SEC Comment Letter for AZZ INC (AZZ) (CIK 0000008947) (AZZ) — Jan 16, 2014
AZZ INC (AZZ) (CIK 0000008947)
Date: Jan. 16, 2014 · CIK: 0000008947 · Accession: 0000000000-14-002455
AI Filing Summary & Sentiment
Reasoning
Referenced dates: January 7, 2014
Letter
January 16, 2014 Via E-mail Mr. Dana Perry Chief Financial Officer AZZ incorporated One Museum Place, Suite 500 3100 West Seventh Street Fort Worth, Texas 76107
RE: AZZ incorporated Form 10 -K for Fiscal Year Ended February 28, 2013 Filed April 29, 2013 Form 10 -Q for Fiscal Quarters Ended May 31, 2013 Filed July 3, 2013 File No. 001 -12777
Dear Mr. Perry :
We have reviewed your res ponse letter and have the following comments. As noted in our letter dated January 7, 2014 , we have limited our review to only your financial statements and related disclosures and do not intend to expand our review to other portions of your documents. In some of our comments, we may ask you to provide us with information so we may better understand your disclosure.
Please respond to this letter within ten business days by providing the requested information or by advising us when you will provide the requested respon se. If you do not believe our comments apply to your facts and circumstances, please tell us why in your response.
After reviewing the information you provide in response to these comments, we may have additional comments.
Form 10Q for Fiscal Quarter Ended May 31, 2013
6. Acquisition, page 12
1. We note in your response to Comment 1 of our letter dated January 7, 2014, intangible assets acquired through Aquilex SRO include customer relationships of $57.7 million. Please tell us your methodology for am ortizing this asset. If it is amortized on a straight - line basis, please explain to us in detail how a straight -line method of amortization
Mr. Dana Perry AZZ incorporated January 16, 2014 Page 2
reflects the pattern in which the economic benefits are consumed or otherwise used up, as described in ASC 350 -30-35-6.
2. In addition, we note you have assigned to the customer relationship intangible asset a useful life of 13 years. Please explain to us, in detail, the basis for your conclusion. Specifically, tell us the consideration you gave to the historical customer tu rnover rate, the pattern of renewing or extending the customer agreements, and any legal or economic effects such as competition and demand that may have impacted the useful life of the acquired asset.
You may contact Christie Wong, Staff Accountant, at (202) 551 -3684 or Robert S. Littlepage , Accountant Branch Chief, at (202) 551 -3361 if you have questions regarding comments on the financial statements and related matters. Please contact me at (202) 551 -3810 with any other questions.
Sincerely,
/s/ Robert S. Littlepage for
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January 16, 2014 Via E-mail Mr. Dana Perry Chief Financial Officer AZZ incorporated One Museum Place, Suite 500 3100 West Seventh Street Fort Worth, Texas 76107 RE: AZZ incorporated Form 10 -K for Fiscal Year Ended February 28, 2013 Filed April 29, 2013 Form 10 -Q for Fiscal Quarters Ended May 31, 2013 Filed July 3, 2013 File No. 001 -12777 Dear Mr. Perry : We have reviewed your res ponse letter and have the following comments. As noted in our letter dated January 7, 2014 , we have limited our review to only your financial statements and related disclosures and do not intend to expand our review to other portions of your documents. In some of our comments, we may ask you to provide us with information so we may better understand your disclosure. Please respond to this letter within ten business days by providing the requested information or by advising us when you will provide the requested respon se. If you do not believe our comments apply to your facts and circumstances, please tell us why in your response. After reviewing the information you provide in response to these comments, we may have additional comments. Form 10Q for Fiscal Quarter Ended May 31, 2013 6. Acquisition, page 12 1. We note in your response to Comment 1 of our letter dated January 7, 2014, intangible assets acquired through Aquilex SRO include customer relationships of $57.7 million. Please tell us your methodology for am ortizing this asset. If it is amortized on a straight - line basis, please explain to us in detail how a straight -line method of amortization Mr. Dana Perry AZZ incorporated January 16, 2014 Page 2 reflects the pattern in which the economic benefits are consumed or otherwise used up, as described in ASC 350 -30-35-6. 2. In addition, we note you have assigned to the customer relationship intangible asset a useful life of 13 years. Please explain to us, in detail, the basis for your conclusion. Specifically, tell us the consideration you gave to the historical customer tu rnover rate, the pattern of renewing or extending the customer agreements, and any legal or economic effects such as competition and demand that may have impacted the useful life of the acquired asset. You may contact Christie Wong, Staff Accountant, at (202) 551 -3684 or Robert S. Littlepage , Accountant Branch Chief, at (202) 551 -3361 if you have questions regarding comments on the financial statements and related matters. Please contact me at (202) 551 -3810 with any other questions. Sincerely, /s/ Robert S. Littlepage for Larry Sp irgel Assistant Director