SEC Company Response from RadNet, Inc. (RDNT) (CIK 0000790526) (RDNT) — Sep 12, 2008
RadNet, Inc. (RDNT) (CIK 0000790526)
Date: Sept. 12, 2008 · CIK: 0000790526 · Accession: 0001019687-08-004143
AI Filing Summary & Sentiment
File numbers found in text: 001-10593
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[RADNET, INC. LETTERHEAD]
September 11, 2008
VIA EDGAR AND FEDEX
Mr. John Reynolds, Assistant Director
U.S. Securities and Exchange Commission
Mail Stop 3561
100 F. Street, N.E.
Washington, D.C. 20549
Re: RadNet, Inc. - Form 10-K for Fiscal Year Ended December 31, 2007,
Filed on February 29, 2008 (File No. 001-10593)
Dear Mr. Reynolds:
We are responding to the comments in your letter to RadNet, Inc., dated
September 8, 2008, concerning our Form 10-K referred to above.
Set forth below are our responses to the Staff's comments. For your
convenience, we have included each of the Comments in italicized text before the
corresponding response.
RESPONSES:
SCHEDULE 14A
------------
COMPENSATION OF DIRECTORS AND EXECUTIVE OFFICERS, PAGE 29
---------------------------------------------------------
1. WE NOTE YOUR RESPONSE TO PRIOR COMMENT ONE AND THE STATEMENT THAT
YOU DO NOT CURRENTLY USE PERFORMANCE TARGETS. WE NOTE, HOWEVER,
DISCLOSURE ON PAGE 25 OF YOUR PROXY STATEMENT INDICATING THAT YOU
AND THE CEO INTEND TO REVIEW "STRATEGIC OBJECTIVES AND PERFORMANCE
TARGETS" AND THAT YOU WILL REVIEW THE APPROPRIATENESS OF THE
FINANCIAL MEASURES USED IN INCENTIVE PLANS AND THE DEGREE OF
DIFFICULTY IN ACHIEVING SPECIFIC PERFORMANCE TARGETS. YOU ALSO STATE
ON PAGE 25 THAT CORPORATE PERFORMANCE OBJECTIVES "TYPICALLY ARE
ESTABLISHED ON THE BASIS OF A TARGETED RETURN ON CAPITAL" USED FOR
THE COMPANY OR A PARTICULAR BUSINESS UNIT. WITH A VIEW TO DISCLOSURE
IN FUTURE FILINGS, PLEASE ADVISE US OF THE "STRATEGIC OBJECTIVES AND
PERFORMANCE TARGETS" REFERENCED ON PAGE 25. IT IS UNCLEAR WHAT THOSE
TARGETS RELATE TO AND WHY THEY ARE NOT RELEVANT TO PRIOR COMMENT
ONE. FOR EXAMPLE, IT IS UNCLEAR IF THE COMPANY CONSIDERED USING
PERFORMANCE TARGETS BUT LATER DECIDED OTHERWISE. ADVISE US OF WHAT
DISCLOSURE THE COMPANY INTENDS TO PROVIDE IN FUTURE FILINGS
REGARDING THESE TARGETS. WE MAY HAVE FURTHER COMMENT.
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Mr. Reynolds
September 11, 2008
Page 2
We apologize for the confusion we have caused regarding our performance
objectives. We do engage in an active dialogue with the Chief Executive
Officer concerning strategic objectives and performance targets. However,
as a result of those discussions, we did not set any performance targets
for the fiscal year ended December 2007. We may establish performance
objectives in the future and that may be done on the basis of a targeted
return on capital, per our disclosure. Assuming our process does not
change, we propose to include the following disclosure in future filings:
"PERFORMANCE OBJECTIVES
Our process begins with determining whether we will establish
individual and corporate performance objectives for senior executive
officers in each fiscal year. We engage in an active dialogue with
the Chief Executive Officer concerning whether to use strategic
objectives and performance targets. Corporate performance objectives
may be established on the basis of a targeted return on capital
employed for RadNet or a particular business unit."
If you have any questions, please contact me at (310) 478-7808.
Very truly yours,
/s/ Dr. Howard G. Berger
Dr. Howard G. Berger
Chief Executive Officer
cc: Mr. David Swartz, Audit Committee Chairman, RadNet, Inc.
Mr. Jeffrey Linden, Executive Vice President and General Counsel,
RadNet, Inc.
Linda Michaelson, Esq.
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