SEC Comment Letter for Aegion Corp (CIK 0000353020) — May 13, 2020
Aegion Corp (CIK 0000353020)
Date: May 13, 2020 · CIK: 0000353020 · Accession: 0000000000-20-004243
AI Filing Summary & Sentiment
File numbers found in text: 001-35328
Letter
United States securities and exchange commission logo May 13, 2020 David F. Morris Executive Vice President and Chief Financial Officer Aegion Corporation 17988 Edison Avenue Chesterfield, Missouri 63005-1195 Re:Aegion Corporation Form 10-K filed March 2, 2020 Form 8-K filed May 5, 2020 File No. 001-35328 Dear Mr. Morris: We have reviewed your filing 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, 2019 Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operation Results of Operations, page 38 1.We note you have presented gross profit, gross profit margin, operating expenses, and consolidated net income (loss) excluding certain charges. These items appear to be non- GAAP measures. Please tell us how you complied with Item 10(e) of Regulation S-K. This comment also applies to your discussion of your segment results beginning on page 43. Form 8-K filed May 5, 2020 Exhibit 99.1 Statement of Operations Reconciliation, page 8 2.It appears that your reconciliations on pages 8 and 9 are non-GAAP income statements.
FirstName LastNameDavid F. Morris Comapany NameAegion Corporation May 13, 2020 Page 2 FirstName LastName David F. Morris Aegion Corporation May 13, 2020 Page 2 Please tell us how you considered Question 102.10 from the Division's Compliance and Disclosure Interpretations for Non-GAAP financial measures. 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 Peter McPhun at 202-551-3581 or Jennifer Monick at 202-551-3295 if you have questions regarding comments on the financial statements and related matters. Sincerely, Division of Corporation Finance Office of Real Estate & Construction
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United States securities and exchange commission logo
May 13, 2020
David F. Morris
Executive Vice President and Chief Financial Officer
Aegion Corporation
17988 Edison Avenue
Chesterfield, Missouri 63005-1195
Re:Aegion Corporation
Form 10-K filed March 2, 2020
Form 8-K filed May 5, 2020
File No. 001-35328
Dear Mr. Morris:
We have reviewed your filing 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, 2019
Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operation
Results of Operations, page 38
1.We note you have presented gross profit, gross profit margin, operating expenses, and
consolidated net income (loss) excluding certain charges. These items appear to be non-
GAAP measures. Please tell us how you complied with Item 10(e) of Regulation S-K.
This comment also applies to your discussion of your segment results beginning on page
43.
Form 8-K filed May 5, 2020
Exhibit 99.1
Statement of Operations Reconciliation, page 8
2.It appears that your reconciliations on pages 8 and 9 are non-GAAP income statements.
FirstName LastNameDavid F. Morris
Comapany NameAegion Corporation
May 13, 2020 Page 2
FirstName LastName
David F. Morris
Aegion Corporation
May 13, 2020
Page 2
Please tell us how you considered Question 102.10 from the Division's Compliance and
Disclosure Interpretations for Non-GAAP financial measures.
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 Peter McPhun at 202-551-3581 or Jennifer Monick at 202-551-3295 if
you have questions regarding comments on the financial statements and related matters.
Sincerely,
Division of Corporation Finance
Office of Real Estate & Construction