long term. Our targeted long-term earnings per share growth rate is 7 to 9 percent, with a total shareholder return of 10 to 12 percent.”

QUARTERLY DIVIDEND

On May 4, 2026, the corporation’s Board of Directors declared a quarterly common stock dividend of $0.5775 per share. This dividend is payable on June 10, 2026 to shareholders of record on May 15, 2026.

CASH FLOWS AND LIQUIDITY

Our consolidated cash provided by operating activities for the three months ended March 31, 2026 was $70.6 million compared to $39.5 million for the three months ended March 31, 2025. The increase in cash provided by operating activities was primarily due to a decrease in working capital requirements, largely driven by the timing of vendor payments and the recovery of fuel cost and rider revenue from our utility customers.

Investing activities for the three months ended March 31, 2026 included capital expenditures of $185.3 million. Our capital investments were largely within our Electric segment and included investments in our solar, wind repowering and other projects.

Financing activities for the three months ended March 31, 2026 included the issuance of $100.0 million of long-term debt by Otter Tail Power; the proceeds of which were used to repay short-term borrowings, fund capital investments and support operating activities. Financing activities for the period also included net short-term borrowings totaling $7.7 million and dividend payments of $24.3 million.

As of March 31, 2026 we had $170.0 million and $140.5 million of available liquidity under our Otter Tail Corporation and Otter Tail Power credit facilities, respectively, along with $348.4 million of available cash and cash equivalents, resulting in total available liquidity of $658.9 million.

SEGMENT PERFORMANCE

Electric Segment

Three Months Ended March 31,

($ in thousands) 2026 2025 Change % Change

Operating Revenues $ 165,870  $ 149,720  $ 16,150  10.8  %

Net Income 35,250  24,708  10,542  42.7

Retail MWh Sales 1,715,724  1,673,004  42,720  2.6  %

Heating Degree Days 3,155  3,451  (296) (8.6)

The following table shows heating degree days as a percent of normal.

Three Months Ended March 31,

2026 2025

Heating Degree Days

92.2  % 100.9  %

The following table summarizes the estimated effect on diluted earnings per share of the difference in retail kilowatt-hour (kwh) sales under actual weather conditions and expected retail kwh sales under normal weather conditions for the three months ended March 31, 2026 and 2025.

2026 vs Normal 2026 vs

2025 2025 vs Normal

Effect on Diluted Earnings Per Share $ (0.05) $ (0.05) $ —

Operating Revenues increased $16.2 million driven by higher retail revenues due to increased rates, higher fuel recovery revenues, increased commercial sales volumes and the recovery of our investments through riders. These increases were partially offset by the impact of unfavorable weather and higher production tax credits, the benefit of which is provided to customers.

Interim rates in Minnesota and South Dakota became effective in January 2026 and December 2025, respectively, and updated base rates in North Dakota went into effect in March 2025. Higher fuel recovery revenues resulted from increased generation from our natural gas and coal-fired facilities. Finally, we benefited from the recovery of our significant rate base investments over the past twelve months, including investments in our wind repowering and solar facility projects.

Net Income increased $10.5 million primarily due to higher retail revenues, partially offset by higher operating and maintenance expenses, including increased labor costs, as well as higher depreciation and interest expense associated with our rate base investments.

Manufacturing Segment

Three Months Ended March 31,

(in thousands) 2026 2025 $ Change % Change

Operating Revenues $ 89,559  $ 81,685  $ 7,874  9.6  %

Net Income 4,283  1,532  2,751  179.6

Operating Revenues increased $7.9 million primarily due to a 5% increase in steel costs, which are passed on to customers, and a 4% increase in sales volumes. Demand improved in certain markets we serve, including the construction and recreational vehicle markets, compared to softer demand and tighter inventory management efforts during the same period last year.

Net Income increased $2.8 million primarily due to higher margins resulting from the mix of products sold, improved production efficiencies and a cost structure aligned with current demand levels. Higher sales volumes also contributed to the increase in earnings. The impact of higher margins and sales volumes was partially offset by higher general and administrative expenses.

