SEC Company Response from AMERICAS CARMART INC (CRMT) (CIK 0000799850) (CRMT) — Jun 29, 2009
AMERICAS CARMART INC (CRMT) (CIK 0000799850)
Date: June 29, 2009 · CIK: 0000799850 · Accession: 0001171843-09-000639
AI Filing Summary & Sentiment
Reasoning
Referenced dates: June 4, 2009
Letter
Securities and Exchange Commission Filed September 9, 2008, December 5, 2008 and March 9, 2009 Form 8-K Filed June 26, 2008 File No. 000.14939
Dear Mr. Owings:
Please find our response to your comments dated June 4, 2009 related to the above filings.
Form 10-K for Fiscal Year Ended April 30, 2008
Management’s Discussion and Analysis of Financial Condition and Results of Operations, page18
Liquidity and Capital Resources, page 25
1. We note your response to comment one of our April 16, 2009 letter. Please expand your proposed disclosure to address the following:
·
In the third paragraph of your proposed disclosure you state that “the expansion of the customer base due in part to constrictions in consumer credit ... can have an overall effect on the demand for the type of vehicle the Company purchases for sale.” Please expand your disclosure to clarify the effect you anticipate. For example, do you expect a general increase or decrease in demand and to which types of vehicles do you expect this to apply.
Response: We will add, “We expect the availability of consumer credit within the automotive industry to continue to be constricted when compared to recent history. We anticipate that this will continue to result in overall increases in demand for most if not all of the vehicles the Company purchases for sale.”
·
In light of your statements in the third paragraph of your proposed disclosure that you have seen increases in the cost of vehicles and resulting increases in sales prices, and further that your customers have limited incomes and their car payment must remain affordable, please expand your discussion to provide examples of the “significant efforts [you have] devoted to improve your purchasing processes to ensure adequate supply at appropriate prices.”
Response: We will add, “In an effort to ensure an adequate supply of vehicles at appropriate prices, the Company has increased the level of accountability for its purchasing agents including the establishment of sourcing guidelines and pricing guidelines. Additionally, the Company is expanding its efforts to purchase vehicles from individuals at the dealership level as well as via the internet.”
Definitive Proxy Statement on Schedule 14A
Compensation Discussion and Analysis, page 9
Economic Profit, page
2. We note your response to comment 18 of our April 16, 2009 letter. Due to the passage of time, the basis upon which you sought confidential treatment for fiscal 2008 performance data is potentially no longer applicable. Please provide on a supplemental basis a detailed explanation supporting your conclusion that the performance information we requested should continue to be excluded under Instruction 4 to Item 402(b) of Regulation S-K.
Response: We agree that due to the passage of time, the 2008 performance data could be disclosed. In future filings we will disclose specific performance goals that were previously redacted, but due to the passage of time, would no longer result in competitive harm.
3. We reissue, in part, comment 19 of our April 16, 2009 letter. Please provide us with proposed revised disclosure that addresses why you awarded the amounts of short-term incentive awards for 2008 that are identified in the summary compensation table, including the awards identified in the Bonus column. In this regard, we note your statement that your Compensation Committee has from time to time made discretionary cash awards outside of plans that are included in the Bonus column of your table, but this does not explain why such cash award was provided.
Response: We will expand disclosure in future filings. The following is an example of the language that will be added in the appropriate places in future Proxy Statements, including in the footnotes to the Summary Compensation Table, in the Compensation Discussion & Analysis section, and in the Employment Agreements section, as appropriate. As per our response to comment two above, we will disclose amounts and related performance results after the passage of time with respect to disclosures regarding our incentive compensation:
“For 2008, the amounts reflected in the Bonus column represent 1) a discretionary bonus paid to Mr. Henderson of $54,000, which was awarded by the Compensation Committee as a partial equalization measure for past service at the time of Mr. Henderson’s promotion to Chief Executive Officer, and 2) cash payments made to Mr. Henderson and Mr. Hight of 32% of the fair market value of shares of restricted stock that vested on April 30, 2008 in accordance with their respective Employment Agreements. For 2007, the amount reflected in the Bonus column represents a bonus paid to Mr. Williams of $50,000 which was agreed upon at the time of hire.
Amounts reflected in the Non-equity Incentive Plan Compensation column represent the annual cash bonus paid to each named executive officer pursuant to their respective Employment Agreements.
Amounts included in the All Other Compensation column are discretionary amounts paid to the officers to defray the income taxes due upon the vesting of restricted stock. The Compensation Committee decided to pay these amounts to reward the named executive officers for meeting performance goals in a difficult operating environment and to allow the named executive officers the ability to retain their ownership levels in our common stock.”
* * *
Please contact Jeff Williams, Chief Financial Officer, at (479) 418-8021, with any questions.
Sincerely,
Jeff Williams
Show Raw Text
CORRESP
1
filename1.htm
Unassociated Document
Corporate
Office
802
SE Plaza Avenue, Suite 200
Bentonville,
AR 72712
Phone: (479)
464-9944
June 29,
2009
H.
