SEC Comment Letter for CATERPILLAR INC (CAT) (CIK 0000018230) (CAT) — Sep 23, 2022
CATERPILLAR INC (CAT) (CIK 0000018230)
Date: Sept. 23, 2022 · CIK: 0000018230 · Accession: 0000000000-22-010513
AI Filing Summary & Sentiment
File numbers found in text: 001-00768
Show Raw Text
United States securities and exchange commission logo
September 23, 2022
Suzette Long
Chief Legal Officer
Caterpillar Inc.
510 Lake Cook Road, Suite 100
Deerfield, Illinois 60015
Re:Caterpillar Inc.
Annual Report on Form 10-K
Filed February 16, 2022
File No. 001-00768
Dear Ms. Long:
We have reviewed your filing 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.
Annual Report on Form 10-K
Item 1A. Risk Factors
The COVID-19 pandemic could materially adversely affect our business..., page 10
1.We note your disclosure that inflation could negatively affect your results of operations.
In future filings, if recent inflationary pressures have materially impacted your operations,
please update your risk factors accordingly. In this regard, identify the types of
inflationary pressures you are facing and how your business has been affected. In addition,
please consider whether your disclosure about known trends and uncertainties in your
MD&A should be also updated to account for inflationary trends.
FirstName LastNameSuzette Long
Comapany NameCaterpillar Inc.
September 23, 2022 Page 2
FirstName LastName
Suzette Long
Caterpillar Inc.
September 23, 2022
Page 2
Item 7. Management’s Discussion and Analysis of Financial Condition..., page 27
2.We note your risk factors in the subsection entitled “Macroeconomic Risks” on page 11.
While these disclosures appear to describe certain challenges presented by your current
operating environment, we are unable to locate a comprehensive discussion of how
material trends are expected to affect your cash flows, liquidity, capital resources, cash
requirements, financial position, or results of operations. With a view towards future
disclosure, please tell us about your material trends and uncertainties as well as any
relevant upstream and downstream drivers. Note that trends or uncertainties may include
impairments of financial assets or long-lived assets; declines in the value of inventory,
investments, or recoverability of deferred tax assets; the collectability of consideration
related to contracts with customers; and modification of contracts with customers. Refer to
Item 303 of Regulation S-K.
3.We note that during your earnings calls on April 28, 2022 and August 2, 2022, your
management discussed the ongoing effects on your business of persistent supply chain
disruptions and backlogs, which have required alternative solutions including engineering
redesigns and increased dual sourcing. Your management also discussed its views on
margin pressures and the anticipated effect of the Bipartisan Infrastructure Law. In future
filings, your MD&A disclosure should address all material relevant trends and
uncertainties, including those identified in your earnings calls. Please also explain when
you anticipate that any temporary trends and uncertainties will normalize. If there are
specific risks that will be amplified by the trends discussed, revise your risk factors to
more fully describe the potential risks and how you intend to mitigate.
4.We note your reference to digital investments on page 40. With a view towards future
disclosure, please tell us about your digital initiatives and their significance to your
business. To the extent there are material trends that are reasonably likely to affect your
digital initiatives, please explain how these trends may affect your liquidity and capital
resources or results of operations.
Response to COVID-19 and Global Business Conditions, page 27
5.You state that you have experienced transportation shortages which have resulted in
delays and increased costs, and that your suppliers have had availability issues and freight
delays, which has led to delays of production in your facilities. During your earnings calls
on April 28, 2022 and August 2, 2022, your management stated that you continue to face
supply chain challenges which have not significantly improved. With a view to future
disclosure, please tell us specifically how supply chain issues have affected your cash
flows, liquidity, capital resources, cash requirements, financial position, or results of
operation and how you expect such issues to affect your business in the future. Please
also elaborate on your mitigation efforts.
FirstName LastNameSuzette Long
Comapany NameCaterpillar Inc.
September 23, 2022 Page 3
FirstName LastName
Suzette Long
Caterpillar Inc.
September 23, 2022
Page 3
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.
Please contact Priscilla Dao, Staff Attorney, at (202) 551-5997 or Jeff Kauten, Staff
Attorney, at (202) 551-3447 with any questions.
Sincerely,
Division of Corporation Finance
Office of Technology