Financial Performance - For the three months ended March 31, 2021, the company recognized net income of $13.7 million compared to a net loss of $1.9 million for the same period in 2020, representing a significant turnaround in financial performance [129]. - Total revenues for the three months ended March 31, 2021, were $21.1 million, an increase of 72% from $12.3 million in the same period of 2020, driven by higher product volumes and favorable pricing [131]. - Earnings from equity method investments increased significantly to $18.3 million in Q1 2021, up 121% from $8.3 million in Q1 2020 [141]. - Total other income for the three months ended March 31, 2021, was $17.9 million, a 152% increase from $7.1 million in the same period last year [141]. - The company recognized $4.5 million in income tax expense for Q1 2021, compared to $0.4 million in Q1 2020, driven by a pretax income of $18.2 million [146]. - Consolidated EBITDA for the three months ended March 31, 2021, was $21.2 million, compared to $1.9 million in Q1 2020 [149]. - Consolidated Adjusted EBITDA increased to $26.1 million in Q1 2021 from $10.8 million in Q1 2020 [149]. - The RC segment reported operating income of $22.3 million for Q1 2021, significantly up from $3.5 million in Q1 2020 [154]. - The APT segment generated revenues of $17.0 million in Q1 2021, compared to $9.2 million in Q1 2020 [154]. - Earnings from Tinuum Group increased to $16,362,000 for the three months ended March 31, 2021, compared to $6,438,000 in the same period of 2020, representing a 153% increase [155]. - Earnings from Tinuum Services rose to $1,950,000 for the three months ended March 31, 2021, up from $1,838,000 in the prior year, reflecting a 6% increase [155]. - RC Segment operating income increased to $22,271,000 for the three months ended March 31, 2021, compared to $10,860,000 in the same period of 2020, marking a 105% increase [159]. - Cash distributions from equity method investees were $23.3 million in Q1 2021, compared to $17.1 million in Q1 2020 [149]. - Cash distributions from Tinuum Group for the three months ended March 31, 2021, were $19,749,000, an increase of $6,000,000 compared to $13,764,000 in the same period of 2020 [164]. Revenue Sources - Consumables revenue increased by 85% to $17.0 million for the three months ended March 31, 2021, primarily due to $7.1 million from the Supply Agreement and a favorable pricing mix of $2.1 million [132]. - License royalties from related parties increased to $4.1 million for the three months ended March 31, 2021, up from $3.0 million in the same period of 2020, attributed to higher tonnage produced using M-45 Technology [133]. Operational Changes - The company expects earnings and distributions from its RC segment to substantially cease as of December 31, 2021, due to the wind down of Tinuum Group and Tinuum Services following the expiration of the Section 45 tax credit [123]. - The company entered into a 15-year Supply Agreement with Cabot on September 30, 2020, which is expected to provide material incremental volume and lower operating cost efficiencies [124]. - The acquisition of Marshall Mine was completed for a nominal cash purchase price, with reclamation costs estimated at approximately $19.7 million, of which Cabot will reimburse $10.2 million [126]. - The company incurred cash flow impacts of up to $3.0 million due to a Plant Incident at the Red River Plant, which was shut down for repairs for approximately one week [123]. - The company deferred payroll tax payments totaling $0.4 million under the CARES Act, with repayment scheduled for 2021 and 2022 [128]. - Power generation from coal-fired power dispatch increased approximately 37% for the three months ended March 31, 2021, compared to the same quarter in 2020, indicating a recovery in demand [132]. Cash Flow and Capital Expenditures - Cash and cash equivalents increased from $35.9 million as of December 31, 2020 to $52.2 million as of March 31, 2021, representing a net change of $16.3 million [173]. - Cash flows from operating activities for the three months ended March 31, 2021 increased by $8.7 million compared to the same period in 2020, primarily due to an increase in net income from a loss of $15.6 million in 2020 [174]. - Cash flows from investing activities increased by $6.6 million for the three months ended March 31, 2021, primarily from distributions from equity earnings in excess of cumulative earnings [175]. - Cash