SEC Comment Letter 0000000000-23-010198 to DENTSPLY SIRONA Inc. (XRAY) (CIK 0000818479) (XRAY)
DENTSPLY SIRONA Inc. (XRAY) (CIK 0000818479)
Date: Sept. 14, 2023 · CIK: 0000818479 · Accession: 0000000000-23-010198
AI Filing Summary & Sentiment
File numbers found in text: 000-16211
Letter
United States securities and exchange commission logo September 14, 2023 Glenn Coleman Chief Financial Officer DENTSPLY SIRONA Inc. 13320 Ballantyne Corporate Place Charlotte, NC 28277 Re:DENTSPLY SIRONA Inc. Form 10-K for the Fiscal Year Ended December 31, 2022 Filed March 1, 2023 Form 8-K Dated August 2, 2023 Filed August 2, 2023 File No. 000-16211 Dear Glenn Coleman: We have limited our review of your filing to the financial statements and related disclosures 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 8-K filed August 2, 2023 Exhibit 99.1, page 1 1.You present Adjusted EBITDA Margin in the bullet points at the top of Exhibit 99.1 without the presentation of the corresponding GAAP measure. Revise here and in your Q2 23 Summary Results tables in future Earnings Releases to also present gross margin on a GAAP basis. Ensure that your presentation of the GAAP measure is presented with equal or greater prominence than the non-GAAP measure. We refer you to Item 10(e) of Regulation S-K. 2.Your presentation of ‘Adjusted Non-GAAP’ amounts appear to represent non-GAAP income statements. Please note that the presentation of a full non- GAAP income statement, or a presentation that gives the appearance of one, may place
FirstName LastNameGlenn Coleman Comapany NameDENTSPLY SIRONA Inc. September 14, 2023 Page 2 FirstName LastName Glenn Coleman DENTSPLY SIRONA Inc. September 14, 2023 Page 2 undue prominence on the non-GAAP information and give the impression that the non- GAAP income statement represents a comprehensive basis of accounting. Please explain to us how your presentation complies with Question 102.10 of the C&DI's on Non-GAAP Financial Measures. To the extent you wish to present any of the non-GAAP measures, you could present a separate reconciliation for each non-GAAP measure and provide all disclosures required by Item 10(e)(1)(i) of Regulation S-K.
In closing, 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 Julie Sherman at (202) 551-3640 or Brian Cascio, Accounting Branch Chief, at (202) 551-3640 with any questions. Sincerely, Division of Corporation Finance Office of Industrial Applications and Services
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United States securities and exchange commission logo
September 14, 2023
Glenn Coleman
Chief Financial Officer
DENTSPLY SIRONA Inc.
13320 Ballantyne Corporate Place
Charlotte, NC 28277
Re:DENTSPLY SIRONA Inc.
Form 10-K for the Fiscal Year Ended December 31, 2022
Filed March 1, 2023
Form 8-K Dated August 2, 2023
Filed August 2, 2023
File No. 000-16211
Dear Glenn Coleman:
We have limited our review of your filing to the financial statements and related
disclosures 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 8-K filed August 2, 2023
Exhibit 99.1, page 1
1.You present Adjusted EBITDA Margin in the bullet points at the top of Exhibit 99.1
without the presentation of the corresponding GAAP measure. Revise here and in your Q2
23 Summary Results tables in future Earnings Releases to also present gross margin on a
GAAP basis. Ensure that your presentation of the GAAP measure is presented with equal
or greater prominence than the non-GAAP measure. We refer you to Item 10(e) of
Regulation S-K.
2.Your presentation of ‘Adjusted Non-GAAP’ amounts appear to represent non-GAAP
income statements. Please note that the presentation of a full non-
GAAP income statement, or a presentation that gives the appearance of one, may place
FirstName LastNameGlenn Coleman
Comapany NameDENTSPLY SIRONA Inc.
September 14, 2023 Page 2
FirstName LastName
Glenn Coleman
DENTSPLY SIRONA Inc.
September 14, 2023
Page 2
undue prominence on the non-GAAP information and give the impression that the non-
GAAP income statement represents a comprehensive basis of accounting. Please explain
to us how your presentation complies with Question 102.10 of the C&DI's on Non-GAAP
Financial Measures. To the extent you wish to present any of the non-GAAP measures,
you could present a separate reconciliation for each non-GAAP measure and provide all
disclosures required by Item 10(e)(1)(i) of Regulation S-K.
In closing, 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 Julie Sherman at (202) 551-3640 or Brian Cascio, Accounting Branch
Chief, at (202) 551-3640 with any questions.
Sincerely,
Division of Corporation Finance
Office of Industrial Applications and
Services