Christopher Owings
Assistant
Director
Securities
and Exchange Commission
Mail Stop
3561
Washington,
D.C. 20549
Re: America’s
Car-Mart, Inc.
Form 10-K
for Fiscal Year Ended April 30, 2008
Filed
July 3, 2008
Definitive
Proxy Statement on Schedule 14A
Filed
August 28, 2008
Form
10-Qs for the Quarterly Periods Ended July 31, 2008, October31, 2008 and January
31, 2009
Filed
September 9, 2008, December 5, 2008 and March 9, 2009
Form
8-K
Filed
June 26, 2008
File No.
000.14939
Dear Mr.
Owings:
Please
find our response to your comments dated June 4, 2009 related to the above
filings.
Form 10-K for Fiscal Year
Ended April 30, 2008
Management’s Discussion and
Analysis of Financial Condition and Results of Operations,
page18
Liquidity and Capital
Resources, page 25
1. We
note your response to comment one of our April 16, 2009 letter. Please expand
your proposed disclosure to address the following:
·
In
the third paragraph of your proposed disclosure you state that “the
expansion of the customer base due in part to constrictions in consumer
credit ... can have an overall effect on the demand for the type of
vehicle the Company purchases for sale.” Please expand your disclosure to
clarify the effect you anticipate. For example, do you expect a general
increase or decrease in demand and to which types of vehicles do you
expect this to apply.
Response: We will add, “We
expect the availability of consumer credit within the automotive industry to
continue to be constricted when compared to recent history. We anticipate that
this will continue to result in overall increases in demand for most if not all
of the vehicles the Company purchases for sale.”
·
In
light of your statements in the third paragraph of your proposed
disclosure that you have seen increases in the cost of vehicles and
resulting increases in sales prices, and further that your customers have
limited incomes and their car payment must remain affordable, please
expand your discussion to provide examples of the “significant efforts
[you have] devoted to improve your purchasing processes to ensure adequate
supply at appropriate prices.”
Response: We will add, “In an
effort to ensure an adequate supply of vehicles at appropriate prices, the
Company has increased the level of accountability for its purchasing agents
including the establishment of sourcing guidelines and pricing guidelines.
Additionally, the Company is expanding its efforts to purchase vehicles from
individuals at the dealership level as well as via the internet.”
Definitive Proxy Statement
on Schedule 14A
Compensation Discussion and
Analysis, page 9
Economic Profit, page
11
2. We
note your response to comment 18 of our April 16, 2009 letter. Due to the
passage of time, the basis upon which you sought confidential treatment for
fiscal 2008 performance data is potentially no longer applicable. Please provide
on a supplemental basis a detailed explanation supporting your conclusion that
the performance information we requested should continue to be excluded under
Instruction 4 to Item 402(b) of Regulation S-K.
Response: We agree that due to
the passage of time, the 2008 performance data could be disclosed. In future
filings we will disclose specific performance goals that were previously
redacted, but due to the passage of time, would no longer result in competitive
harm.
3. We
reissue, in part, comment 19 of our April 16, 2009 letter. Please provide us
with proposed revised disclosure that addresses why you awarded the amounts of
short-term incentive awards for 2008 that are identified in the summary
compensation table, including the awards identified in the Bonus column. In this
regard, we note your statement that your Compensation Committee has from time to
time made discretionary cash awards outside of plans that are included in the
Bonus column of your table, but this does not explain why such cash award was
provided.
Response: We will expand
disclosure in future filings. The following is an example of the language that
will be added in the appropriate places in future Proxy Statements, including in
the footnotes to the Summary Compensation Table, in the Compensation Discussion
& Analysis section, and in the Employment Agreements section, as
appropriate. As per our response to comment two above, we will
disclose amounts and related performance results after the passage of time with
respect to disclosures regarding our incentive compensation:
“For
2008, the amounts reflected in the Bonus column represent 1) a discretionary
bonus paid to Mr. Henderson of $54,000, which was awarded by the Compensation
Committee as a partial equalization measure for past service at the time of Mr.
Henderson’s promotion to Chief Executive Officer, and 2) cash payments made to
Mr. Henderson and Mr. Hight of 32% of the fair market value of shares of
restricted stock that vested on April 30, 2008 in accordance with their
respective Employment Agreements. For 2007, the amount reflected in
the Bonus column represents a bonus paid to Mr. Williams of $50,000 which was
agreed upon at the time of hire.
Amounts
reflected in the Non-equity Incentive Plan Compensation column represent the
annual cash bonus paid to each named executive officer pursuant to their
respective Employment Agreements.
Amounts
included in the All Other Compensation column are discretionary amounts paid to
the officers to defray the income taxes due upon the vesting of restricted
stock. The Compensation Committee decided to pay these amounts to reward the
named executive officers for meeting performance goals in a difficult operating
environment and to allow the named executive officers the ability to retain
their ownership levels in our common stock.”
* *
*
Please
contact Jeff Williams, Chief Financial Officer, at (479) 418-8021, with any
questions.
Sincerely,
Jeff Williams
Chief Financial Officer
America's CAR-MART,
Inc.