RENDERED: JUNE 18, 2021; 10:00 A.M. NOT TO BE PUBLISHED
Commonwealth of Kentucky Court of Appeals NO. 2019-CA-1090-MR
THOMAS MAGINNIS APPELLANT
APPEAL FROM JEFFERSON CIRCUIT COURT v. HONORABLE GINA KAY CALVERT, JUDGE ACTION NO. 17-CI-500728
NINAMARY MAGINNIS APPELLEE
OPINION AFFIRMING IN PART, VACATING IN PART, AND REMANDING
** ** ** ** **
BEFORE: GOODWINE, K. THOMPSON, AND L. THOMPSON, JUDGES.
THOMPSON, K., JUDGE: Thomas Maginnis appeals from the property division
and maintenance determinations made by the Jefferson Family Court in its order
which contained findings of fact, conclusions of law, and the decree dissolving his
marriage to Ninamary Maginnis. We vacate the valuation of a marital business,
which means we must also vacate the maintenance award.
Thomas and Ninamary were married in 1986 and separated in 2017.
At the time of the trial in 2019, Ninamary was 62 and Thomas 58, and they had no minor children. Ninamary was admitted to practice law in 1998 and worked in the
legal field until being diagnosed with leukemia in 2014. Though she maintained
her law license, she was declared totally disabled by the Social Security
Administration in 2017. Thomas has a high school diploma and had taken some
college courses.
In 1994, the parties started a business called Chimney Master.
Thomas performed the manual labor as a chimney sweep and Ninamary performed
some other tasks, such as bookkeeping. At the time of trial, Chimney Master had
one other employee.
As it pertains to this appeal, the main issues remaining for resolution
at trial were valuing Chimney Master and determining whether Ninamary was
entitled to maintenance (and, if so, in what amount and for what duration). In
conjunction with this dispute, the parties wished to rely on valuation testimony by
expert witnesses.
On December 17, 2017, Ninamary served interrogatories on Thomas
that included a request for disclosure of any expert witnesses in accordance with
the Kentucky Rules of Civil Procedure (CR) 26.02(4)(a)(i).
Ninamary’s expert testimony disclosure was filed on January 29,
2018, and stated that she would call Chris Johnson, a certified public accountant
(CPA), to testify during a February 8, 2018 hearing and may continue his
-2- testimony at a future trial for final adjudication. At that time, Ninamary disclosed
Johnson’s curriculum vitae (CV) and that he would testify as to the financial
standing and earning potential of Chimney Master based on his analysis of the
business and financial records from 2015 and 2016, the business’s well-being, and
current earnings potential. Johnson was expected to testify that Thomas has the
ability to earn a gross income of $13,000 to $15,000 per year, Chimney Master is a
going concern with excellent future income potential but that he believed that not
all invoice amounts for those years are accounted for in the operating bank
account, totaling $45,000.
Although Johnson apparently prepared a report valuing Chimney
Master dated January 1, 2018, it is unclear when Ninamary produced this report for
Thomas. On June 7, 2018, Thomas requested a continuance of the trial on several
bases including that Ninamary had disclosed to him that she had obtained an expert
to value the business but had failed to provide a copy of the valuation and
credentials. Thomas’s motion for a continuance was granted, with the family court
indicating it would not reschedule the trial until the parties indicated they were
ready.
In a hearing order filed on November 21, 2018, the family court
scheduled the trial for February 26, 2019, and ordered the parties to file a list of the
-3- witnesses they intended to call for trial no later than noon on February 16, 2019.
The parties continued to engage in discovery up until shortly before trial.
On February 15, 2019, Thomas filed his hearing memorandum which
disclosed his witnesses and separately filed expert testimony disclosures for two
witnesses. As for the expert testimony disclosure for CPA Melissa DeArk,
Thomas stated she would provide expert testimony concerning her analysis of the
business valuation of Chimney Master prepared by Johnson and listed the
documents she was expected to rely on including the parties’ federal tax returns
and Johnson’s report, and provided her CV. This disclosure did not clarify what
DeArk’s opinion was of Johnson’s valuation or his methodology, or what the basis
for such an opinion would be.
On February 18, 2019, past the deadline set by the family court,
Ninamary filed her hearing memorandum listing her witnesses, including expert
witness Johnson.