flows used in financing activities decreased by $0.9 million for the three months ended March 31, 2021, mainly due to a reduction in dividends paid by $4.5 million [176]. - The company expects to spend $9.5 million in capital expenditures in 2021, an increase from $7.1 million in 2020, primarily for product-specific capital related to the Supply Agreement [171]. - The company expects annual capital expenditures to average approximately $5.0 million in 2022 and beyond [172]. Future Outlook - The company anticipates a significant wind down of operations by the end of 2021 due to the expiration of the Section 45 tax credit period, which will adversely affect financial results [158]. - Future cash flows from Tinuum are expected to range from $50 million to $60 million through 2021, driven by 23 invested facilities as of March 31, 2021 [164]. - The company plans to fund the remaining portion of Reclamation Costs from cash on hand and cash generated from the Supply Agreement [172]. - The company expects material incremental volume and lower operating cost efficiencies from the Supply Agreement, contributing to future operating cash flows [172]. Debt and Obligations - As of March 31, 2021, the company had $4.7 million of borrowing availability under its Line of Credit with no outstanding borrowings [168]. - The Senior Term Loan requires quarterly principal payments of $6,000,000, with a total principal payment of $10,000,000 made for the three months ended March 31, 2021 [167]. - As of March 31, 2021, the company had outstanding surety bonds of $36.7 million related to performance requirements under reclamation contracts [178]. - The company anticipates that obligations secured by surety bonds will be performed in the ordinary course of business, with no continuing obligations expected [178]. - The company has not reported any material changes to its contractual obligations outside of the ordinary course of business as of March 31, 2021 [177].

Revenue Performance - For the three months ended September 30, 2020, total revenues increased by 2% to $19.471 million compared to $19.133 million for the same period in 2019[116]. - Consumables revenue for the same period rose by 7% to $15.844 million, driven by higher volumes, while license royalties decreased by 17% to $3.627 million[116]. - Total revenues for the nine months ended September 30, 2020, were $43,217,000, down 20% from $54,039,000 in the same period of 2019[131]. - Consumables revenue decreased by 19% to $33,231,000 for the nine months ended September 30, 2020, primarily due to lower volume and less favorable price and product mix[131]. - For the three months ended September 30, 2020, total reported revenues were $19,471,000, a slight increase from $19,133,000 in the same period of 2019[151]. Income and Expenses - The company recorded a net income of $5.0 million for the three months ended September 30, 2020, compared to a net income of $3.9 million for the same period in 2019[115]. - Operating expenses for the three months ended September 30, 2020, decreased by 24% to $7,283,000 from $9,585,000 in the same period of 2019[120]. - Payroll and benefits expenses decreased by 14% to $2,285,000 for the three months ended September 30, 2020, primarily due to a reduction in headcount[121]. - Legal and professional fees decreased by 55% to $1,321,000 for the three months ended September 30, 2020, mainly due to cost reductions in consulting and outsourced IT[122]. - Total other income for the three months ended September 30, 2020, was $8,654,000, a decrease of 33% from $12,909,000 in the same period of 2019[126]. - Total other income decreased by 55% to $23.1 million for the nine months ended September 30, 2020, compared to $51.6 million in the same period of 2019[140]. - Income tax expense significantly decreased to $1.3 million for the nine months ended September 30, 2020, compared to $14.9 million in the same period of 2019, driven by a pretax loss of $19.4 million[144]. Impairment and Asset Management - The impairment charge for long-lived assets was $26.1 million as of June 30, 2020, primarily due to a significant decline in revenues from the PGI segment[112]. - Impairment of long-lived assets for the nine months ended September 30, 2020, was $26,103,000, with no comparable expense in 2019[133]. - The company incurred an impairment charge of $23,232,000 in the PGI segment during the nine months ended September 30, 2020[163]. Operational