SEC Comment Letter for ROLLINS INC (ROL) (CIK 0000084839) (ROL) — Nov 17, 2010
ROLLINS INC (ROL) (CIK 0000084839)
Date: Nov. 17, 2010 · CIK: 0000084839 · Accession: 0000000000-10-068741
AI Filing Summary & Sentiment
File numbers found in text: 001-04422
Letter
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 DIVISION OF CORPORATION FINANCE November 17, 2010 Mr. Harry J. Cynkus Chief Financial Officer Rollins, Inc. 2170 Piedmont Road, N.E. Atlanta, Georgia 30324 Re: Rollins, Inc. Form 10-K for the year ended December 31, 2009 Proxy Statement on Schedule 14A, filed March 16, 2010 File No. 001-04422
Dear Mr. Cynkus: We have reviewed your response letter dated Oc tober 13, 2010 and have the following additional comments. In our comments, we ask you to provi de us with supplemental information so we may better understand your disclosure. After re viewing this information, we may or may not raise additional comments. Please understand that the purpose of our review process is to a ssist you in your compliance with the applicable disclosure requirements and to en hance the overall disclosure in your filing. We look forward to working with you in these respects. We welcome any questions you may have about our comments or on any other aspect of our review. Feel free to call us at the telephone numbers listed at the end of this letter. Form 10-K for the Fiscal Year Ended December 31, 2009
Note 12. Employee Benefit and Stock Compensation Plans, page 65
1. We have reviewed your response to comment 1. In future filings please provide disclosure regarding how you value level 3 in vestments included in your defined benefit plan within your critical acc ounting policies and in addition please provide a risk factor that discusses the risks associated with level 3 investments and how you mitigate this risk. In addition please include these fu ture disclosures within your response. 2. In addition, as requested in our Septem ber 30, 2010 letter, please tell us how you determined that the assumptions used by th e funds auditors are reasonable and whether you make any adjustments to those assumptions. In addition, please tell us the nature or examples of the underlying investments that are included within level 3 investments included in your defined benefit plan.
Mr. Harry J. Cynkus Rollins, Inc. November 17, 2010 Page 2 Proxy Statement on Schedule 14A, filed March 16, 2010
General
3. We note your response to prior comment 4 and the reference to pages 7-9 of your proxy. Please note that Item 401(e)(1) of Regulati on S-K requests a discussion of the specific experiences and qualifications that led to the conclusion that each person should serve as your directors. The referenced disclosure currently aggregates such discussion and is followed by the table that lists other affilia tions. Please confirm that you will provide a separate discussion for each person as requested by Item 401(e)(1) in future filings.
Equity Based Awards, page 22 4. We note your response to prior comment 6 th at the purely discretionary awards are determined by the committee’s subjective asse ssments of each individual’s respective past and anticipated future contributions. Please confirm that you will provide a discussion of the individual assessments that are made for each person disclosed in this subsection.
You may contact William Demarest, Staff Accountant, at (202) 551-3432 with any questions regarding comments on th e financial statements and rela ted matters. Please contact Adam Turk, Staff Attorney at (202) 551-3657 or me at (202) 551-3386 with any other questions.
S i n c e r e l y , D u c D a n g A t t o r n e y - A d v i s o r
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
DIVISION OF
CORPORATION FINANCE
November 17, 2010
Mr. Harry J. Cynkus Chief Financial Officer Rollins, Inc. 2170 Piedmont Road, N.E. Atlanta, Georgia 30324
Re: Rollins, Inc.
Form 10-K for the year ended December 31, 2009 Proxy Statement on Schedule 14A, filed March 16, 2010 File No. 001-04422
Dear Mr. Cynkus:
We have reviewed your response letter dated Oc tober 13, 2010 and have the following additional
comments. In our comments, we ask you to provi de us with supplemental information so we
may better understand your disclosure. After re viewing this information, we may or may not
raise additional comments. Please understand that the purpose of our review process is to a ssist you in your compliance with
the applicable disclosure requirements and to en hance the overall disclosure in your filing. We
look forward to working with you in these respects. We welcome any questions you may have about our comments or on any other aspect of our review. Feel free to call us at the telephone
numbers listed at the end of this letter. Form 10-K for the Fiscal Year Ended December 31, 2009
Note 12. Employee Benefit and Stock Compensation Plans, page 65
1. We have reviewed your response to comment 1. In future filings please provide
disclosure regarding how you value level 3 in vestments included in your defined benefit
plan within your critical acc ounting policies and in addition please provide a risk factor
that discusses the risks associated with level 3 investments and how you mitigate this risk. In addition please include these fu ture disclosures within your response.
2. In addition, as requested in our Septem ber 30, 2010 letter, please tell us how you
determined that the assumptions used by th e funds auditors are reasonable and whether
you make any adjustments to those assumptions. In addition, please tell us the nature or
examples of the underlying investments that are included within level 3 investments
included in your defined benefit plan.
Mr. Harry J. Cynkus
Rollins, Inc. November 17, 2010 Page 2 Proxy Statement on Schedule 14A, filed March 16, 2010
General
3. We note your response to prior comment 4 and the reference to pages 7-9 of your proxy.
Please note that Item 401(e)(1) of Regulati on S-K requests a discussion of the specific
experiences and qualifications that led to the conclusion that each person should serve as
your directors. The referenced disclosure currently aggregates such discussion and is
followed by the table that lists other affilia tions. Please confirm that you will provide a
separate discussion for each person as requested by Item 401(e)(1) in future filings.
Equity Based Awards, page 22
4. We note your response to prior comment 6 th at the purely discretionary awards are
determined by the committee’s subjective asse ssments of each individual’s respective
past and anticipated future contributions. Please confirm that you will provide a discussion of the individual assessments that are made for each person disclosed in this
subsection.
You may contact William Demarest, Staff Accountant, at (202) 551-3432 with any
questions regarding comments on th e financial statements and rela ted matters. Please contact
Adam Turk, Staff Attorney at (202) 551-3657 or me at (202) 551-3386 with any other questions.
S i n c e r e l y ,
D u c D a n g A t t o r n e y - A d v i s o r