S-1: Osprey Bitcoin Trust Files S-1 for Exchange Listing

Sentiment:

Registration Statement 6 August 2025 5:31 PM

Osprey Bitcoin Trust files an S-1 registration statement with the SEC to list its shares on Cboe BZX Exchange, aiming to convert its OTCQX-traded units into a continuously offered, arbitrage-enabled Bitcoin investment vehicle.

Delay expectedThe Sponsor may suspend the acceptance of purchase orders or the delivery or registration of transfers of Shares generally, or refused with respect to particular requested creations, during any period when the transfer books of the Sponsor or its delegate are closed or if any such action is deemed necessary or advisable by the Sponsor or its delegate or for any reason at any time or from time to time.The Sponsor may suspend the right to surrender Shares or postpone the delivery date of Bitcoin or other Trust property generally or with respect to a particular redemption order (1) for any period during which the Listing Exchange is closed other than customary weekend or holiday closings, or trading on the Listing Exchange is suspended or restricted, (2) during an emergency as a result of which delivery, disposal or evaluation of Bitcoin is not reasonably practicable, or (3) for such other period as the Sponsor determines to be necessary for the protection of Shareholders.Disruption of services at the Prime Execution Agent or Bitcoin Custodian would have the potential to delay settlement of the Bitcoin related to Share creations and redemptions.Bitcoin transactions that occur on the blockchain are susceptible to delays due to Bitcoin network outage, congestion, spikes in transaction fees demanded by miners, or other problems or disruptions.Any withdrawal and subsequent transaction request to the Custodian by the Trust requires up to twenty-four (24) hour prior notice to process, which may negatively impact the price of the digital asset upon sale due to time delay.

Capital raiseThe Trust is registering an indeterminate number of Shares with the SEC for continuous issuance.Certain selling shareholders intend to offer up to an unspecified number of Shares for sale, from which the Trust will not receive any proceeds.The Trust previously conducted a Rule 504 Offering in June 2020, selling 154,183 Units for up to $5,000,000.The Trust also conducted a November 2020 Offering, selling 4,206,224 Units, which was suspended effective November 1, 2021.

Worse than expectedNet assets decreased by 12% for the three months ended March 31, 2025, from $180,779,483 to $159,058,773.The Trust experienced a net realized and unrealized loss on investment in Bitcoin of $21,157,211 for the three months ended March 31, 2025.Bitcoin price depreciated from $93,393.01 per Bitcoin as of December 31, 2024, to $82,445.02 per Bitcoin as of March 31, 2025, contributing to the loss.

Summary

Osprey Bitcoin Trust (the Trust) is registering an indeterminate number of Shares with the SEC to list on Cboe BZX Exchange, Inc. under the symbol OBTC.
The Trust's investment objective is to reflect the performance of Bitcoin, as measured by the CME CF Bitcoin Reference Rate – New York Variant (the Index), less expenses and liabilities.
Shares will be issued and redeemed in Baskets of 10,000 units, primarily in exchange for Bitcoin or cash, with Authorized Participants facilitating arbitrage to keep the share price aligned with NAV.
Historically, the Trust's shares on OTCQX traded at significant premiums (up to 240.16% on February 16, 2021) and discounts (as low as -46.15% on November 18, 2022) to NAV.
Upon listing, the Sponsor expects the market price and NAV per Share to converge, with net creation of Shares if trading at a premium and net redemption if at a discount.
The Management Fee is an annualized 0.49% of the daily Net Asset Value, accrued daily and paid monthly in U.S. dollars, requiring Bitcoin sales to cover.
The Trust is a passive investment vehicle, not actively managed, and does not use leverage or derivatives.
As of March 31, 2025, the Trust's net assets were $159,058,773, with a NAV per Share of $26.78.
For the three months ended March 31, 2025, the Trust reported a net realized and unrealized loss on investment in Bitcoin of $21,157,211, driven by Bitcoin price depreciation from $93,393.01 to $82,445.02.
For the year ended December 31, 2024, the Trust reported a net realized and unrealized gain on investment in Bitcoin of $120,959,062, driven by Bitcoin price appreciation from $42,014.39 to $93,393.01.
An affiliated investor, Anax Trading, LLC, redeemed 2,400,000 units for $54,057,318 on March 27, 2024, representing approximately 29% of the Trust's units.

