SEC Comment Letter for SCHNITZER STEEL INDUSTRIES, INC. (RDUS) (CIK 0000912603) — May 18, 2020
SCHNITZER STEEL INDUSTRIES, INC. (RDUS) (CIK 0000912603)
Date: May 18, 2020 · CIK: 0000912603 · Accession: 0000000000-20-004397
AI Filing Summary & Sentiment
File numbers found in text: 000-22496
Letter
United States securities and exchange commission logo May 18, 2020 Richard D. Peach Chief Financial Officer Schnitzer Steel Industries, Inc. 299 SW Clay Street Suite 350 Portland, Oregon Re:Schnitzer Steel Industries, Inc. Form 10-K for the Year Ended August 31, 2019 Filed October 24, 2019 Form 10-Q for the Quarterly Period Ended February 29, 2020 Filed April 2, 2020 File No. 000-22496 Dear Mr. Peach: We have limited our review of your filings 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 10-Q filed April 2, 2020 for the Quarterly Period Ended February 29, 2020 Non-GAAP Financial Measures, page 38 1.We note that you have excluded "business development costs" from the non-GAAP measures adjusted consolidated operating income (loss), adjusted Corporate expense, adjusted net income (loss) from continuing operations attributable to SSI shareholders, and adjusted diluted earnings (loss) per share from continuing operations attributable to SSI shareholders. Please tell us what this line item represents and why you believe this adjustment is appropriate. Refer to Rule 100(b) of Regulation G and Question 100.1 of the Compliance and Disclosure Interpretations on Non-GAAP Measures updated April 4, 2018.
FirstName LastNameRichard D. Peach Comapany NameSchnitzer Steel Industries, Inc. May 18, 2020 Page 2 FirstName LastName Richard D. Peach Schnitzer Steel Industries, Inc. May 18, 2020 Page 2 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 Amy Geddes at 202-551-3304 or Theresa Brillant at 202-551-3307 with any questions. Sincerely, Division of Corporation Finance Office of Trade & Services
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United States securities and exchange commission logo
May 18, 2020
Richard D. Peach
Chief Financial Officer
Schnitzer Steel Industries, Inc.
299 SW Clay Street
Suite 350
Portland, Oregon
97201
Re:Schnitzer Steel Industries, Inc.
Form 10-K for the Year Ended August 31, 2019
Filed October 24, 2019
Form 10-Q for the Quarterly Period Ended February 29, 2020
Filed April 2, 2020
File No. 000-22496
Dear Mr. Peach:
We have limited our review of your filings 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 10-Q filed April 2, 2020 for the Quarterly Period Ended February 29, 2020
Non-GAAP Financial Measures, page 38
1.We note that you have excluded "business development costs" from the non-GAAP
measures adjusted consolidated operating income (loss), adjusted Corporate expense,
adjusted net income (loss) from continuing operations attributable to SSI shareholders,
and adjusted diluted earnings (loss) per share from continuing operations attributable to
SSI shareholders. Please tell us what this line item represents and why you believe this
adjustment is appropriate. Refer to Rule 100(b) of Regulation G and Question 100.1 of the
Compliance and Disclosure Interpretations on Non-GAAP Measures updated April 4,
2018.
FirstName LastNameRichard D. Peach
Comapany NameSchnitzer Steel Industries, Inc.
May 18, 2020 Page 2
FirstName LastName
Richard D. Peach
Schnitzer Steel Industries, Inc.
May 18, 2020
Page 2
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 Amy Geddes at 202-551-3304 or Theresa Brillant at 202-551-3307 with
any questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services