SEC Comment Letter for AUTONATION, INC. (AN) (CIK 0000350698) (AN) — Jun 7, 2010
AUTONATION, INC. (AN) (CIK 0000350698)
Date: June 7, 2010 · CIK: 0000350698 · Accession: 0000000000-10-031614
AI Filing Summary & Sentiment
File numbers found in text: 001-13107
Letter
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 -3561 DIVISION OF CORPORATION FINANCE June 7, 2010 By U.S. Mail and facsimile t o (954) 769 -6402 Michael J. Jackson Chairman and Chief Executive Officer AutoNation, Inc. 200 SW 1st Avenue, Suite 1600 Fort Lauderdale, FL 33301
Re: AutoNation , Inc. Form 10-K for F iscal Year Ended December 31 , 2009 Filed February 17, 2010 Definitive Proxy Statement on Schedule 14A Filed March 25, 2010 File No. 001-13107
Dear Mr. Jackson:
We have reviewed your filings and have the following comments. In some comments we have a sked you to provide us with additional information so we may better understand your disclosure. Please do so within the time frame set forth below. You should comply with the remaining comments in all future filings, as applicable. Please confirm in wri ting that you will do so and also explain to us in sufficient detail how you intend to comply by providing us with your proposed revisions. If you disagree with any of these comments, we will consider your explanation as to why our comment is inapplicable or a revision is unnecessary. Please be as detailed as necessary in your explanation. Please understand that after our review of all of your responses, we may raise additional comments.
Please understand that the purpose of our review process is to assist you in your compliance with the applicable disclosure requirements and to enhance the overall disclosure in your filings. We look forward to working with you in these respects. We welcome any questions you may have about our comments or any other aspect of our review. Feel free to call us at the telephone numbers listed at the end of this letter.
Michael J. Jackson AutoNation, Inc. June 7, 2010 Page 2
Form 10-K for Fiscal Year Ended December 31, 2009
Item 15. Exhibits and Financ ial Statement Schedules, page 90
1. We note that your Form 8 -K dated April 28, 2006 attaches your Five -year Credit Agreement dated July 14, 2005. It appears that the schedules and exhibits related to your credit agreement as amended have not been filed on EDGAR. In your next periodic report, p lease refile th is agreement, incl uding all related schedules, exhibits and annexes.
Definitive Proxy Statement on Schedule 14A
Executive Compensation, page 21
2. We note that you have not included any disclosure in response to Item 402(s) of Regulation S -K. Please advise us of the basis for your conclusion that disclosure is not necessary and describe the process you undertook to reach that conclusion.
******
Please respond to these comments within 10 business days or tell us when you will provide us with a response. Please furnish a l etter that keys your responses to our comments and provides any requested information. Detailed letters greatly facilitate our review. Please understand that we may have additional comments after reviewing your responses to our comments.
We urge all p ersons who are responsible for the accuracy and adequacy of the disclosure in the filings reviewed by the staff to be certain that they have provided all information investors require for an informed decision. Since the company and its management are in p ossession of all facts relating to a company’s disclosure, they are responsible for the accuracy and adequacy of the disclosures they have made.
In connection with responding to our comments , please provide, in writing, a statement from the company ackn owledging that:
the company is responsible for the adequacy and accuracy of the disclosure in the filings;
staff comments or changes to disclosure in response to staff comments do not foreclose the Commission from taking any action with respect to the filings; and
Michael J. Jackson AutoNation, Inc. June 7, 2010 Page 3
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.
In addition, please be advised that the Division of Enforcement has access to all information you provide to the staff of the Division of Corporation Finance in our review of your filings or in response to our comments on your filings.
Please contact Ronald E. Alper, Staff Attorney, at (202) 551 -3329, Brigitte Lippman n, Special Counsel, at (202) 551 -3713, or me at (202) 551 -3720 with any questions.
Sincerely,
H. Christopher Owings
Assistant Director
Show Raw Text
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549 -3561
DIVISION OF
CORPORATION FINANCE
Mail Stop 3561
June 7, 2010
By U.S. Mail and facsimile t o (954) 769 -6402
Michael J. Jackson
Chairman and Chief Executive Officer
AutoNation, Inc.
200 SW 1st Avenue, Suite 1600
Fort Lauderdale, FL 33301
Re: AutoNation , Inc.
Form 10-K for F iscal Year Ended December 31 , 2009
Filed February 17, 2010
Definitive Proxy Statement on Schedule 14A
Filed March 25, 2010
File No. 001-13107
Dear Mr. Jackson:
We have reviewed your filings and have the following comments. In some comments
we have a sked you to provide us with additional information so we may better understand
your disclosure. Please do so within the time frame set forth below. You should comply
with the remaining comments in all future filings, as applicable. Please confirm in wri ting
that you will do so and also explain to us in sufficient detail how you intend to comply by
providing us with your proposed revisions. If you disagree with any of these comments, we
will consider your explanation as to why our comment is inapplicable or a revision is
unnecessary. Please be as detailed as necessary in your explanation. Please understand that
after our review of all of your responses, we may raise additional comments.
Please understand that the purpose of our review process is to assist you in your
compliance with the applicable disclosure requirements and to enhance the overall disclosure
in your filings. We look forward to working with you in these respects. We welcome any
questions you may have about our comments or any other aspect of our review. Feel free to
call us at the telephone numbers listed at the end of this letter.
Michael J. Jackson
AutoNation, Inc.
June 7, 2010
Page 2
Form 10-K for Fiscal Year Ended December 31, 2009
Item 15. Exhibits and Financ ial Statement Schedules, page 90
1. We note that your Form 8 -K dated April 28, 2006 attaches your Five -year Credit
Agreement dated July 14, 2005. It appears that the schedules and exhibits related to
your credit agreement as amended have not been filed on EDGAR. In your next
periodic report, p lease refile th is agreement, incl uding all related schedules, exhibits
and annexes.
Definitive Proxy Statement on Schedule 14A
Executive Compensation, page 21
2. We note that you have not included any disclosure in response to Item 402(s) of
Regulation S -K. Please advise us of the basis for your conclusion that disclosure is
not necessary and describe the process you undertook to reach that conclusion.
******
Please respond to these comments within 10 business days or tell us when you will
provide us with a response. Please furnish a l etter that keys your responses to our comments
and provides any requested information. Detailed letters greatly facilitate our review. Please
understand that we may have additional comments after reviewing your responses to our
comments.
We urge all p ersons who are responsible for the accuracy and adequacy of the
disclosure in the filings reviewed by the staff to be certain that they have provided all
information investors require for an informed decision. Since the company and its
management are in p ossession of all facts relating to a company’s disclosure, they are
responsible for the accuracy and adequacy of the disclosures they have made.
In connection with responding to our comments , please provide, in writing, a
statement from the company ackn owledging that:
the company is responsible for the adequacy and accuracy of the disclosure in the
filings;
staff comments or changes to disclosure in response to staff comments do not
foreclose the Commission from taking any action with respect to the filings; and
Michael J. Jackson
AutoNation, Inc.
June 7, 2010
Page 3
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.
In addition, please be advised that the Division of Enforcement has access to all
information you provide to the staff of the Division of Corporation Finance in our review of
your filings or in response to our comments on your filings.
Please contact Ronald E. Alper, Staff Attorney, at (202) 551 -3329, Brigitte
Lippman n, Special Counsel, at (202) 551 -3713, or me at (202) 551 -3720 with any questions.
Sincerely,
H. Christopher Owings
Assistant Director