Sentiment

Score: 6

Explanation: The filing presents a mixed outlook. While the Trust is moving towards a more liquid and transparent exchange listing, which is a positive step for investors, the recent financial performance (Q1 2025 loss) and the inherent volatility and regulatory uncertainties of the Bitcoin market introduce significant risks. The historical large premiums/discounts on OTCQX highlight past inefficiencies, which the new listing aims to address. The detailed risk factors and potential operational delays temper enthusiasm, but the strategic move to a major exchange and the established service providers offer a degree of confidence in the Trust's operational framework.

Positives

The Trust aims to provide a cost-effective and convenient means of gaining investment exposure to Bitcoin.
The continuous creation and redemption mechanism through Authorized Participants is designed to facilitate arbitrage, potentially reducing premiums and discounts to NAV.
The Sponsor will bear routine operational, administrative, and other ordinary fees and expenses, including custodian fees, listing exchange fees, and ordinary legal fees up to $50,000 annually.
The Trust utilizes Coinbase Custody Trust Company, LLC, a New York State limited purpose trust company regulated by the NYDFS, for Bitcoin safekeeping in segregated cold storage accounts.
The Index (CME CF Bitcoin Reference Rate – New York Variant) is independently calculated and subject to oversight by an Oversight Committee, aiming for resistance to manipulation.
The Sponsor's CEO, Gregory D. King, has extensive experience in creating and launching exchange-traded products, including over 100 ETFs and ETNs.

Negatives

The Trust's shares on OTCQX have historically varied significantly from NAV, experiencing a maximum premium of 240.16% and a low discount of -46.15%.
For the three months ended March 31, 2025, the Trust experienced a net realized and unrealized loss on investment in Bitcoin of $21,157,211 due to Bitcoin price depreciation.
Net assets decreased by 12% to $159,058,773 for the three months ended March 31, 2025.
The Trust is a passive investment vehicle and will not take actions to mitigate the impacts of Bitcoin price volatility.
The value of Shares will decline over time as Bitcoin is sold to pay the Management Fee and other Trust expenses not assumed by the Sponsor.
Shareholders may incur tax liability without an associated distribution from the Trust when Bitcoin is sold to cover expenses.
The lack of full insurance and limited legal recourse against service providers expose the Trust and Shareholders to the risk of loss of Bitcoin.
The Prime Execution Agent's reliance on banking relationships and potential for bank failures could impact the Trust's ability to create or redeem Baskets.
The Trust's limited ability to facilitate in-kind creations and redemptions could adversely affect the arbitrage mechanism, leading to substantial premiums or discounts.
The Bitcoin Custodian also serves several competing exchange-traded Bitcoin products, potentially leading to resource allocation issues or unfavorable terms for the Trust.