Changes and Agreements - The company entered into a 15-year supply agreement with Cabot Norit Americas, expected to provide material incremental volume and lower operating costs[108]. - The acquisition of Marshall Mine was completed for a nominal purchase price, with associated reclamation costs estimated at approximately $19.7 million[110]. - The company has deferred payroll tax payments totaling $0.3 million under the CARES Act, with repayment scheduled for 2021 and 2022[114]. - The evolving impact and duration of the COVID-19 pandemic may affect the company's business operations and financial performance[181]. - The company expects future operating cost efficiencies and positive impacts on gross margins from operations tied to its Supply Agreement[181]. Segment Performance - The operating income for the Refined Coal segment was $12,817,000 for the three months ended September 30, 2020, down from $18,158,000 in 2019, reflecting a decrease of approximately 29.5%[155]. - The PGI segment reported an operating loss of $1,270,000 for the three months ended September 30, 2020, compared to a loss of $977,000 in the same period of 2019[157]. - For the nine months ended September 30, 2020, equity earnings from Tinuum Group were $20,462,000, down from $50,757,000 in the same period of 2019, indicating a decrease of approximately 59.7%[158]. - The total segment operating income for the nine months ended September 30, 2020 was $870,000, a significant drop from $59,836,000 in the same period of 2019[151]. - PGI Segment operating loss increased to $(33,584,000) for the nine months ended September 30, 2020, compared to $(8,301,000) in 2019, reflecting a significant deterioration in performance[163]. Cash Flow and Financing - Operating cash flow decreased to $34,918,000 for the nine months ended September 30, 2020, compared to $47,598,000 in 2019, a decline of 27.1%[172]. - The company received a PPP Loan of $3.3 million on April 21, 2020, which is unsecured and has a maturity date of April 21, 2022[167]. - As of September 30, 2020, the company had $5.0 million of borrowing availability under its Line of Credit with no outstanding borrowings[171]. - Cash flows from operating activities decreased by $12.7 million for the nine months ended September 30, 2020, compared to the same period in 2019, primarily due to a net income decrease of $47.2 million[173]. - Cash flows used in financing activities decreased by $20.7 million for the nine months ended September 30, 2020, primarily due to a decrease in dividends paid by $8.8 million and principal loan repayments of $6.0 million[175]. Future Outlook - The company anticipates improvements in gross margin starting in 2021 due to a Supply Agreement[132]. - The company expects future cash flows from Tinuum Group to range from $90 million to $110 million through 2021, contingent on maintaining existing contracts and market conditions[166]. - Total capital expenditures for 2020 are anticipated to be lower than in 2019, with an increase expected in 2021 due to planned maintenance[164].

Financial Performance - For the three months ended June 30, 2020, the company reported a net loss of $23.8 million compared to a net income of $8.1 million for the same period in 2019, representing a significant decline in performance [110]. - Total revenues for the three months ended June 30, 2020, were $11.5 million, down 26% from $15.6 million in the same period of 2019, primarily due to lower sales volumes [112]. - Total revenues for the six months ended June 30, 2020, decreased by 32% to $23.746 million compared to $34.906 million for the same period in 2019 [129]. - The company reported a pretax loss of $25.2 million for the six months ended June 30, 2020, compared to pretax income of $30.8 million for the same period in 2019 [146]. - Consolidated Adjusted EBITDA for the six months ended June 30, 2020, was $23.08 million, down from $33.13 million in 2019 [152]. Revenue Breakdown - Consumables revenue decreased by 28% to $8.2 million for the three months ended June 30, 2020, compared to $11.4 million in 2019, driven by a 5.4% decrease in overall power generation [113]. - Consumables revenues decreased by 34% to $17.387 million for the six months ended June 30, 2020, primarily due to lower volumes and a 5% decrease in overall power generation [130]. - License royalties from related parties decreased by 21% to $3.3 million for the three months ended June 30, 2020, due to a reduction