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| Form 10-K for the year ended December 31, 2007 |
| Form 10-Q for the quarter ended June 28, 2008 |
| File No. 001-01043 |
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Peter
B. Hamilton
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Senior
Vice President and Chief Financial
Officer
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1.
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In
future filings please provide roll-forwards of the restructuring
liabilities for each significant exit plan pursuant to paragraph 20b of
SFAS 146.
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2.
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As
a related matter, please ensure that future disclosures provide
disaggregated quantified disclosure
for individually significant exit plans. Please refer to paragraph 20 of
SFAS 146 and the
disclosure guidance from SAB Topic
5-P.
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2
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| Form 10-K for the year ended December 31, 2007 |
| Form 10-Q for the quarter ended June 28, 2008 |
| File No. 001-01043 |
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3.
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In
future filings please provide a description and quantification of the
significant components of “transformation and other costs” included in
earnings. We see that these costs are significant to the total charge
recognized during the six month
period.
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4.
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In
light of the significant increase in restructuring and exit activities, in
future filings please provide an accounting policy disclosure that
explains how you measure the underlying restructuring and exit charges,
including how you determine the appropriate accounting period to recognize
the expenses. Please make your disclosure specific to the nature of the
actual costs incurred. Please also add disclosure that relates the actual
charges recognized in each period to the actual progress of the underlying
restructuring activities.
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5.
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Under
impairment charges, in future filings please disclose how you determined
the amounts of the charges and the related GAAP applied. We presume based
on the varied nature of your restructuring and exit activities and the
current economic environment that you have applied more than one basis in
GAAP in determining the appropriate accounting for impairments. Please
also provide expanded narrative and appropriate disaggregated quantified
disclosure that explains how the charges relate to the underlying
restructuring and exit activities or were caused by other factors, as
appropriate. Where charges were based on fair value determinations, please
also disclose how fair value was
determined.
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6.
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Please
expand future filings to describe the expected effects on future earnings
and cash flow resulting
from the restructuring and exit activities. In that regard, please
quantify expected cost savings and disclose the initial period in which
those effects are expected to be realized, including whether the cost
savings are expected to be offset by anticipated increases in other
expenses or reduced revenues. The discussion should identify the income
statement line items to be impacted (for example, cost of sales;
marketing; selling, general and administrative expenses; etc.). In later
periods if actual savings anticipated by the exit plan are not achieved as
expected or are achieved in periods other than as expected, please
describe that outcome, its reasons, and its likely effects on future
operating results and
liquidity.
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| Page 3 |
| Form 10-K for the year ended December 31, 2007 |
| Form 10-Q for the quarter ended June 28, 2008 |
| File No. 001-01043 |
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7.
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As
a related matter, while we see that MD&A provides some summary
discussion of the restructuring and exit activities please ensure that
future MD&A disclosure fully considers all of the relevant
quantitative and qualitative disclosure guidance from SAB Topic
5-P.
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The
Company is responsible for the adequacy and accuracy of the disclosures in
the filing;
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Staff
comments or changes to disclosure in response to staff comments do not
foreclose the Commission from taking any action with respect to the
filing; and
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The
Company may not assert staff comments as a defense in any proceeding
initiated by the Commission or any person under federal securities law of
the United States.
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