Risks

Extreme volatility in Bitcoin prices could lead to a material adverse effect on the value of Shares, potentially resulting in a total or substantial loss of value.
Digital assets are bearer instruments; loss, theft, destruction, or compromise of private keys could result in permanent loss of the asset.
The digital asset industry is new and rapidly evolving, and the value of Shares depends on the continued acceptance of Bitcoin.
Changes in the governance of a digital asset network may not receive sufficient support from users and miners, negatively affecting growth and response to challenges.
The Index has a limited performance history and could fail to track the global Bitcoin price, adversely affecting investment.
Security threats to the Trust's account at the Bitcoin Custodian could halt operations, cause asset loss, or damage reputation.
Bitcoin transactions are irrevocable; stolen or incorrectly transferred Bitcoins may be irretrievable.
Loss of a critical banking relationship for, or the failure of a bank used by, the Prime Execution Agent could adversely impact the Trust's ability to create or redeem Baskets or cause losses.
Digital asset markets in the United States exist in a state of regulatory uncertainty; adverse legislative or regulatory developments could significantly harm Bitcoin or Shares.
If regulators subject the Trust, Trustee, or Sponsor to regulation as a money services business (MSB) or money transmitter, it could result in extraordinary expenses and decreased liquidity.
A determination that Bitcoin is a security may adversely affect its value and the value of Shares, potentially leading to extraordinary expenses or Trust termination.
Competing industries may have more influence with policymakers than the digital asset industry, leading to harmful laws and regulations.
Regulatory changes or actions in foreign jurisdictions may affect the value of Shares or restrict digital asset use.
Actions by regulators or public utilities restricting mining activities could significantly decline such activities, adversely affecting the Bitcoin network.
If the Bitcoin network is used to facilitate illicit activities, businesses facilitating Bitcoin transactions could face increased criminal or civil liability or service cut-offs.
The Trust may be required, or the Sponsor may deem it appropriate, to terminate and liquidate at a time disadvantageous to Shareholders.
Shareholders have limited voting rights and restricted rights to bring derivative actions, requiring two or more unaffiliated shareholders holding at least 10% of outstanding shares for derivative actions.
The Index price used to determine NAV may not be consistent with GAAP, leading to potential differences in reported net assets.
Extraordinary expenses resulting from unanticipated events may become payable by the Trust, adversely affecting Share value.
The Trust's payment of expenses could result in Shareholders incurring tax liability without an associated distribution.
The Trust may be required to indemnify the Sponsor, Trustee, Trust Administrator, Bitcoin Custodian, or Cash Custodian, reducing Trust assets.
Intellectual property rights claims may adversely affect the Trust and Share value.
An affiliate of the Sponsor has a minority equity interest in Circle Internet Financial, the issuer of USDC, which could pose conflicts of interest.
The Sponsor and its affiliates have no fiduciary duties to the Trust and its Shareholders beyond the Trust Agreement, potentially favoring their own interests.
The Sponsor's key personnel also service other affiliates, potentially limiting time and resources devoted to the Trust.
The Bitcoin Custodian could resign or be removed, potentially triggering early dissolution of the Trust.
Coinbase serves as Bitcoin custodian for several competing exchange-traded Bitcoin products, potentially leading to resource allocation issues or unfavorable commercial terms.
Authorized Participants acting for competing products may impact their ability or willingness to participate in the creation/redemption process, affecting liquidity and arbitrage efficiency.
Shareholders and Authorized Participants lack direct claims rights against the Bitcoin Custodian under the Custodian Agreement.
Investment in Shares by ERISA plans or other tax-exempt entities may result in Unrelated Business Taxable Income (UBTI).

Future Outlook

The Trust intends to issue Shares on a continuous basis and expects the market price of the Shares and the NAV per Share to converge immediately prior to listing on the Listing Exchange, closing the current discount to NAV. Post-listing, the Sponsor anticipates net creation of Shares if they trade at a premium and net redemption if at a discount, indicating an effective arbitrage mechanism. The Trust will continue to measure Bitcoin performance by reference to the CME CF Bitcoin Reference Rate – New York Variant. The Sponsor has committed to irrevocably abandon any Incidental Rights and IR Virtual Currency in the future, though this may change with future regulatory developments. The U.S. administration, including the White House and Congress, is prioritizing digital asset legislation, with a proposed bicameral roadmap for a regulatory framework, signaling increasing clarity for the industry.

Management Comments

The Sponsor believes that the use of the Index is reflective of a reasonable valuation of the average spot price of Bitcoin and that resistance to manipulation is a priority aim of its design methodology.
The Sponsor believes that momentum pricing of Bitcoin has resulted, and may continue to result, in speculation regarding future appreciation in the value of Bitcoin, inflating and making the Bitcoin Market Price more volatile.
The Sponsor believes that the security procedures in place for the Trust, including, but not limited to, offline storage, or cold storage, multiple encrypted private key shards, and other measures, are reasonably designed to safeguard the Trust's Bitcoins.
The Sponsor expects that the Trust will not record any cash flow from its operations and that its cash balance will be zero at the end of each reporting period.
The Sponsor has not observed a material difference between the Bitcoin Market Price and average prices from the constituent Bitcoin exchanges individually or as a group.
The Sponsor believes that the Basket size of 10,000 Shares will enable Authorized Participants and Bitcoin Trading Counterparties to manage inventory and facilitate an effective arbitrage mechanism for the Trust.
The Sponsor believes that the arbitrage opportunities may provide a mechanism to mitigate the effect of such premium or discount.