in production and lower royalty rates [114]. - The company recognized $8.168 million in earnings from equity method investments for the three months ended June 30, 2020, down 61% from $20.935 million in the same period in 2019 [122]. - Equity earnings from Tinuum Group for the three months ended June 30, 2020, were $6,764,000, down from $19,244,000 in 2019, reflecting a decrease of about 64.8% [159]. Operating Expenses - Operating expenses increased by 366% to $35.1 million for the three months ended June 30, 2020, compared to $7.5 million in the same period of 2019, largely due to the impairment charge [116]. - Operating expenses for the six months ended June 30, 2020, increased by 173% to $44.545 million compared to $16.321 million for the same period in 2019, largely due to an impairment charge [133]. - The company’s payroll and benefits expenses rose by 36% to $3.8 million for the three months ended June 30, 2020, primarily due to severance costs related to an executive resignation [116]. - Payroll and benefits expenses increased by 22% to $6.554 million for the six months ended June 30, 2020, primarily due to severance costs [134]. Impairment Charges - The company incurred impairment charges of $26.1 million related to long-lived assets during the three months ended June 30, 2020, significantly impacting operating expenses [116]. - For the three months ended June 30, 2020, the company recorded an impairment charge of $26.1 million [121]. - The PGI segment incurred an impairment charge of $23,232,000 for the three months ended June 30, 2020, contributing to the increased operating loss [164]. Cash Flow and Liquidity - Cash and cash equivalents increased from $17.1 million as of December 31, 2019, to $21.7 million as of June 30, 2020, reflecting a net change of $4.653 million [183]. - Operating activities provided $24,085,000 in cash for the six months ended June 30, 2020, a decrease of 21.2% from $30,572,000 in 2019 [183]. - The company made principal payments of $12 million on its Senior Term Loan during the six months ended June 30, 2020 [178]. - The company declared and paid quarterly cash dividends of $4.8 million for the six months ended June 30, 2020, compared to $9.2 million in 2019, a decrease of 47.2% [181]. - Cash flows from operating activities decreased by $6.5 million for the six months ended June 30, 2020, compared to the same period in 2019, primarily due to a net income decrease of $48.2 million [184]. Future Outlook and Risks - The company anticipates continued challenges in revenue generation due to the expiration of IRC Section 45 tax credits by December 31, 2021, affecting the RC segment [106]. - The company expects lower royalty rates per ton in 2020 and 2021 due to higher depreciation and reduced lease payments [131]. - The company expects lower pro-rata share of Tinuum Group's earnings for the remainder of 2020 and 2021 due to higher depreciation and reduced lease payments [140]. - Future earnings in the RC segment are expected to be impacted by coal-fired electricity generation dispatch and lease renegotiations [169]. - The company anticipates ongoing challenges related to the commercialization of technologies and operational disruptions due to COVID-19 [192]. COVID-19 Impact - The impact of COVID-19 has led to increased operational costs and inefficiencies, although both business segments have continued to operate during the pandemic [109]. - The company emphasizes the importance of not placing undue reliance on forward-looking statements and advises consulting SEC filings for additional risk discussions [192]. - Risks associated with forward-looking statements include potential changes in regulations, economic conditions, and the impact of COVID-19 on demand for products and services [191].

United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ______________________________________ FORM 10-Q ______________________________________ x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020 or ¨ TRANSITION REPORT PURSUANT TO 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-37822 ______________________________________ | --- | --- | |-------- ...

United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ______________________________________ FORM 10-K ______________________________________ x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-37822 Advanced Emissions Solutions, Inc. (Name of registrant as specified in its charter) Delaware ...