Plastics Segment

Three Months Ended March 31,

(in thousands) 2026 2025 $ Change % Change

Operating Revenues $ 91,597  $ 105,948  $ (14,351) (13.5) %

Net Income 32,940  43,439  (10,499) (24.2)

Operating Revenues decreased $14.4 million primarily due to a 19% decrease in average sales prices compared with the same period last year, continuing the multi‑year decline in product pricing from peak levels in late 2022. This decrease was partially offset by a 7% increase in sales volumes. Sales volumes benefited from the opportunistic sale of specialty pipe during the period. Late in the quarter, we also benefited from distributor and contractor demand as they sought to secure inventories in advance of potential PVC resin cost increases.

Net Income decreased $10.5 million as a result of decreased sales prices, partially offset by the increase in sales volumes and a 12% decrease in PVC resin and other input material costs.

Corporate

Three Months Ended March 31,

(in thousands) 2026 2025 $ Change % Change

Net Income (Loss)

$ 137  $ (1,580) $ 1,717  n/m

Net Income improved $1.7 million compared to the same period last year, primarily driven by a higher tax benefit and lower employee healthcare claims under our self-insured healthcare program. These improvements were partially offset by market-driven losses on our corporate-owned life insurance investments.

2026 OUTLOOK

We continue to anticipate 2026 diluted earnings per share to be in the range of $5.22 to $5.62. We expect our earnings mix in 2026 to be approximately 49% from our Electric segment and 51% from our Manufacturing and Plastics segments, net of corporate costs. Our anticipated earnings mix in 2026 deviates from our long-term expected earnings mix of 70% Electric and 30% Non-Electric as we expect Plastics segment earnings to remain elevated in 2026 compared to our long-term view of normal earnings for this segment.

The segment components of our 2026 diluted earnings per share guidance compared with actual earnings for 2025 are as follows:

2025 EPS

by Segment

2026 EPS Guidance

Low High

Electric $ 2.32  $ 2.61  $ 2.69

Manufacturing 0.27  0.26  0.32

Plastics 4.05  2.49  2.71

Corporate (0.09) (0.14) (0.10)

Total $ 6.55  $ 5.22  $ 5.62

Return on Equity 15.6  % 11.5  % 12.3  %

CONFERENCE CALL AND WEBCAST

The corporation will host a live webcast on Tuesday, May 5, 2026 at 10:00 a.m. CT to discuss its financial and operating performance.

The presentation will be posted on our website before the webcast. To access the live webcast, go to www.ottertail.com/presentations and select “Webcast.” Please allow time prior to the call to visit the site and download any software needed to listen in. An archived copy of the webcast will be available on our website shortly after the call.

If you are interested in asking a question during the live webcast, visit and follow the link provided in the press release announcing the upcoming conference call.

FORWARD-LOOKING STATEMENTS

Except for historical information contained here, the statements in this release are forward-looking and made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. The words “anticipate,” “believe,” “can,” “confident,” “could,” “estimate,” “expect,” “future,” “goal,” “intend,” “likely,” “may,” “optimistic,” “opportunity,” “outlook,” “plan,” “possible,” “position,” “potential,” “predict,” “probable,” “projected,” “should,” “target,” “will,” “would” and similar words and expressions are intended to identify forward-looking statements. Such statements are based upon the current beliefs and expectations of management. Forward-looking statements made herein, which may include statements regarding 2026 earnings and earnings per share, long-term earnings, earnings-per-share growth and earnings mix, anticipated levels of energy generation from renewable resources, anticipated reductions in carbon dioxide emissions, future investments and capital expenditures, rate base levels and rate base growth, future raw materials costs, future raw materials availability and supply constraints, future operating revenues and operating results, and expectations regarding regulatory proceedings, as well as other assumptions and statements, involve known and unknown risks and uncertainties that may cause our actual results in current or future periods to differ materially from the forecasted

