SEC Comment Letter 0000000000-23-011904 to KELLANOVA (K) (CIK 0000055067)
KELLANOVA (K) (CIK 0000055067)
Date: Oct. 31, 2023 · CIK: 0000055067 · Accession: 0000000000-23-011904
AI Filing Summary & Sentiment
File numbers found in text: 001-04171
Letter
United States securities and exchange commission logo October 31, 2023 Amit Banati Chief Financial Officer Kellanova 412 N. Wells Street Chicago, IL 60654 Re:Kellanova Form 10-K for the Year Ended December 31, 2022 Filed February 21, 2023 File No. 001-04171 Dear Amit Banati: We have limited our review of your filing to the financial statements and related disclosures and have the following comment(s). Please respond to this letter 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 a comment applies to your facts and circumstances, please tell us why in your response. After reviewing your response to this letter, we may have additional comments. Form 10-K for the Year Ended December 31, 2022 Managements Discussion and Analysis of Financial Condition and Results of Operations Non-GAAP Financial Measures, page 30 1.We note that your non-GAAP measure "cash flow" is defined as cash provided by operating activities less capital expenditures. Please note that it is not appropriate to use a title for your non-GAAP financial measure that appears to be the same as, or confusingly similar to, a title used for a GAAP financial measure. Please revise the title of your non-GAAP measure "cash flow" to distinguish it from similar GAAP measures. Please refer to the guidance in Item 10(e)(1)(ii)(E) of Regulation S-K.
FirstName LastNameAmit Banati Comapany NameKellanova October 31, 2023 Page 2 FirstName LastName Amit Banati Kellanova October 31, 2023 Page 2 Financial Statements Notes to Consolidated Financial Statements Note 17. Reportable Segments, page 91 2.We note your geographic information on page 93, which discloses net sales for the United States, and all other countries combined. We further note from your second quarter 2023 earnings call that Nigeria represents approximately 10% of your sales. Please revise to separately disclose material sales related to any individual foreign country in accordance with ASC 280-10-50-41a. 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. Please contact Heather Clark at 202-551-3624 or Claire Erlanger at 202-551-3301 with any questions. Sincerely, Division of Corporation Finance Office of Manufacturing
Show Raw Text
United States securities and exchange commission logo
October 31, 2023
Amit Banati
Chief Financial Officer
Kellanova
412 N. Wells Street
Chicago, IL 60654
Re:Kellanova
Form 10-K for the Year Ended December 31, 2022
Filed February 21, 2023
File No. 001-04171
Dear Amit Banati:
We have limited our review of your filing to the financial statements and related
disclosures and have the following comment(s).
Please respond to this letter 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 a
comment applies to your facts and circumstances, please tell us why in your response.
After reviewing your response to this letter, we may have additional comments.
Form 10-K for the Year Ended December 31, 2022
Managements Discussion and Analysis of Financial Condition and Results of Operations
Non-GAAP Financial Measures, page 30
1.We note that your non-GAAP measure "cash flow" is defined as cash provided
by operating activities less capital expenditures. Please note that it is not appropriate to
use a title for your non-GAAP financial measure that appears to be the same as, or
confusingly similar to, a title used for a GAAP financial measure. Please revise
the title of your non-GAAP measure "cash flow" to distinguish it from similar GAAP
measures. Please refer to the guidance in Item 10(e)(1)(ii)(E) of Regulation S-K.
FirstName LastNameAmit Banati
Comapany NameKellanova
October 31, 2023 Page 2
FirstName LastName
Amit Banati
Kellanova
October 31, 2023
Page 2
Financial Statements
Notes to Consolidated Financial Statements
Note 17. Reportable Segments, page 91
2.We note your geographic information on page 93, which discloses net sales for the United
States, and all other countries combined. We further note from your second quarter 2023
earnings call that Nigeria represents approximately 10% of your sales. Please revise to
separately disclose material sales related to any individual foreign country in accordance
with ASC 280-10-50-41a.
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.
Please contact Heather Clark at 202-551-3624 or Claire Erlanger at 202-551-3301 with
any questions.
Sincerely,
Division of Corporation Finance
Office of Manufacturing