SEC Company Response from Forward Industries, Inc. (FORD) (CIK 0000038264) (FWDI) — Feb 15, 2013
Forward Industries, Inc. (FORD) (CIK 0000038264)
Date: Feb. 15, 2013 · CIK: 0000038264 · Accession: 0001003297-13-000045
AI Filing Summary & Sentiment
Referenced dates: February 8, 2013
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February __, 2013
VIA EDGAR
Ms. Pamela Long
Assistant Director
United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Re: Forward Industries, Inc.
Form 10-K for the Year Ended September 30, 2012
Filed December 20, 2012
File No. 1-34780
Dear Ms. Long:
This
letter responds to the comments of the Staff of the Securities and Exchange
Commission (the “Staff”) set forth in the letter dated February 8, 2013, from
Ms. Pamela Long to Mr. James O. McKenna of Forward Industries, Inc. (the
“Company”). For your convenience, we have set forth below each of the Staff’s
comments in italicized text in the same numbered order in which they appear in
your letter. The Company’s response to each Staff comment follows immediately
after the text of the corresponding comment. References to page numbers in our
responses are references to the page numbers in the applicable periodic report.
Business, page 5
Corporate History
1. In light of your disclosure that you are exiting
the global retail business, with a view towards future disclosure, please
explain to us the statement that as part of your strategy to develop a global
retail distribution capability, you are reinvesting in both staff and
infrastructure at Forward Switzerland.
We
respectfully acknowledge the Staff’s comment. As a result of the Company’s
strategy of exiting its global retail business, the Company will not be
reinvesting in staff and infrastructure at Forward Switzerland in the future,
but rather anticipates maintaining present levels to primarily serve Forward’s
OEM customers. We will remove the disclosure regarding reinvesting from future
filings.
Product Supply, page 8
Suppliers, page 8
2. We note, among other things, that one of your
suppliers has accounted for more than half of your product purchases in both
fiscal years 2011 and 2012. In future filings please disclose, to the extent
material, the names of your principal suppliers. See Item 101 (h)(4)(v) of
Regulation S-K.
We
respectfully acknowledge the Staff’s comment. The Company’s suppliers are
independent suppliers in China, with names generally unknown and not material
to investors. Further, the names of our suppliers, if released, could be used
by the Company’s competitors to severely hurt the Company’s business and
prospects.
The
Company does, however, propose to provide additional disclosure regarding its
suppliers. The Company currently discloses the percentage of product purchases
from its largest supplier. In future filings, the Company proposes to also
disclose the percentage of product purchases from each supplier that represents
over 10% of its OEM products, but on a blind basis such as Supplier A, Supplier
B, and so on. The Company believes this disclosure will provide the reader an
adequate understanding of the Company’s use of its principal suppliers, but
without unnecessarily and materially disadvantaging the Company.
The
Company acknowledges that:
the company is responsible for
the adequacy and accuracy of the disclosure in the filing;
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
the company may not assert staff
comments as a defense in any proceeding initiated by the Commission or any
person under the federal securities laws of the United States.
Please direct any comments or
questions regarding this filing to me at (561) 456-0030.
Sincerely,
James O. McKenna
Chief Financial Officer
cc: Grange Johnson
Robert Garrett
Adam Finerman, Esq.