Financial Performance - For the three months ended September 30, 2019, the company recognized net income of $3.9 million, a decrease of 29.1% compared to $5.5 million for the same period in 2018 [110]. - Total revenues for the three months ended September 30, 2019, were $19.1 million, representing a 272% increase from $5.1 million in the same period of 2018 [114]. - For the nine months ended September 30, 2019, total revenues increased to $54,039 thousand, a 306% increase from $13,319 thousand in the same period of 2018 [127]. - Consolidated net income for the nine months ended September 30, 2019, was $26.4 million, down from $28.5 million in the same period of 2018, reflecting a decrease of 7.3% [145]. - Cash flows from operating activities for the nine months ended September 30, 2019, were $47.6 million, an increase of $51.9 million compared to the same period in 2018 [171]. Revenue Breakdown - Consumables revenue increased to $14.7 million for the three months ended September 30, 2019, up 1,314% from $1.0 million in the same period of 2018, primarily due to Carbon Solutions' operations [114]. - Consumables revenue for the nine months ended September 30, 2019 was $41,243 thousand, up 1,626% from $2,390 thousand in the prior year [127]. - License royalties increased by 7% to $4.4 million for the three months ended September 30, 2019, compared to $4.1 million in the same period of 2018 [114]. - The company recognized $50.8 million in equity earnings from Tinuum Group for the nine months ended September 30, 2019, compared to $33.6 million in the same period of 2018 [136]. Operating Expenses - Operating expenses for the three months ended September 30, 2019, totaled $9.6 million, a 130% increase from $4.2 million in the same period of 2018 [117]. - Operating expenses for the nine months ended September 30, 2019 totaled $25,906 thousand, an 81% increase from $14,347 thousand in the same period of 2018 [129]. - General and administrative expenses surged by 149% to $7,699 thousand for the nine months ended September 30, 2019, up from $3,098 thousand in the prior year [132]. - Legal and professional fees rose by 53% to $5,300 thousand for the nine months ended September 30, 2019, compared to $3,459 thousand in the same period of 2018 [129]. Equity Method Investments - Earnings from equity method investments for the three months ended September 30, 2019, were $14.4 million, a 48% increase from $9.7 million in the same period of 2018 [122]. - Earnings from equity method investments increased to $57,051 thousand for the nine months ended September 30, 2019, a 51% increase from $37,857 thousand in the same period of 2018 [134]. - Earnings from equity method investments in Tinuum Group for the three months ended September 30, 2019, were $11.7 million, compared to $8.1 million in the same period of 2018, marking a 44.5% increase [151]. Cash Flow and Liquidity - Cash, cash equivalents, and restricted cash decreased from $23.8 million as of December 31, 2018, to $20.2 million as of September 30, 2019 [169]. - The company declared and paid quarterly cash dividends totaling $13.7 million for the nine months ended September 30, 2019, compared to $15.2 million for the same period in 2018 [164]. - As of September 30, 2019, there were no outstanding borrowings under the Line of Credit, indicating a strong liquidity position [165]. - Total cash distributions from Tinuum Group for the nine months ended September 30, 2019, were $50.3 million, up from $33.6 million in 2018, contributing to improved liquidity [161]. Future Outlook - The company expects lower royalty earnings per ton of refined coal through 2021 due to higher depreciation recognized on royalty-bearing facilities [115]. - The company anticipates future earnings and distributions from Tinuum Group to be lower due to higher depreciation, reduced lease payments, and closures of two utilities [124]. - The company expects future earnings in the RC segment to be influenced by coal-fired electricity generation dispatch and lease renegotiations [152]. - Future cash flows from Tinuum Group are expected to range from $150 million to $175 million through 2021, a decrease from the previous estimate of $175 million to $200 million [161]. Acquisitions and Investments - The company acquired 100% of ADA Carbon Solutions, LLC on December 7, 2018, to expand its product offerings in the mercury control industry [109]. - The company incurred $4.7 million in additional cost of revenue expense due to a step-up in basis of acquired finished goods inventory related to the Carbon Solutions Acquisition [158]. - The company anticipates growth in its target markets and plans to increase research and development activities in the future [181].