The trial proceeded as scheduled on February 26, 2019. Ninamary
called Johnson to testify as to the value of Chimney Master. Johnson’s testimony
was largely consistent with his written report but differed in one important respect
regarding the “enterprise value” as opposed to the “total value” of Chimney
Master. In Johnson’s written report he concluded Chimney Master’s “enterprise
value” was $284,141 but in his testimony he concluded Chimney Master’s “total
-4- value” was $284,414.1 In Johnson’s testimony and in his written report, he
consistently stated that 70% of Chimney Master’s value was personal goodwill
(deemed “personal attributes” in the report) and 30% was enterprise goodwill
(deemed “enterprise attributes” in the report). However, during his testimony he
clarified that the 30% “enterprise value” of Chimney Master calculated out to
about $85,000 of the total value of $284,414.
Thomas attempted to call DeArk, as a “rebuttal expert.” Before
DeArk offered any substantive testimony, Ninamary objected, and a lengthy bench
conference ensued. Ninamary’s counsel stated that Thomas failed to disclose
DeArk as an expert witness and provide her opinion in response to interrogatories
and his disclosure of her as a witness for trial had “vaguely” provided the subject
matter of DeArk’s opinion but not the opinion itself, so Ninamary could not
effectively cross-examine DeArk. We note that while Ninamary deposed other
witnesses after DeArk was disclosed, she made no attempt to depose DeArk.
Thomas responded that DeArk would be testifying as a rebuttal
witness about whether Johnson’s report was done properly, without placing an
overall value on Chimney Master of her own, and was not truly functioning as an
expert witness. Thomas also argued expert rebuttal witnesses are exempt from the
1 The valuation was sometimes expressed as $284,141 and sometimes as $284,414; the first figure appeared in the conclusion of Johnson’s report.
-5- usual disclosure obligations. The family court found Thomas’s disclosure did not
give Ninamary “any idea” of DeArk’s planned testimony and, consequently,
refused to permit DeArk to testify as an expert.
In its post-trial order, the family court divided the marital property. In
doing so, the family court adopted Johnson’s $284,141 valuation of Chimney
Master, awarded Chimney Master to Thomas and ordered Thomas to pay
Ninamary half its value, $142,070. The family court properly noted that
“transferable goodwill” was a factor in determining a business’s value, but it
nonetheless did not make any findings regarding Chimney Master’s goodwill. The
family court stated it excluded DeArk from testifying because Thomas “did not
disclose” her.
As to maintenance, the family court found Ninamary to be
permanently disabled and to have a monthly income of $2,007. The family court
found that Thomas’s tax returns did not completely reflect his income because of
testimony asserting that he received cash payments for Chimney Master that he did
not report. The family court also stated that Thomas admitted he kept a safe full of
cash in a domestic violence companion case. The family court found Thomas’s
average gross income to be $160,308, based upon Chimney Master invoices for
three recent years. Without explaining its calculations or their supporting
evidentiary basis, the family court then determined Thomas’s “average net pay” to
-6- be $109,440 annually. Ultimately, the family court awarded Ninamary $3,300 per
month in maintenance until she remarries, cohabits, or dies.
Both Ninamary and Thomas moved under CR 59.05 to alter, amend,
or vacate. In relevant part, Thomas argued the family court erred by excluding
DeArk’s testimony and by stating that she had not been disclosed. Thomas also
argued the family court erred by not addressing personal or enterprise goodwill in
valuing Chimney Master, as Johnson had provided unrebutted goodwill evidence.
Thomas also argued it was improper for the family court to rely on testimony from
the domestic violence case to conclude that he had a “safe full of cash.” In
addition, Thomas argued his net annual income was only $44,945, but he did not
specifically argue that the family court failed to explain how it arrived at its far
different calculation for his net income. Finally, Thomas contended the $3,300
monthly maintenance award was unconscionable.
In its order denying Thomas’s CR 59.05 arguments, the family court
recognized Thomas had listed DeArk as a rebuttal witness but nonetheless denied
relief because “[a] generalized statement outlining a broad subject matter about
which an expert may testify does not sufficiently apprise the other party of the
information needed to prepare for trial as contemplated and mandated by the notice
requirements of CR 26.02(4)(a).” As to the goodwill component of valuing
Chimney Master, the family court held:
-7- A party claiming property acquired during the marriage is nonmarital, pursuant to § KRS 403.190(2), bears the burden of proof. No evidence was presented to indicate that a chimney sweep generates personal goodwill in the same way as a doctor, lawyer, or other person in a relationship of trust with a patient or client, and no expert testimony was introduced to place a value on such personal goodwill, which would be non-marital property. It was not the Court’s burden to make that argument or to generate speculative dollar figures on behalf of [Thomas].