assumptions and expected results. The Company’s risks and uncertainties include, among other things, uncertainty of future investments and capital expenditures; rate base levels and rate base growth; risks associated with energy markets; the availability and pricing of resource materials; inflationary cost pressures; attracting and maintaining a qualified and stable workforce; changing macroeconomic and industry conditions that impact the demand for our products, pricing and margin; long-term investment risk; seasonal weather patterns and extreme weather events; future business volumes with key customers; reductions in our credit ratings; our ability to access capital markets on favorable terms; assumptions and costs relating to funding our employee benefit plans; our subsidiaries’ ability to make dividend payments; cybersecurity threats or data breaches; the impact of government executive orders, legislation and regulation including foreign trade policy; environmental, health and safety laws and regulations; changes in tax laws and regulations; the impact of climate change including compliance with legislative and regulatory changes to address climate change; expectations regarding regulatory proceedings, assigned service areas, the construction of major facilities, capital structure, and allowed customer rates; actual and threatened claims or litigation; and operational and economic risks associated with our electric generating and manufacturing facilities. These and other risks are more fully described in our filings with the Securities and Exchange Commission, including our most recently filed Annual Report on Form 10-K, as updated in subsequently filed Quarterly Reports on Form 10-Q, as applicable. Forward-looking statements speak only as of the date they are made, and we expressly disclaim any obligation to update any forward-looking information.

Category: Earnings

About the Corporation: Otter Tail Corporation, a member of the S&P SmallCap 600 Index, has interests in diversified operations that include an electric utility and manufacturing businesses. Otter Tail Corporation stock trades on the Nasdaq Global Select Market under the symbol OTTR. The latest investor and corporate information is available at www.ottertail.com. Corporate offices are in Fergus Falls, Minnesota, and Fargo, North Dakota.

Investor Contacts:    Beth Eiken, Manager of Investor Relations, (701) 451-3571

Media Contact:    Stephanie Hoff, Director of Corporate Communications, (218) 739-8535

# # #

OTTER TAIL CORPORATION

CONSOLIDATED STATEMENTS OF INCOME (unaudited)

Three Months Ended March 31,

(in thousands, except per-share amounts) 2026 2025

Operating Revenues

Electric $ 165,870  $ 149,720

Product Sales 181,156  187,633

Total Operating Revenues 347,026  337,353

Operating Expenses

Electric Production Fuel 20,773  14,321

Electric Purchased Power 27,013  30,870

Electric Operating and Maintenance Expense 50,255  48,881

Cost of Products Sold (excluding depreciation) 107,536  104,387

Nonelectric Selling, General, and Administrative Expenses

21,771  21,292

Depreciation and Amortization 29,979  29,375

Electric Property Taxes 4,462  4,228

Total Operating Expenses 261,789  253,354

Operating Income 85,237  83,999

Other Income and (Expense)

Interest Expense (12,636) (11,553)

Nonservice Components of Postretirement Benefits 443  1,282

Other Income (Expense), net 4,442  4,456

Income Before Income Taxes 77,486  78,184

Income Tax Expense 4,876  10,085

Net Income $ 72,610  $ 68,099

Weighted-Average Common Shares Outstanding:

Basic 41,904  41,826

Diluted 42,071  42,062

Earnings Per Share:

Basic $ 1.73  $ 1.63

Diluted $ 1.73  $ 1.62

OTTER TAIL CORPORATION

CONSOLIDATED BALANCE SHEETS (unaudited)

March 31, December 31,

(in thousands) 2026 2025

Assets

Current Assets

Cash and Cash Equivalents $ 348,354  $ 386,193

Receivables, net of allowance for credit losses 183,215  145,496

Inventories 157,055  158,598

Investments

54,887  54,311

Regulatory Assets 25,431  20,437

Other Current Assets 30,018  34,690

Total Current Assets 798,960  799,725

Noncurrent Assets

Investments 78,684  78,823

Property, Plant and Equipment, net of accumulated depreciation 3,064,991  2,876,685

