SEC Comment Letter for PERMA FIX ENVIRONMENTAL SERVICES INC (PESI) (CIK 0000891532) (PESI) — Jun 10, 2005
PERMA FIX ENVIRONMENTAL SERVICES INC (PESI) (CIK 0000891532)
Date: June 10, 2005 · CIK: 0000891532 · Accession: 0000000000-05-028991
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Mail Stop 7010
June 10, 2005
Richard T. Kelecy, Chief Financial Officer
Perma-Fix Environmental Services, Inc.
1940 N.W. 67th Place
Gainesville, FL 32653
Re: Perma-Fix Environmental Services, Inc.
Form 10-K for Fiscal Year Ended December 31, 2004
Form 10-Q for Fiscal Quarter Ended March 31, 2005
File No. 1-11596
Dear Mr. Kelecy:
We have reviewed your filing and have the following
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 detailed as necessary in your
explanation.
In some of our comments, we may ask you to provide us with
information so we may better understand your disclosure. After
reviewing this information, we may raise additional comments.
Please understand that the purpose of our review 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.
Form 10-K for Fiscal Year Ended December 31, 2004
General
Where a comment below requests additional disclosures or
other
revisions please show us in your response what the revisions will
look like. These revisions should be included in your future
filings
beginning, to the extent practical, with your report on Form 10-Q
for
the quarter ended June 30, 2005.
Contractual Obligations, page 32
1. Please revise your table of contractual cash obligations to
also
include the following:
(a) Estimated interest payments on your variable rate debt;
(b) Estimated payments under interest rate swap agreements; and
(c) Required ongoing environmental remediation efforts.
Because the table is aimed at increasing transparency of cash
flow,
we believe these payments should be included in the table. Please
also disclose any assumptions you made to derive these amounts.
Consolidated Statement of Cash Flows, page 51
2. We note your classification of $192,000 related to the
issuance
of common stock for services in non-cash investing and financing
activities. Tell us the nature of the services provided and why
this
amount is not more appropriately reflected as an adjustment to
reconcile net loss to net cash flows provided by operating
activities
within your consolidated statement of cash flows.
Operating Segments, page 81
3. Please reconcile for each period presented your segment
profit
or loss to your consolidated income before income taxes,
discontinued
operations, and the cumulative effect of changes in accounting
principles. See paragraph 32.b. of SFAS 131.
Controls and Procedures, page 84
4. Please disclose any change in internal control over
financial reporting identified in connection with your evaluation
of
disclosure controls and procedures during the fourth fiscal
quarter
that has materially affected, or is reasonably likely to
materially
affect your internal control over financial reporting.
Alternatively, you may disclose that no such changes have
occurred.
See Item 308(c) of Regulation S-K.
As appropriate, please respond to these comments within 10
business days or tell us when you will provide us with a response.
Please furnish a letter that keys your responses to our comments
and
provides any requested information. Detailed letters greatly
facilitate our review. Please understand that we may have
additional
comments after reviewing your responses to our comments.
We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filing to be certain that the
filing includes all information required under the Securities
Exchange Act of 1934 and that they have provided all information
investors require for an informed investment decision. Since the
company and its management are in possession of all facts relating
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 filing;
* staff comments or changes to disclosure in response to staff
comments do not foreclose the Commission from taking any action
with
respect to the filing; 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 advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in our review of your filing or in
response to our comments on your filing.
You may contact Bret Johnson at (202) 551-3753 or me at (202)
551-3768 if you have questions regarding our comments.
Sincerely,
John Cash
Accounting Branch Chief
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Richard Kelecy
Perma-Fix Environmental Services, Inc.
June 10, 2005
Page 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-7010
DIVISION OF
CORPORATION FINANCE
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