Financial Performance - For the three months ended June 30, 2019, the company reported net income of $8.1 million, a decrease of 47.1% compared to $15.3 million for the same period in 2018 [102]. - Total revenues for the three months ended June 30, 2019, were $15.577 million, representing a significant increase of 265% from $4.273 million in the same period of 2018 [105]. - Total revenues for the six months ended June 30, 2019, reached $34.9 million, a 327% increase from $8.2 million in the same period in 2018 [118]. - Net income for the six months ended June 30, 2019 was $22.5 million, primarily due to earnings from equity method investees of $42.6 million [170]. Revenue Breakdown - Consumables revenue increased to $11.386 million for the three months ended June 30, 2019, up 1,468% from $726,000 in the prior year, primarily due to operations from Carbon Solutions [105]. - Consumables revenue increased to $26.5 million for the six months ended June 30, 2019, compared to $1.3 million in 2018, reflecting growth from Carbon Solutions' operations [118]. - License royalties increased by 19% to $4.191 million for the three months ended June 30, 2019, driven by additional third-party investors for new refined coal facilities [105]. - Earnings from equity method investments increased by 32% to $20.935 million for the three months ended June 30, 2019, compared to $15.889 million in the same period of 2018 [112]. - Earnings from equity method investments for the six months ended June 30, 2019, were $42.6 million, up 51% from $28.1 million in the same period in 2018 [127]. Operating Expenses - Operating expenses rose to $7.545 million for the three months ended June 30, 2019, a 47% increase from $5.138 million in the same quarter of 2018 [107]. - Operating expenses increased to $16.3 million for the six months ended June 30, 2019, a 60% increase from $10.2 million in 2018, driven by higher payroll, legal fees, and depreciation [122]. - Legal and professional fees increased by 29% to $1.569 million, attributed to integration costs from the Carbon Solutions Acquisition [109]. - Depreciation and amortization expenses surged by 951% to $757,000 due to the addition of long-lived and intangible assets from the Carbon Solutions Acquisition [111]. Interest and Tax Expenses - Interest expense rose significantly by 382% to $(1.987) million for the three months ended June 30, 2019, compared to $(412,000) in the prior year [112]. - Interest expense rose by $1.6 million to $1.6 million for the three months ended June 30, 2019, primarily due to the Senior Term Loan related to the Carbon Solutions Acquisition [115]. - Income tax expense for the three months ended June 30, 2019, was $6.6 million, compared to a tax benefit of $1.3 million in the same period in 2018, driven by increased pre-tax income [116]. - Income tax expense for the six months ended June 30, 2019, was $8.3 million, up from $1.2 million in the same period of 2018, primarily due to increased forecasted pre-tax income [134]. Cash Flow and Dividends - Cash flows from operating activities for the six months ended June 30, 2019 were $30.6 million, an increase of $34.0 million compared to the same period in 2018 [170]. - Quarterly cash dividends declared during the six months ended June 30, 2019 totaled $9.2 million, compared to $10.2 million in the same period in 2018 [163]. - Cash dividends paid during the six months ended June 30, 2019 were $9.2 million, compared to $10.2 million in the same period in 2018 [173]. - The company repurchased 248,591 shares of common stock for $2.8 million during the six months ended June 30, 2019 [162]. Segment Performance - The RC segment's operating income for the six months ended June 30, 2019, was $49.979 million, compared to $32.977 million for the same period in 2018 [145]. - The PGI segment reported an operating loss of $7.324 million for the six months ended June 30, 2019, compared to a loss of $2.325 million in the same period of 2018 [145]. - PGI segment operating loss increased to $3.9 million for the three months ended June 30, 2019, compared to a loss of $1.4 million in the same period in 2018 [149]. - PGI Segment EBITDA loss was $4.5 million for the six months ended June 30, 2019, an increase of $2.2 million compared to the same period in 2018 [155]. Investments and Future Outlook - The carrying value of the investment in Tinuum Group was $42.5 million as of June 30, 2019, reflecting cumulative pro-rata share of income exceeding cash distributions [130]. - Future cash flows from Tinuum are expected to range from $175 million to $200 million through 2021, based on 21 invested facilities as of June 30, 2019 [159]. - Cash distributions from Tinuum Group were $33.8 million for the six months ended June 30, 2019, up from $25.5 million in 2018 [159]. - Cash distributions from Tinuum Group decreased by $25.5 million for the six months ended June 30, 2019 compared to the same period in 2018 [173]. Debt and Financing - The Senior Term Loan amounts to $70 million, with principal payments of $6 million required quarterly, and $16 million paid during the six months ended June 30, 2019 [161]. - The borrowing availability of the Line of Credit was decreased to $5.0 million due to decreased collateral requirements [165]. - The financial covenants in the Line of Credit were amended to maintain a minimum cash balance of $5.0 million [167]. - As of June 30, 2019, there were no outstanding borrowings under the Line of Credit [164].

United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ______________________________________ FORM 10-Q ______________________________________ x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2019 or ¨ TRANSITION REPORT PURSUANT TO 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-37822 ______________________________________ | --- | --- | |-------- ...