Industry Context

The filing highlights the rapidly evolving and volatile nature of the digital asset industry, particularly Bitcoin. It notes the extreme price volatility experienced by Bitcoin, including significant drawdowns and rallies, influenced by factors like market sentiment, regulatory developments (e.g., 2022 bankruptcies of Celsius, Voyager, FTX, Three Arrows Capital), and political events (e.g., U.S. presidential election). The industry faces significant scaling challenges for public blockchains, and concerns about energy consumption for mining are leading to regulatory scrutiny. Competition from other digital assets (Ethereum, Solana, etc.) and traditional financial institutions developing CBDCs or blockchain-based payment systems is increasing. The regulatory landscape remains uncertain, with ongoing efforts by U.S. federal and state agencies to establish clear frameworks, including recent legislative progress like the GENIUS Act and CLARITY Act, and the rescission of SAB 121 by the SEC. The market is also characterized by concentrated Bitcoin ownership, potential for manipulative trading practices, and limited insurance coverage for digital assets.

Comparison to Industry Standards

The Trust's historical performance on OTCQX, with premiums up to 240.16% and discounts down to -46.15% to NAV, indicates a significant divergence from the underlying asset's value, unlike well-functioning exchange-traded products in traditional markets where arbitrage typically keeps prices closely aligned with NAV.
The Trust's Management Fee of 0.49% is competitive with or lower than some of the recently approved spot Bitcoin ETFs, which typically range from 0.20% to 0.60% (e.g., BlackRock's IBIT at 0.25%, Fidelity's FBTC at 0.25%, Grayscale's GBTC at 1.50% before conversion, now lower).
The use of Coinbase Custody, a NYDFS-regulated trust company, for Bitcoin safekeeping aligns with industry best practices for institutional digital asset custody, comparable to other major spot Bitcoin ETFs that also use Coinbase or similar regulated custodians.
The adoption of the CME CF Bitcoin Reference Rate – New York Variant as the primary index for NAV calculation is consistent with other institutional Bitcoin products, as this index is widely recognized and used for Bitcoin futures contracts on CME, indicating a robust and accepted pricing methodology.
The Trust's structure as a passive investment vehicle, not utilizing leverage or derivatives, is standard for spot Bitcoin ETFs, aiming to directly track Bitcoin's price without additional complexity or risk from active management or financial engineering.

Management Changes

Role	Previous Person	New Person	Effective Date	Reason
General Counsel	NA	Gregory Collett	November 2024	Appointment to the role, bringing 27 years of legal and business experience in financial services, including crypto-focused derivatives and asset management.

Corporate Governance

Change Type	Description	Effective Date	Impact Assessment
Trust Agreement Amendment	The Trust Agreement was amended on April 15, 2022, and further amended on January 18, 2024.	April 15, 2022; January 18, 2024	These amendments govern the Trust's operations, including the issuance and redemption of Shares, and the roles of the Sponsor and Trustee. Shareholders have limited voting rights, with material adverse amendments requiring a majority vote, but other amendments can be made at the Sponsor's sole discretion. This limits shareholder influence over governance.
Derivative Action Threshold	No Shareholder can bring a derivative action unless two or more unaffiliated Shareholders collectively hold at least 10% of outstanding Shares.	NA (part of Trust Agreement)	This provision significantly limits the ability of minority Shareholders to seek redress on behalf of the Trust, potentially increasing costs and making it difficult to meet the threshold, thereby reducing accountability for management actions not covered by federal securities laws.
Sponsor Fiduciary Duties	The Sponsor's general fiduciary duties are defined and limited in scope by the Trust Agreement, allowing the Sponsor to consider interests of parties other than the Trust and Shareholders, provided it does not act in bad faith.	NA (part of Trust Agreement)	This limitation on fiduciary duties means the Sponsor may prioritize its own interests or those of its affiliates, potentially to the detriment of the Trust and its Shareholders, increasing conflict of interest risk.

Legal Proceedings

The SEC has brought enforcement actions against promoters of several digital assets on the basis that the digital assets in question are securities, which could impact Bitcoin's classification.
The SEC filed a complaint against the issuer of XRP, Ripple Labs, Inc., alleging unregistered securities sales, which significantly impacted XRP's market capitalization and led to the dissolution of the Grayscale XRP Trust.
FinCEN assessed a $110 million fine against BTC-E, a defunct digital asset platform, for facilitating crimes such as drug sales and ransomware attacks.
The New York Attorney General entered into an agreement with Tether's operators, requiring them to cease trading with New York persons and pay $18.5 million in penalties for false and misleading statements.
The CFTC announced a settlement with Tether's operators, who agreed to pay $42.5 million in fines for claims regarding insufficient U.S. dollar reserves backing Tether.