(Citation omitted.)
The family court also declined to strike its reliance upon Thomas’s
statement about keeping a safe with cash in the DVO action because “[t]he Court is
entitled to take judicial notice of public records such as the DVO proceedings, and
certainly of public records created in front of the Court, between the same two
Parties” and “[Ninamary’s] testimony and the recording of [Thomas] admitted
during the trial provided ample evidence to determine that [Thomas] keeps a safe
full of cash.” Thomas then filed this appeal.
Thomas’s first main argument is that the family court erred by
refusing to permit DeArk to testify. “In reviewing the trial court’s ruling on the
admissibility of expert testimony, we apply the abuse of discretion standard.”
Burton v. CSX Transp., Inc., 269 S.W.3d 1, 6 (Ky. 2008). That standard also
applies to our review of a trial court’s decision regarding the admissibility of
rebuttal evidence. Clutter v. Commonwealth, 322 S.W.3d 59, 65 (Ky. 2010).
-8- CR 26.02(4)(a)(i) provides as follows:
A party may through interrogatories require any other party to identify each person whom the other party expects to call as an expert witness at trial, to state the subject matter on which the expert is expected to testify, and to state the substance of the facts and opinions to which the expert is expected to testify and a summary of the grounds for each opinion.
CR 26.05(a)(ii) clarifies:
A party is under a duty seasonably to supplement his response [to a request for discovery] with respect to any question directly addressed to . . . the identity of each person expected to be called as an expert witness at trial, the subject matter on which he is expected to testify, and the substance of his testimony.
Ninamary previously sent Thomas discovery requests including an
interrogatory asking him to identify any expert witness and to provide the “subject
matter on which the expert is expected to testify; . . . [t]he substance of the facts
and the opinions about which the expert is expected to testify, and [a] summary of
the grounds for each opinion.” This was a proper request pursuant to CR
26.02(4)(a)(i), which required Thomas to supplement his response pursuant to CR
26.05(a)(ii) once he formed the expectation that he would call DeArk at trial.
While, arguably, that might not have been until Thomas submitted her name as a
potential witness, at that time he still needed to comply with the discovery request
regarding disclosure.
-9- An expert witness disclosure “is not merely pro forma but . . . serves
the purpose of putting the opposing party on notice of procedural rules that should
be followed and allows a party to prepare to handle the witness as an expert rather
than as a lay witness.” Hashmi v. Kelly, 379 S.W.3d 108, 114 (Ky. 2012).
“[V]ague or general language” in a disclosure is insufficient. Id. at 111. “A
generalized statement outlining a broad subject matter about which an expert may
testify does not sufficiently apprise the other party of the information needed to
prepare for trial as contemplated and mandated by the notice requirements of CR
26.02(4)(a)” because “[t]he discovery of the substance of an expert witness’s
expected testimony is essential to trial preparation.” Clephas v. Garlock, Inc., 168
S.W.3d 389, 393-94 (Ky.App. 2004).
We agree with Thomas that the family court erred in its provided
reasoning for DeArk’s exclusion, that she had not been disclosed as a witness,
which was clearly contradicted by the record. However, the family court corrected
this faulty reasoning in its subsequent order regarding the motions to alter, amend,
or vacate by clarifying that Thomas’s prior disclosure of DeArk, which essentially
stated only that DeArk would offer unspecified testify about Johnson’s report and
about Ninamary’s marital claims, was insufficient. Given that order, we discern no
abuse of discretion here.
-10- Additionally, we are faced with an “insurmountable difficulty in that
no avowal was made as to what the witness would testify. Such failure prevents us
from judicially determining the propriety of the trial court’s action.” Houser v.
Coursey, 310 Ky. 625, 221 S.W.2d 432, 434 (1949). We must have more
information to determine how excluding DeArk prejudiced Thomas. See Bayless
v. Boyer, 180 S.W.3d 439, 447 (Ky. 2005).
