SEC Comment Letter for UNISYS CORP (UIS) (CIK 0000746838) (UIS) — Nov 30, 2006
UNISYS CORP (UIS) (CIK 0000746838)
Date: Nov. 30, 2006 · CIK: 0000746838 · Accession: 0000000000-06-058482
AI Filing Summary & Sentiment
File numbers found in text: 001-08729
Referenced dates: April 6, 2006
Letter
Room 4561 July 21, 2006 Mr. Joseph W. McGrath President and Chief Executive Officer Unisys Corporation Unisys Way Blue Bell, PA 19424
Re: Unisys Corporation Form 10-K for Fiscal Ye ar Ended December 31, 2005 File No. 001-08729
Dear Mr. McGrath:
We have reviewed your response letter dated April 6, 2006 in connection with the above referenced filing and have the follo wing comments. Where indicated, we think you should revise your document in response to these comments. If you disagree, we will consider your explanation as to why our comment is inapplicable or a revision is unnecessary. Please be as deta iled as necessary in your expl anation. In some of our comments, we may ask you to provide us w ith supplemental information so we may better understand your disclosure. After review ing this information, we may or may not raise additional comments.
Please understand that the purpose of our re view process is to assist you in your compliance with the applicable disclosure requirements and to enhance 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 any other aspect of our review. Feel free to call us at the telephone numbers listed at the end of this letter.
Mr. Joseph W. McGrath Unisys Corporation July 21, 2006 Page 2 Form 10-K for the year Ended December 31, 2005
Exhibit 13, Portions of Annual Re port for Year Ended December 31, 2005
Notes to consolidated Financial Statements
1. Summary of Significant Accounting Policies
Revenue Recognition, page 33 1. We note your response to prior comme nt 2 where you indicate that the Company’s principle PCS offering is se lect operating system software updates and in 2005, the costs associated with providing such software updates was immaterial to the financial statements. In order to satisfy criteria (c) under paragraph 59 of SOP 97-2 the estimated cost of providing PCS, which would include service costs as well as software updates, must be insignificant. Please address the materiality of all costs asso ciated with PCS including the costs of providing support services in 2005 for each product where revenue related to PCS is recognized with the initial license. Further describe how these actual costs relate to your estimated PCS costs at inception of your arrangements.
3. Significant Item, page 36 2. Your response to prior comment 1 indicat es that, prior to the third quarter of 2005, you had forecasted pretax earnings for the full year of 2005. Explain to us the specific factors that le d you to revise your projecti ons during the third quarter of 2005. Also, provide us with copies or reasonably detailed summaries of your projected results for 2005 as of Ma rch 31, June 30 and September 30, 2005. 3. We note from disclosure in your MD&A overview in your Form 10-Q for the period ended June 30, 2005, that several ne gative trends were expected to continue to impact 2005 results includi ng; development of new software and transitioning to new processes, declini ng sales of large enterprise servers and higher pension expense. Given these trends and the apparent uncertainty regarding the reali zability of your deferred tax as sets, tell us why you believe disclosure regarding your deferred tax assets, and the possible impact of any change in your assessment of the recove rability of those assets, in your June 30, 2005 Form 10-Q was adequate. Refer to Section III.B.3 of SEC Release 33-8350.
* * * * * * *
As appropriate, please amend your filing and respond to these comments within 10 business days or tell us when you will provid e us with a response. Please submit all correspondence and supplemental materials on EDGAR as required by Rule 101 of Regulation S-T. You may wish to provide us with marked copies of any amendment to
Mr. Joseph W. McGrath Unisys Corporation July 21, 2006 Page 3 expedite our review. Please furnish a cove r letter with any amendment that keys your responses to our comments and provides any requested information. Detailed cover letters greatly facilitate our review. Please understand that we may have additional comments after reviewing any amendment and your responses to our comments.
You may contact David E dgar, Staff Accountant, at (202)-551-3459, Marc Thomas, Senior Staff Accountant, at (202) 551-3452 or the undersigned at (202) 551- 3489 if you have any questions regarding co mments on the financial statements and related matters.
