SEC Comment Letter 0000000000-23-000712 to AAR CORP (AIR) (CIK 0000001750) (AIR)
AAR CORP (AIR) (CIK 0000001750)
Date: Jan. 23, 2023 · CIK: 0000001750 · Accession: 0000000000-23-000712
AI Filing Summary & Sentiment
File numbers found in text: 001-06263
Letter
United States securities and exchange commission logo January 23, 2023 Sean M. Gillen Chief Financial Officer AAR CORP. One AAR Place 1100 N. Wood Dale Road Wood Dale, Illinois 60191 Re:AAR CORP Form 10-K for Fiscal Year Ended May 31, 2022 Form 8-K Furnished December 20, 2022 File No. 001-06263 Dear Sean M. Gillen: We have limited our review of your filing to the financial statements and related disclosures and have the following comments. In some of our comments, we may ask you to provide us with information so we may better understand your disclosure. Please respond to these comments within ten business days by providing the requested information or advise us as soon as possible when you will respond. If you do not believe our comments apply to your facts and circumstances, please tell us why in your response. After reviewing your response to these comments, we may have additional comments. Form 8-K furnished December 20, 2022 Exhibit 99.1, page 8 1.We note you present various non-GAAP financial measures which contain several reconciling items. Please tell us and revise your discussion to further describe the nature of each adjustment and the reasons why management believes the adjustment and information is useful to investors including for the following items: investigation and remediation compliance costs, contract termination/restructuring costs and loss provisions, net, customer bankruptcy and credit charges (recoveries), gain on legal settlement, and costs related to strategic projects. Specifically also address why each of these components is deemed appropriate when considering the SEC Staff's Compliance and Disclosure Interpretations on Non-GAAP Financial Measures.
FirstName LastNameSean M. Gillen Comapany NameAAR CORP. January 23, 2023 Page 2 FirstName LastName Sean M. Gillen AAR CORP. January 23, 2023 Page 2 2.We note your adjusted cash provided by (used in) operating activities from continuing operations which adjusts for the change in amounts outstanding on your accounts receivable financing program. Please further explain why management believes this measure is useful to investors and address and why this measurement is deemed appropriate when considering the SEC Staff's Compliance and Disclosure Interpretations on Non-GAAP Financial Measures. Additionally, tell us where the adjusting items are included within the statement of cash flows. In closing, we remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. You may contact Melissa Gilmore at (202) 551-3777 or Claire Erlanger at (202) 551- 3301with any questions. Sincerely, Division of Corporation Finance Office of Manufacturing
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United States securities and exchange commission logo
January 23, 2023
Sean M. Gillen
Chief Financial Officer
AAR CORP.
One AAR Place
1100 N. Wood Dale Road
Wood Dale, Illinois 60191
Re:AAR CORP
Form 10-K for Fiscal Year Ended May 31, 2022
Form 8-K Furnished December 20, 2022
File No. 001-06263
Dear Sean M. Gillen:
We have limited our review of your filing to the financial statements and related
disclosures and have the following comments. In some of our comments, we may ask you to
provide us with information so we may better understand your disclosure.
Please respond to these comments within ten business days by providing the requested
information or advise us as soon as possible when you will respond. If you do not believe our
comments apply to your facts and circumstances, please tell us why in your response.
After reviewing your response to these comments, we may have additional comments.
Form 8-K furnished December 20, 2022
Exhibit 99.1, page 8
1.We note you present various non-GAAP financial measures which contain several
reconciling items. Please tell us and revise your discussion to further describe the nature
of each adjustment and the reasons why management believes the adjustment and
information is useful to investors including for the following items: investigation and
remediation compliance costs, contract termination/restructuring costs and loss provisions,
net, customer bankruptcy and credit charges (recoveries), gain on legal settlement, and
costs related to strategic projects. Specifically also address why each of these components
is deemed appropriate when considering the SEC Staff's Compliance and Disclosure
Interpretations on Non-GAAP Financial Measures.
FirstName LastNameSean M. Gillen
Comapany NameAAR CORP.
January 23, 2023 Page 2
FirstName LastName
Sean M. Gillen
AAR CORP.
January 23, 2023
Page 2
2.We note your adjusted cash provided by (used in) operating activities from continuing
operations which adjusts for the change in amounts outstanding on your accounts
receivable financing program. Please further explain why management believes this
measure is useful to investors and address and why this measurement is deemed
appropriate when considering the SEC Staff's Compliance and Disclosure Interpretations
on Non-GAAP Financial Measures. Additionally, tell us where the adjusting items are
included within the statement of cash flows.
In closing, we remind you that the company and its management are responsible for the
accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or
absence of action by the staff.
You may contact Melissa Gilmore at (202) 551-3777 or Claire Erlanger at (202) 551-
3301with any questions.
Sincerely,
Division of Corporation Finance
Office of Manufacturing