SEC Comment Letter for SHENANDOAH TELECOMMUNICATIONS (SHEN) — Dec 29, 2016
SHENANDOAH TELECOMMUNICATIONS CO/VA/ (SHEN) (CIK 0000354963)
Date: Dec. 29, 2016 · CIK: 0000354963 · Accession: 0000000000-16-106822
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 000-09881
Letter
Mail Stop 3720 December 29 , 2016 Christopher French Chief Executive Officer Shenandoah Telecommunications Company 500 Shentel Way Edinburg, VA 22824
Re: Shenandoah Telecommunications Company Form 10-K for Fiscal Year End December 31, 2015 Filed February 26, 2016 Form 10 -Q for Fiscal Quarter Ended September 30, 2016 Filed November 7, 2016 File No. 000-09881
Dear Mr. French :
We have limited our review of your filing to the financial statements and related disclosures and have the following comment . In our comment , we 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.
Form 10 -Q for Fiscal Quarter Ended September 30, 2016 Management’s Discussion and Analysis of Financial Condition and Results of Operation Non-GAAP Financial Measure , page 42
We note you adjust your GAAP accrual of the Sprint management fee to arrive at Adjusted OIBDA and Continuing OIBDA. Please note that Question 100.04 of the updated Compliance and Disclosure Interpretations on non -GAAP financial measures issued May 17, 2016 specifically states that non -GAAP mea sures that substitute individually tailored recognition and measurement methods for any financial statement line item for those of GAAP could violate Rule 100(b) of Regulation G. Please tell us how your presentation of Adjusted OIBDA and Continuing OIBDA h ere and in your quarterly earnings release is consistent with this guidance.
Christopher French Shenandoah Telecommunications Company December 29, 2016 Page 2
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 Jamie Kessel , Staff Accountant, at (202) 551 -3727 , Terry French , Accounting Branch Chief, at (202) 551 -3828 or me at (202) 551 -3810 with any questions .
Sincerely,
/s/ Terry French for
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Mail Stop 3720 December 29 , 2016 Christopher French Chief Executive Officer Shenandoah Telecommunications Company 500 Shentel Way Edinburg, VA 22824 Re: Shenandoah Telecommunications Company Form 10-K for Fiscal Year End December 31, 2015 Filed February 26, 2016 Form 10 -Q for Fiscal Quarter Ended September 30, 2016 Filed November 7, 2016 File No. 000-09881 Dear Mr. French : We have limited our review of your filing to the financial statements and related disclosures and have the following comment . In our comment , we 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. Form 10 -Q for Fiscal Quarter Ended September 30, 2016 Management’s Discussion and Analysis of Financial Condition and Results of Operation Non-GAAP Financial Measure , page 42 We note you adjust your GAAP accrual of the Sprint management fee to arrive at Adjusted OIBDA and Continuing OIBDA. Please note that Question 100.04 of the updated Compliance and Disclosure Interpretations on non -GAAP financial measures issued May 17, 2016 specifically states that non -GAAP mea sures that substitute individually tailored recognition and measurement methods for any financial statement line item for those of GAAP could violate Rule 100(b) of Regulation G. Please tell us how your presentation of Adjusted OIBDA and Continuing OIBDA h ere and in your quarterly earnings release is consistent with this guidance. Christopher French Shenandoah Telecommunications Company December 29, 2016 Page 2 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 Jamie Kessel , Staff Accountant, at (202) 551 -3727 , Terry French , Accounting Branch Chief, at (202) 551 -3828 or me at (202) 551 -3810 with any questions . Sincerely, /s/ Terry French for Carlos Pacho Senior Assistant Chief Accountant AD Office 11 - Telecommunications