Related Party Transactions

The Sponsor (Osprey Funds, LLC) is responsible for the day-to-day administration of the Trust and receives a Management Fee of 0.49% annually, paid monthly in U.S. dollars (historically in Bitcoin).
The Sponsor bears routine operational, administrative, and other ordinary expenses of the Trust (Assumed Expenses), but the Trust remains responsible for certain extraordinary expenses.
REX Services, LLC, a company under common control with the Sponsor, provides legal, compliance, general administrative, operational, and marketing support to the Sponsor.
An affiliated investor, Anax Trading, LLC, which is under common control with the Sponsor, effected a redemption of 2,400,000 Units for $54,057,318 on March 27, 2024, representing approximately 29% of the Trust's Units.
As of March 31, 2025, related parties owned 538,490 Units valued at $14,418,154.
The Sponsor's officers, employees, and/or affiliates may trade Bitcoin or other cryptocurrency markets for their own personal trading accounts, subject to internal policies, which could present conflicts of interest.
The Sponsor owned approximately [ ] Bitcoin, valued at approximately $[ ] as of [ ], 2025 (specific values not provided in the filing for this point).
An affiliate of the Sponsor acts as investment manager to the Circle Reserve Fund, which the issuer of USDC uses to hold reserves backing USDC stablecoins. An affiliate of the Sponsor also has a minority equity interest in the issuer of USDC.

Stakeholder Impact

Shareholders: Will gain access to a more liquid trading market (Cboe BZX Exchange) and potentially reduced premiums/discounts to NAV due to arbitrage mechanisms. However, they face risks from Bitcoin price volatility, regulatory uncertainty, limited legal recourse, and potential tax liabilities without distributions.
Sponsor (Osprey Funds, LLC): Benefits from the Management Fee and increased visibility/scale from the exchange listing. Bears certain operational expenses but is indemnified for others. Faces conflicts of interest due to managing other funds and potential personal trading by affiliates.
Authorized Participants: Will facilitate creation and redemption of Baskets, benefiting from arbitrage opportunities. Face operational risks and potential delays in Bitcoin transfers. Their limited balance sheet capacity could impact liquidity.
Service Providers (e.g., Coinbase Custody, U.S. Bank): Continue to provide essential services (custody, administration, transfer agency) and receive fees. Face risks related to security breaches, operational failures, and regulatory changes in the digital asset space.
Regulators (SEC, CFTC, FinCEN): The filing is a response to regulatory requirements for public offerings. Ongoing regulatory scrutiny and potential new legislation could impact the Trust's operations and the broader digital asset market.
Bitcoin Network/Miners: The Trust's operations contribute to demand for Bitcoin. Regulatory actions impacting mining activities could affect the network's security and Bitcoin's value.

Next Steps

The registration statement needs to become effective for the proposed sale to the public to commence.
The Trust intends to list the Shares on Cboe BZX Exchange, Inc. under the symbol OBTC.
The Trust will continuously offer Shares on an ongoing basis after the registration statement becomes effective.
The Sponsor will notify Authorized Participants of any change in the transaction fee and will not implement any change until after the date of notice.
The Sponsor will post an announcement on its website regarding material changes to the Constituent Bitcoin platforms used to calculate the Index.
The Sponsor will make available an indicative Basket Amount for the next Business Day for cash purchase orders.