Alternately, Thomas argues “rebuttal experts” are exempt from the
requirements of CR 26.02. The plain language of the rule does not contain any
type of lesser requirements for disclosures of rebuttal experts.2
While more leeway is given in presenting rebuttal witnesses when a
witness makes a disclosure on the stand which could not have been previously
anticipated, this is not the situation before us where Johnson’s report was available.
Compare with Morrow v. Stivers, 836 S.W.2d 424, 430 (Ky.App. 1992).
In sum, because DeArk would have been testifying as an expert,
Thomas had a duty under CR 26.02(4)(a)(i) to provide the “subject matter on
which [DeArk] is expected to testify, and to state the substance of the facts and
2 We note that even under the Federal Rules of Civil Procedure (Fed. R. Civ. P.) 26(a)(2)(D)(ii), which provides that witnesses “intended solely to contradict or rebut evidence on the same subject matter identified by another party” need not be disclosed until within thirty days of the other party’s disclosure, does not exempt them from other disclosure requirements. Even if a party is exempted from providing such expert’s written report, the party must still disclose “a summary of the facts and opinions to which the witness is expected to testify.” Fed. R. Civ. P. 26(a)(2)(C)(ii).
-11- opinions to which [DeArk] is expected to testify and a summary of the grounds for
each opinion.” He failed to make an adequate disclosure when he named her as a
witness which would apprise Ninamary about DeArk’s probable testimony.
Thomas’s next argument is that the family court’s valuation of
Chimney Master is fatally flawed because it ignores the analysis in Johnson’s
report and testimony that 30% of Chimney Master’s value was due to enterprise
goodwill, a marital asset, and 70% of Chimney Master’s value was due to personal
goodwill, a nonmarital asset. Pursuant to Gaskill v. Robbins, 282 S.W.3d 306 (Ky.
2009), there is a distinction between enterprise goodwill, which is a marital asset
and can be divided in a dissolution, and personal goodwill, which is nonmarital.
We agree with Thomas that the judgment must be vacated on this basis.
“The valuation of a business is complicated, often speculative or
assumptive, and at best subjective . . . . Nonetheless, when a business is
established during a marriage and is thus marital property, the trial court is
required to fix a value and divide it between the spouses.” Id. at 311 (paragraph
break omitted). As it pertains to this case, quoting approvingly from Yoon v. Yoon,
711 N.E.2d 1265, 1268-70 (Ind. 1999) (citations and quotation marks omitted),
Gaskill instructed family courts to allocate personal and enterprise goodwill when
valuing and dividing a business:
Goodwill in a professional practice may be attributable to the business enterprise itself by virtue of its existing
-12- arrangements with suppliers, customers or others, and its anticipated future customer base due to factors attributable to the business. It may also be attributable to the individual owner’s personal skill, training or reputation. This distinction is sometimes reflected in the use of the term “enterprise goodwill,” as opposed to “personal goodwill.”
Enterprise goodwill is based on the intangible, but generally marketable, existence in a business of established relations with employees, customers and suppliers. . . . Enterprise goodwill is an asset of the business and accordingly is property that is divisible in a dissolution to the extent that it inheres in the business, independent of any single individual’s personal efforts and will outlast any person’s involvement in the business. ...
In contrast, the goodwill that depends on the continued presence of a particular individual is a personal asset, and any value that attaches to a business as a result of this “personal goodwill” represents nothing more than the future earning capacity of the individual and is not divisible. . . .
....
In sum, to the extent a business or profession has goodwill (or has a value in excess of its net assets) it is a factual issue to what extent, if any, that goodwill is personal to the owner or employee and to what extent it is enterprise goodwill and therefore divisible property.
Gaskill, 282 S.W.3d at 314.
Gaskill does not explicitly state that all business valuations henceforth
must contain an enterprise versus personal goodwill analysis. Nonetheless, we
reject Ninamary’s argument that the goodwill analysis in Gaskill was not
-13- mandatory here. First, as Gaskill recognized, Kentucky law had already
recognized that “goodwill is a factor to be considered in arriving at the value of a
business[.]” Id. at 312. Second, the family court in Gaskill did not engage in an
enterprise versus personal goodwill analysis in dividing the medical practice–
indeed, there was no Kentucky law at the time authorizing it to do so.
