SEC Comment Letter for INTERCONTINENTAL HOTELS GROUP (IHG) — Sep 26, 2006
INTERCONTINENTAL HOTELS GROUP PLC /NEW/
Date: Sept. 26, 2006 · CIK: 0000858446 · Accession: 0000000000-06-046507
AI Filing Summary & Sentiment
File numbers found in text: 001-10409
Letter
Mail Stop 4561 September 26, 2006 Richard Solomons 67 Alma Road Windsor, Berkshire SL4 3HD
Re: InterContinental Hotels Group PLC Form 20-F for Fiscal Ye ar Ended December 31, 2005 Filed March 31, 2006 File No. 001-10409
Dear Mr. Solomons:
We have reviewed your filing and have the following comment. We have limited our review to only your financia l statements and related disclosures and do not intend to expand our review to other portions of your document. In some of our comments, we may ask you to provide us information so we may better understand your disclosure. After reviewing this information, we ma y 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 on any other aspect of our review. Feel free to call us at the telephone numbers listed at the end of this letter.
Form 20-F
Financial Statements and Notes
Consolidated Statement of Cash Flow Statement, page F-8 1. We note from the cash flow statement that dividends paid to shareholders and distributions to minority partners have exceeded net cash provided by operating activities for the fiscal year ended De cember 31, 2004. Tell us what consideration you gave to identifying this fact and the alternative source of cash used to pay the dividends, which appears to be proceeds from investment property sales and distributions from unconsolidated jo int ventures in excess of income.
* * * *
Richard Solomons InterContinental Hotels Group PLC September 26, 2006 Page 2 As appropriate, please respond to these co mments within 10 business days or tell us when you will provide us with a response. Detailed cover letters gr eatly facilitate our review. Please file your cover letter on E DGAR. Please understa nd that we may have additional comments after reviewin g your responses to our comments.
We urge all persons who are responsible for the accuracy and adequacy of the disclosure in the filings reviewed by the staff to be certain that they have provided all information investors require for an info rmed decision. Since the company and its management are in possession of all facts re lating to a company’s disclosure, they are responsible for the accuracy and adequacy of the disclosures they have made.
In connection with responding to our comments, please provide, in writing, a statement from the company acknowledging that:
the company is responsible for the adequacy and accuracy of the disclosure in the filings;
staff comments or changes to disclosure in response to staff comments do not foreclose the Commission from taking any action with respect to the filings; and
the company may not assert staff comments as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.
In addition, please be advise d that the Division of Enfo rcement has access to all information you provide to the staff of the Divi sion of Corporation Fi nance in our review of your filings or in response to our comments on your filings.
You may contact Yolanda Crittendon, Sta ff Accountant, at (202) 551-3472 or the undersigned at (202) 551-3498 if you have questions.
Sincerely,
Linda VanDoorn
Senior Assistant Chief Accountant
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Mail Stop 4561 September 26, 2006 Richard Solomons 67 Alma Road Windsor, Berkshire SL4 3HD Re: InterContinental Hotels Group PLC Form 20-F for Fiscal Ye ar Ended December 31, 2005 Filed March 31, 2006 File No. 001-10409 Dear Mr. Solomons: We have reviewed your filing and have the following comment. We have limited our review to only your financia l statements and related disclosures and do not intend to expand our review to other portions of your document. In some of our comments, we may ask you to provide us information so we may better understand your disclosure. After reviewing this information, we ma y 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 on any other aspect of our review. Feel free to call us at the telephone numbers listed at the end of this letter. Form 20-F Financial Statements and Notes Consolidated Statement of Cash Flow Statement, page F-8 1. We note from the cash flow statement that dividends paid to shareholders and distributions to minority partners have exceeded net cash provided by operating activities for the fiscal year ended De cember 31, 2004. Tell us what consideration you gave to identifying this fact and the alternative source of cash used to pay the dividends, which appears to be proceeds from investment property sales and distributions from unconsolidated jo int ventures in excess of income. * * * * Richard Solomons InterContinental Hotels Group PLC September 26, 2006 Page 2 As appropriate, please respond to these co mments within 10 business days or tell us when you will provide us with a response. Detailed cover letters gr eatly facilitate our review. Please file your cover letter on E DGAR. Please understa nd that we may have additional comments after reviewin g your responses to our comments. We urge all persons who are responsible for the accuracy and adequacy of the disclosure in the filings reviewed by the staff to be certain that they have provided all information investors require for an info rmed decision. Since the company and its management are in possession of all facts re lating to a company’s disclosure, they are responsible for the accuracy and adequacy of the disclosures they have made. In connection with responding to our comments, please provide, in writing, a statement from the company acknowledging that: the company is responsible for the adequacy and accuracy of the disclosure in the filings; staff comments or changes to disclosure in response to staff comments do not foreclose the Commission from taking any action with respect to the filings; and the company may not assert staff comments as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States. In addition, please be advise d that the Division of Enfo rcement has access to all information you provide to the staff of the Divi sion of Corporation Fi nance in our review of your filings or in response to our comments on your filings. You may contact Yolanda Crittendon, Sta ff Accountant, at (202) 551-3472 or the undersigned at (202) 551-3498 if you have questions. Sincerely, Linda VanDoorn Senior Assistant Chief Accountant