Key Dates

Date	Description
2019-01-03	Trust formed as a Delaware statutory trust.
2019-01-22	Trust commenced operations.
2020-06-01	Trust commenced a Rule 504 Offering of up to $5,000,000 of Units.
2020-08-12	Rule 504 Offering closed.
2020-11-01	Date of the Second Amended and Restated Declaration of Trust and Trust Agreement.
2020-11-12	Trust began an offering of an unlimited number of Units pursuant to Rule 506(c) (November 2020 Offering).
2021-01-14	FINRA determined Trust's Units met criteria for trading on the OTC Market.
2021-02-12	Trust's Units began trading on OTC Markets.
2021-02-16	Trust's Units began trading on OTCQX under ticker OBTC; maximum premium of 240.16% to NAV occurred.
2021-03-03	Trust's Units began trading in the OTCQX tier.
2021-11-01	Trust suspended the November 2020 Offering under Rule 506(c).
2022-02-04	Trust entered into Custodian Agreement with Coinbase Custody Trust Company, LLC.
2022-03-10	Trust transferred custodied digital assets from FDAS to Coinbase Custody.
2022-04-15	Amendment to Trust Agreement dated.
2022-11-18	Lowest discount to NAV (-46.15%) occurred.
2023-01-03	Bitcoin Market Price was $16,655.42.
2023-11-03	Effective date of transition to Lukka's pricing services for fair value determination.
2023-12-08	Bitcoin Market Price reached $44,422.02 (high for 2023).
2023-12-31	Fiscal year end; Bitcoin price $42,014.39; Net assets $115,464,264.
2024-01-18	Further amendment to the Trust Agreement dated.
2024-01-23	Bitcoin Market Price was $39,120.89 (low for 2024).
2024-03-05	Trust filed Form 15 with SEC to terminate registration of Units under Section 12(g) of the Exchange Act.
2024-03-27	Trust effected a redemption of 2,400,000 Units for $54,057,318 for an affiliated investor.
2024-09-12	Index Administrator's compliance with UK BMR regulations subject to a Reasonable Assurance Audit under ISAE 3000 standard.
2024-11-01	Gregory Collett became General Counsel of the Sponsor.
2024-11-05	U.S. presidential election results, after which Bitcoin price rallied.
2024-12-17	Bitcoin Market Price reached $106,716.00 (high for 2024).
2024-12-30	Remaining provisions of MiCA (EU regulation) began applying.
2024-12-31	Fiscal year end; Bitcoin price $93,393.01; Net assets $180,779,483.
2025-01-01	Provisions related to issuers of asset-referenced tokens and electronic money tokens under MiCA (EU regulation) apply as of June 30, 2024.
2025-01-21	Bitcoin Market Price reached $106,138.00 (high for Q1 2025).
2025-01-23	President Trump issued an Executive Order outlining commitment to strengthening U.S. leadership in digital asset space.
2025-02-10	Bitcoin transaction fees decreased to $1.24 per transaction on average.
2025-02-14	Sponsor filed a draft registration statement on Form S-1 with the SEC to convert OBTC into an exchange-traded fund.
2025-02-25	David Sacks, Crypto and AI Czar, led a joint press conference on digital assets with members of Congress.
2025-03-10	Bitcoin Market Price was $79,000.01 (low for Q1 2025).
2025-03-31	Quarter end; Bitcoin price $82,445.02; Net assets $159,058,773.
2025-05-13	Sponsor filed amendments to the Form S-1 with the SEC.
2025-06-23	Constituent Platforms for the Index include Crypto.com Exchange, Bitstamp, Bullish, Coinbase, Kraken, itBit, LMAX Digital, and Gemini.
2025-07-17	U.S. Congress passed the GENIUS Act.
2025-08-04	Fair value of Bitcoin was $114,747 per Bitcoin.
2025-08-06	Date of filing of this S-1 registration statement and amendments.

Recommendation

hold

The S-1 filing indicates a strategic move by Osprey Bitcoin Trust to list on a major exchange (Cboe BZX), which is a positive development aimed at improving liquidity and reducing the historical NAV premiums/discounts experienced on OTCQX. This could make the Trust a more efficient vehicle for Bitcoin exposure. However, the recent financial performance for Q1 2025 shows a significant net loss due to Bitcoin price depreciation, highlighting the inherent volatility of the underlying asset. The regulatory landscape for digital assets remains uncertain, posing ongoing risks. While the move to a regulated exchange is a step towards institutional acceptance, the Trust's passive nature means it cannot actively mitigate market downturns. Given the current market conditions and the transition phase, a 'hold' recommendation is appropriate. Investors should monitor the effectiveness of the arbitrage mechanism post-listing and the evolving regulatory environment before making further investment decisions. The significant related-party redemption also warrants careful observation.

Keywords

Bitcoin ETF, Spot Bitcoin, Cryptocurrency, Digital Assets, SEC Filing, S-1 Registration, Osprey Bitcoin Trust, OBTC, Investment Trust, Bitcoin Custody, Arbitrage, NAV, Cboe BZX Exchange, Coinbase Custody, Financial Performance, Regulatory Risk, Blockchain

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