Nonetheless, our Supreme Court found the family court erred by failing to conduct
that analysis, explaining: “If the value of goodwill can be reasonably determined
at all, the amount of enterprise goodwill, which is all that can be considered as
marital property, can be determined. Therefore the trial court erred in failing to
consider personal and enterprise goodwill.” Id. at 315 (paragraph break omitted).
If it was error to not conduct an analysis which was not authorized under Kentucky
law, it must be error to fail to conduct the analysis after the law has been settled.
Ninamary also argues that Gaskill is inapplicable here because it dealt
with valuing a professional business, unlike Chimney Master. Ninamary’s
argument places her in the unusual position of asking us to affirm the family
court’s decision to ignore her own expert’s unrebutted testimony. Unfortunately,
the parties have not cited, nor have we independently located, any binding
authority definitively addressing whether Gaskill applies to valuing professional
and nonprofessional business entities alike.
-14- However, there is no explicit indication in Gaskill that it was intended
to only apply to valuing professional businesses. Indeed, the Indiana Supreme
Court’s decision in Yoon, which our Supreme Court quoted at length and deemed
“compelling” repeatedly refers to valuing “a business or practice” or “a self-
employed business or professional practice” or “a business or profession[.]”
Gaskill, 282 S.W.3d at 313-14 (quoting Yoon, 711 N.E.2d at 1268-70). Moreover,
the practical effect of Ninamary’s argument would be to permit family courts to
ignore goodwill testimony when valuing nonprofessional businesses.
Rabe v. Rabe, No. 2011-CA-001972-MR, 2015 WL 3505232
(Ky.App. May 29, 2015) (unpublished), discussed by the parties, is—in addition to
being unpublished and therefore not binding—materially distinguishable. Unlike
the case at hand, in Rabe “no testimony was offered suggesting that any of the
business’s goodwill was personal.” Id. at *3. When valuing a business, ignoring
unrebutted goodwill evidence is not the same as failing to sua sponte create and
assign personal goodwill to a business. In short, though the issue may more often
arise when valuing a professional entity, we conclude Gaskill also applies to
valuing nonprofessional entities.
We are left here with the question of whether the family court erred
by accepting Johnson’s overall valuation while ignoring his component conclusion
that only thirty percent of its value is marital (enterprise goodwill). Precedent has
-15- long held that a family court’s valuation will be affirmed if it “reasonably
approximated the [entity’s] net value[,]” Clark v. Clark, 782 S.W.2d 56, 59
(Ky.App. 1990), and falls “within the range of the competent testimony[,]” Roberts
v. Roberts, 587 S.W.2d 281, 283 (Ky.App. 1979).
A finder of fact does not have to accept blindly the valuation
testimony and conclusions of an expert, even if they are unrebutted. Cf. 31A AM.
JUR. 2D Expert and Opinion Evidence § 245 (2021). However, the finder of fact
must provide a legitimate explanation for rejecting uncontradicted evidence or it
will be reversed as acting in an arbitrary and unsupported manner. Kroger Limited
Partnership I v. Boyle County Property Valuation Administrator, 610 S.W.3d 332,
338 (Ky.App. 2020).
The family court incorrectly indicated there was no goodwill evidence
for it to consider and justified its division based on this faulty understanding of the
evidence. The family court cannot be deemed to have reasonably approximated
the marital value of Chimney Master when it failed to address unrebutted evidence
of the entity’s enterprise versus personal goodwill. Ignoring Johnson’s goodwill
conclusions led to a roughly $200,000 increase in the marital portion of Chimney
Master’s value. Therefore, we vacate the family court’s valuation of Chimney
Master and remand with instructions to address Johnson’s goodwill conclusions by
either: (1) accepting them and apportioning the value of Chimney Master in
-16- accordance therewith, or (2) rejecting them, and providing a sufficient explanation
for so doing.
Thomas’s final main argument is that the family court erred in
awarding maintenance to Ninamary. Thomas notes that in failing to properly
divide Chimney Master and treating its value as entirely marital that the family
court was committing the very error warned about in Gaskill, that “attach[ing] [his]
future earnings [from his personal goodwill]” and “then award[ing] maintenance
[to Ninamary] . . . would amount to ‘double dipping’ and cause a dual inequity to
[Thomas].” Gaskill, 282 S.W.3d at 315.
