SEC Comment Letter 0000000000-22-012902 to KAMAN Corp (CIK 0000054381)
KAMAN Corp (CIK 0000054381)
Date: Nov. 30, 2022 · CIK: 0000054381 · Accession: 0000000000-22-012902
AI Filing Summary & Sentiment
File numbers found in text: 001-35419
Letter
United States securities and exchange commission logo November 30, 2022 James G. Coogan Chief Financial Officer Kaman Corporation 1332 Blue Hills Avenue Bloomfield, Connecticut 06002 Re:Kaman Corporation Form 10-K for the Year Ended December 31, 2021 Filed February 24, 2022 File No. 001-35419 Dear James G. Coogan: 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 10-K for the Year Ended December 31, 2021 Non-GAAP Financial Measures Organic Sales, page 50 1.We note your presentation of organic sales, net of an adjustment for “sales of disposed businesses that did not qualify for discontinued operations.” As the divested operations did not meet the criteria for being presented as discontinued operations pursuant to ASC 205-20, please clarify how these non-GAAP measures do not represent individually tailored accounting measures per Question 100.04 of the Non-GAAP Compliance and Disclosure Interpretations.
FirstName LastNameJames G. Coogan Comapany NameKaman Corporation November 30, 2022 Page 2 FirstName LastName James G. Coogan Kaman Corporation November 30, 2022 Page 2 Financial Statements Notes to Consolidated Financial Statements 3. Business Combinations, page 80 2.Please tell us and explain in the notes to your financial statements how you determined the useful lives that are being used to amortize customer relationships. As part of your response and your revised disclosure, please explain in further detail why you believe that these categories of intangibles will continue to contribute to your expected cash flows for periods of 30 to 38 years from the acquisition date pursuant to the guidance in ASC 350- 30-35. Please also address the same for the customer relationships obtained in the Aircraft Wheel and Brake acquisition that have a life of 24 years per page 10 of your September 30, 2022 10-Q. 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 Heather Clark at 202-551-3624 or Kevin Woody at 202-551-3629 with any questions. Sincerely, Division of Corporation Finance Office of Manufacturing
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United States securities and exchange commission logo
November 30, 2022
James G. Coogan
Chief Financial Officer
Kaman Corporation
1332 Blue Hills Avenue
Bloomfield, Connecticut 06002
Re:Kaman Corporation
Form 10-K for the Year Ended December 31, 2021
Filed February 24, 2022
File No. 001-35419
Dear James G. Coogan:
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 10-K for the Year Ended December 31, 2021
Non-GAAP Financial Measures
Organic Sales, page 50
1.We note your presentation of organic sales, net of an adjustment for “sales of disposed
businesses that did not qualify for discontinued operations.” As the divested operations
did not meet the criteria for being presented as discontinued operations pursuant to ASC
205-20, please clarify how these non-GAAP measures do not represent individually
tailored accounting measures per Question 100.04 of the Non-GAAP Compliance and
Disclosure Interpretations.
FirstName LastNameJames G. Coogan
Comapany NameKaman Corporation
November 30, 2022 Page 2
FirstName LastName
James G. Coogan
Kaman Corporation
November 30, 2022
Page 2
Financial Statements
Notes to Consolidated Financial Statements
3. Business Combinations, page 80
2.Please tell us and explain in the notes to your financial statements how you determined the
useful lives that are being used to amortize customer relationships. As part of your
response and your revised disclosure, please explain in further detail why you believe that
these categories of intangibles will continue to contribute to your expected cash flows for
periods of 30 to 38 years from the acquisition date pursuant to the guidance in ASC 350-
30-35. Please also address the same for the customer relationships obtained in the Aircraft
Wheel and Brake acquisition that have a life of 24 years per page 10 of your September
30, 2022 10-Q.
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 Heather Clark at 202-551-3624 or Kevin Woody at 202-551-3629 with
any questions.
Sincerely,
Division of Corporation Finance
Office of Manufacturing