Sincerely,
Brad Skinner
Accounting Branch Chief
Show Raw Text
Room 4561
July 21, 2006
Mr. Joseph W. McGrath
President and Chief Executive Officer
Unisys Corporation
Unisys Way
Blue Bell, PA 19424
Re: Unisys Corporation
Form 10-K for Fiscal Ye ar Ended December 31, 2005
File No. 001-08729
Dear Mr. McGrath:
We have reviewed your response letter dated April 6, 2006 in connection with the
above referenced filing and have the follo wing comments. Where indicated, we think
you should revise your document in response to these comments. If you disagree, we
will consider your explanation as to why our comment is inapplicable or a revision is
unnecessary. Please be as deta iled as necessary in your expl anation. In some of our
comments, we may ask you to provide us w ith supplemental information so we may
better understand your disclosure. After review ing this information, we may or may not
raise additional comments.
Please understand that the purpose of our re view process is to assist you in your
compliance with the applicable disclosure requirements and to enhance 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 any other aspect of our review. Feel free to call us at the telephone numbers listed at the end of this letter.
Mr. Joseph W. McGrath
Unisys Corporation
July 21, 2006 Page 2
Form 10-K for the year Ended December 31, 2005
Exhibit 13, Portions of Annual Re port for Year Ended December 31, 2005
Notes to consolidated Financial Statements
1. Summary of Significant Accounting Policies
Revenue Recognition, page 33
1. We note your response to prior comme nt 2 where you indicate that the
Company’s principle PCS offering is se lect operating system software updates
and in 2005, the costs associated with providing such software updates was
immaterial to the financial statements. In order to satisfy criteria (c) under
paragraph 59 of SOP 97-2 the estimated cost of providing PCS, which would
include service costs as well as software updates, must be insignificant. Please
address the materiality of all costs asso ciated with PCS including the costs of
providing support services in 2005 for each product where revenue related to PCS
is recognized with the initial license. Further describe how these actual costs
relate to your estimated PCS costs at inception of your arrangements.
3. Significant Item, page 36
2. Your response to prior comment 1 indicat es that, prior to the third quarter of
2005, you had forecasted pretax earnings for the full year of 2005. Explain to us
the specific factors that le d you to revise your projecti ons during the third quarter
of 2005. Also, provide us with copies or reasonably detailed summaries of your
projected results for 2005 as of Ma rch 31, June 30 and September 30, 2005.
3. We note from disclosure in your MD&A overview in your Form 10-Q for the
period ended June 30, 2005, that several ne gative trends were expected to
continue to impact 2005 results includi ng; development of new software and
transitioning to new processes, declini ng sales of large enterprise servers and
higher pension expense. Given these trends and the apparent uncertainty
regarding the reali zability of your deferred tax as sets, tell us why you believe
disclosure regarding your deferred tax assets, and the possible impact of any
change in your assessment of the recove rability of those assets, in your June 30,
2005 Form 10-Q was adequate. Refer to Section III.B.3 of SEC Release 33-8350.
* * * * * * *
As appropriate, please amend your filing and respond to these comments within
10 business days or tell us when you will provid e us with a response. Please submit all
correspondence and supplemental materials on EDGAR as required by Rule 101 of Regulation S-T. You may wish to provide us with marked copies of any amendment to
Mr. Joseph W. McGrath
Unisys Corporation
July 21, 2006 Page 3
expedite our review. Please furnish a cove r letter with any amendment that keys your
responses to our comments and provides any requested information. Detailed cover
letters greatly facilitate our review. Please understand that we may have additional comments after reviewing any amendment and your responses to our comments.
You may contact David E dgar, Staff Accountant, at (202)-551-3459, Marc
Thomas, Senior Staff Accountant, at (202) 551-3452 or the undersigned at (202) 551-
3489 if you have any questions regarding co mments on the financial statements and
related matters.
Sincerely,
Brad Skinner
Accounting Branch Chief