SEC Comment Letter for FOSTER L B CO (FSTR) (CIK 0000352825) (FSTR) — Jul 14, 2016
FOSTER L B CO (FSTR) (CIK 0000352825)
Date: July 14, 2016 · CIK: 0000352825 · Accession: 0000000000-16-084395
AI Filing Summary & Sentiment
Letter
Mail Stop 3561 July 14, 2016 David J. Russo Chief Financial Officer L.B. Foster Company 415 Holiday Drive Pittsburg, PA 15220
Re: L.B. Foster Company Form 10 -K for Fiscal Year Ended December 31, 2015 Filed March 1, 2016 Form 10 -Q for Fiscal Quarter Ended March 31, 2016 Filed May 4, 2016 Response Dated July 1, 2016 File No. 000 -10436
Dear Mr. Russo :
We have reviewed your July 1, 2016 response to our comment letter and have the following comment . In our comment , we may ask you to provide us with information so we may better understand your disclosure.
Please respond to this comment within ten busine ss days by providing the requested information or advis e us as soon as possible when you will respond. If you do not believe our comment applies to your facts and circumstances, please tell us why in your response.
After reviewing your response to this comment, we may have additional comments. Unless we note otherwise, our refere nces to prior comments are to comments in our June 21, 2016 letter .
Form 10 -Q for Fiscal Quarter Ended March 31, 2016
Notes to Condensed Consolidated Financial Statements
4. Goodwill and Other Intangible Assets, page 11
1. We note your response to our prior comment 6. Please confirm if you performed Step 1 of your goodwill impairment test as of June 30, 2016 and, if so, tell us the results of your analysis . To the extent that any of your reporting units have an estimated fair value that is not substant ially in excess of the carrying value and is at potential risk of failing step one of your
David J. Russo L. B. Foster Company July 14, 2016 Page 2
goodwill impairment analysis, please tell us and revise your MD&A section to disclose the following:
o The percentage by which the fair value of the reporting unit exceeded the carrying value as of the date of most recent test ; o The amount of goodwill allocated to that reporting unit; a description of the methods and key assumptions used and how the key assumptions were determined; o A discussion of the degree of unce rtainty associated with the key assumptions; and o A description of potential events and/or changes in circumstances that could reasonably be expected to negatively affect the key assumptions.
You may contact Melissa Gilmore at (202) 551 -3777 or Claire Erlanger at (202) 551 - 3301 with any questions.
Sincerely,
/s/ Lyn Shenk for
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Mail Stop 3561 July 14, 2016 David J. Russo Chief Financial Officer L.B. Foster Company 415 Holiday Drive Pittsburg, PA 15220 Re: L.B. Foster Company Form 10 -K for Fiscal Year Ended December 31, 2015 Filed March 1, 2016 Form 10 -Q for Fiscal Quarter Ended March 31, 2016 Filed May 4, 2016 Response Dated July 1, 2016 File No. 000 -10436 Dear Mr. Russo : We have reviewed your July 1, 2016 response to our comment letter and have the following comment . In our comment , we may ask you to provide us with information so we may better understand your disclosure. Please respond to this comment within ten busine ss days by providing the requested information or advis e us as soon as possible when you will respond. If you do not believe our comment applies to your facts and circumstances, please tell us why in your response. After reviewing your response to this comment, we may have additional comments. Unless we note otherwise, our refere nces to prior comments are to comments in our June 21, 2016 letter . Form 10 -Q for Fiscal Quarter Ended March 31, 2016 Notes to Condensed Consolidated Financial Statements 4. Goodwill and Other Intangible Assets, page 11 1. We note your response to our prior comment 6. Please confirm if you performed Step 1 of your goodwill impairment test as of June 30, 2016 and, if so, tell us the results of your analysis . To the extent that any of your reporting units have an estimated fair value that is not substant ially in excess of the carrying value and is at potential risk of failing step one of your David J. Russo L. B. Foster Company July 14, 2016 Page 2 goodwill impairment analysis, please tell us and revise your MD&A section to disclose the following: o The percentage by which the fair value of the reporting unit exceeded the carrying value as of the date of most recent test ; o The amount of goodwill allocated to that reporting unit; a description of the methods and key assumptions used and how the key assumptions were determined; o A discussion of the degree of unce rtainty associated with the key assumptions; and o A description of potential events and/or changes in circumstances that could reasonably be expected to negatively affect the key assumptions. You may contact Melissa Gilmore at (202) 551 -3777 or Claire Erlanger at (202) 551 - 3301 with any questions. Sincerely, /s/ Lyn Shenk for Andrew Mew Senior Assistant Chief Accountant Office of Transportation and Leisure