As a matter of course, we must vacate the maintenance award as it is
dependent upon a proper antecedent property allocation. Jones v. Jones, 245
S.W.3d 815, 820 (Ky.App. 2008). However, we note that Thomas’s argument
about the combined inequity of the current award to Ninamary of half of the
business’s value without excluding the personal goodwill which is Thomas’s
individual property and awarding maintenance based on what he earns through
performing manual labor for Chimney Master is well taken. The family court
should keep these issues in mind on remand.
We typically do not opine on the propriety of a vacated decision, but
because the family court will have to re-address maintenance on remand, we will
briefly address two issues which are likely to recur. Thomas argues the family
-17- court should not have based its calculation of his income, which obviously is an
important factor in assessing maintenance, on an alleged statement he made in
DVO proceedings about having a “safe full of cash.” The parties have not cited to
where the relevant portion of the DVO proceeding was discussed at trial or may be
located in the record, nor does it appear as if Thomas designated the DVO record
to be included in this appeal’s record.
Generally, “[i]f evidence is missing from the record, we must assume
that the trial court’s decision is supported by the record.” King v. Commonwealth,
384 S.W.3d 193, 194 (Ky.App. 2012). Moreover, as the family court noted in its
order denying Thomas’s CR 59.05 motion, Ninamary introduced into evidence at
trial many exhibits, included in which is a transcript of a recording of Thomas (the
accuracy of which he has not challenged) admitting, albeit not under oath, that he
had some sort of lockbox containing cash. Therefore, though the parties have not
pointed to where the lockbox of cash was specifically discussed at the trial, there
was at least some evidence in this case about Thomas keeping cash on hand. There
was also testimony that Chimney Master’s invoices did not align precisely with the
income claimed in tax documents.
If Ninamary had raised the issue of Thomas’s previous testimony
about the lockbox in the trial, it perhaps could have been admitted. However, this
would have given Thomas the opportunity to object and perhaps testify to provide
-18- clarification of his previous statement and explain how much cash he kept on hand
and whether it was funded through cash receipts from Chimney Master. We note
that a safe full of cash can mean $500,000 to one witness and $500 to another
witness. In the family court inserting the DVO testimony on its own, it thereby
deprived the parties from fully addressing this claim. The lack of specificity and
the reliance upon DVO proceedings which lacked specificity as to the amount
contained in Thomas’s safe is an insufficient foundation for the family court’s
judgment. On remand, the family court’s decision should be based upon evidence
admitted in this case.
Thomas also argues that the family court’s calculation of his net
income is unexplained and not supported by citations to evidence. We agree.
The family court averaged three years of invoices from Chimney
Master to determine that Thomas’s gross income was $160,308 per year, and then
found that Thomas’s “average net pay would be approximately $109,440 per year,
or $9,120 per month.” It is unclear how the family court derived that net income
figure. Even Ninamary only weakly posits that the family court’s finding that
Thomas’s monthly net income is $9,120 is “very close” to the $8,872 net monthly
income figure contained in her proposed findings. But the family court’s figure is
roughly $250 per month more than Ninamary’s. We do not know how the family
court reached its calculation of Thomas’s net income.
-19- We are cognizant that, as Ninamary notes, Thomas has not cited to
where he preserved this argument for review. Indeed, this specific argument was
not raised in his CR 59.05 motion, which would have been his first opportunity to
challenge the family court’s unexplained net income calculations. However, the
apparent lack of preservation is of limited practical value because the family court
will have to address maintenance afresh on remand, and in so doing will have to
reassess Thomas’s income.
“[A] finding of fact is viewed as clearly erroneous if not supported by
substantial evidence of a probative value.” Maxwell v. Maxwell, 382 S.W.3d 892,
895 (Ky.App. 2012). Though we need not definitively opine on the matter now, on
remand the family court must ensure its findings are supported by substantial
evidence and its mathematical computations are sufficiently explained.
For the foregoing reasons, the Jefferson Family Court’s order dividing
the marital property and awarding maintenance is affirmed in part and vacated in
part and the matter is remanded for further proceedings consistent with this
Opinion.
ALL CONCUR.
-20- BRIEFS FOR APPELLANT: BRIEF FOR APPELLEE:
Grant M. Helman Eugene L. Mosley Stuart A. Scherer Louisville, Kentucky Louisville, Kentucky
-21-