Regulatory Assets 86,942  86,062

Intangible Assets, net of accumulated amortization 4,381  4,642

Goodwill 37,572  37,572

Other Noncurrent Assets 81,279  80,770

Total Noncurrent Assets 3,353,849  3,164,554

Total Assets $ 4,152,809  $ 3,964,279

Liabilities and Shareholders' Equity

Current Liabilities

Short-Term Debt $ 67,971  $ 60,242

Current Maturities of Long-Term Debt 79,964  79,951

Accounts Payable 132,821  93,606

Accrued Salaries and Wages 27,875  35,666

Accrued Taxes 19,414  18,460

Regulatory Liabilities 19,102  16,600

Other Current Liabilities 44,734  46,433

Total Current Liabilities 391,881  350,958

Noncurrent Liabilities and Deferred Credits

Pension Benefit Liability

32,189  32,376

Other Postretirement Benefits Liability 32,128  31,813

Regulatory Liabilities 302,075  297,398

Deferred Income Taxes 307,852  305,931

Deferred Tax Credits 14,281  14,321

Other Noncurrent Liabilities 101,447  106,156

Total Noncurrent Liabilities and Deferred Credits 789,972  787,995

Commitments and Contingencies

Capitalization

Long-Term Debt 1,063,164  963,566

Shareholders’ Equity

Common Shares 209,768  209,528

Additional Paid-In Capital 431,829  434,195

Retained Earnings 1,265,926  1,217,567

Accumulated Other Comprehensive Income 269  470

Total Shareholders' Equity 1,907,792  1,861,760

Total Capitalization 2,970,956  2,825,326

Total Liabilities and Shareholders' Equity $ 4,152,809  $ 3,964,279

OTTER TAIL CORPORATION

CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited)

Three Months Ended March 31,

(in thousands) 2026 2025

Operating Activities

Net Income $ 72,610  $ 68,099

Adjustments to Reconcile Net Income to Net Cash Provided by Operating Activities:

Depreciation and Amortization 29,979  29,375

Deferred Tax Credits (40) (192)

Deferred Income Taxes 977  1,797

Investment Losses

1,646  37

Stock Compensation Expense 6,380  5,758

Other, net (1,565) (969)

Change in Operating Assets and Liabilities:

Receivables (37,719) (38,087)

Inventories 1,829  1,526

Regulatory Assets (1,856) (3,091)

Other Assets 7,046  5,732

Accounts Payable 2,979  (16,360)

Accrued and Other Liabilities (17,886) (13,888)

Regulatory Liabilities 6,651  1,652

Pension and Other Postretirement Benefits (420) (1,920)

Net Cash Provided by Operating Activities 70,611  39,469

Investing Activities

Capital Expenditures (185,281) (58,012)

Proceeds from Disposal of Noncurrent Assets 2,966  1,276

Purchases of Investments and Other Assets (4,693) (4,175)

Net Cash Used in Investing Activities (187,008) (60,911)

Financing Activities

Net Borrowings (Repayments) of Short-Term Debt

7,729  (10,762)

Proceeds from Issuance of Long-Term Debt 100,000  50,000

Dividends Paid (24,251) (22,003)

Payments for Shares Withheld for Employee Tax Obligations (3,973) (3,134)

Other, net (947) (2,496)

Net Cash Provided by Financing Activities

78,558  11,605

Net Change in Cash and Cash Equivalents (37,839) (9,837)

Cash and Cash Equivalents at Beginning of Period 386,193  294,651

Cash and Cash Equivalents at End of Period $ 348,354  $ 284,814

OTTER TAIL CORPORATION

SEGMENT RESULTS (unaudited)

Three Months Ended March 31,

(in thousands) 2026 2025

Operating Revenues

Electric $ 165,870  $ 149,720

Manufacturing 89,559  81,685

Plastics 91,597  105,948

Total Operating Revenues $ 347,026  $ 337,353

Operating Income (Loss)

Electric $ 39,922  $ 29,043

Manufacturing 6,129  2,426

Plastics 44,703  58,876

Corporate (5,517) (6,346)

Total Operating Income $ 85,237  $ 83,999

Net Income (Loss)

Electric $ 35,250  $ 24,708

Manufacturing 4,283  1,532

Plastics 32,940  43,439

Corporate 137  (1,580)

Total Net Income $ 72,610  $ 68,099

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The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

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-Name Exchange Act

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The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

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Local phone number for entity.

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

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Title of a 12(b) registered security.

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Name of the Exchange on which a security is registered.

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-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection d1-1

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

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Trading symbol of an instrument as listed on an exchange.

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- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

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-Name Securities Act

-Number 230

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