SEC Comment Letter for UFP INDUSTRIES INC (UFPI) (CIK 0000912767) (UFPI) — Apr 12, 2013
UFP INDUSTRIES INC (UFPI) (CIK 0000912767)
Date: April 12, 2013 · CIK: 0000912767 · Accession: 0000000000-13-019928
AI Filing Summary & Sentiment
Reasoning
Referenced dates: March 21, 2013
Letter
April 12, 2013 Via E -mail Mr. Michael R. Cole Chief Financial Officer Universal Forest Products , Inc. 2801 East Beltline, N.E. Grand Rapids, MI 49525
Re: Universal Forest Products, Inc. Form 10-K Filed February 26, 2013 File No. 0-22684
Dear Mr. Cole :
We have reviewed your response dated March 29, 2013 and have the following comments.
Please respond to this letter within ten business days by providing the requested information, or by advising us when you will provide the requested response. If you do not believe our comments apply to your facts and circumstances, please tell us why in your response.
After reviewing the information you prov ide in response to these comments, we may have additional comments.
Form 10 -K for the year ended December 29, 2012
General
1. We note the Acknowledgement page at the end of the response. Please address in your letter that such Acknowledgement does not appear to be dated appropriately nor is there a clear signature. In your response letter, please provide an acknowledgement of the Tandy language from an officer of the c ompany that is appropriately signed and dated.
Mr. Michael R. Cole Universal Forest Products , Inc. April 12, 2013 Page 2
Annual Report
Management’s Discussion and Analysis, page 3
Results of Operations, page 8
2. We have read your response to comment 2 in our letter dated March 21, 2013. It is unclear how you have concluded that the additional analysis by reportable segment is “duplicative” of the comparative market analysis already set forth in your MD&A or “will promote confusion” in understanding your financial results and operations, given, among other things, the material changes in each reportable segment’s net sales and operating profit for the periods presented. The existing MD&A does not explain these mater ial variances and therefore a reader is unable to understand why, for example, the Eastern and Western Divisions’ segment operating profit increased $32.4 million during 2012 or why the Site -Built segment incurred an operating loss of $6.4 million in 2011 but reported operating profit of $1.3 million in 2012, and whether these change are indicative of a trend or is the result of non -recurring factors. Therefore, as previously requested, please revise future filings to provide a fulsome segment discussion an d analysis in accordance with SEC Release No. 33 -8350, Section 501.12.b.2 of the Financial Reporting Codification, as well as Item 303(a)(3) of Regulation S -K.
You may contact Jenn Do at (202) 551-3743 , Al Pavot at (202) 551 -3738, or me at (202) 551-3355 if you have questions regarding comments on the financial statements and related matters.
Sincerely,
/s/ Terence O ’Brien
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April 12, 2013 Via E -mail Mr. Michael R. Cole Chief Financial Officer Universal Forest Products , Inc. 2801 East Beltline, N.E. Grand Rapids, MI 49525 Re: Universal Forest Products, Inc. Form 10-K Filed February 26, 2013 File No. 0-22684 Dear Mr. Cole : We have reviewed your response dated March 29, 2013 and have the following comments. Please respond to this letter within ten business days by providing the requested information, or by advising us when you will provide the requested response. If you do not believe our comments apply to your facts and circumstances, please tell us why in your response. After reviewing the information you prov ide in response to these comments, we may have additional comments. Form 10 -K for the year ended December 29, 2012 General 1. We note the Acknowledgement page at the end of the response. Please address in your letter that such Acknowledgement does not appear to be dated appropriately nor is there a clear signature. In your response letter, please provide an acknowledgement of the Tandy language from an officer of the c ompany that is appropriately signed and dated. Mr. Michael R. Cole Universal Forest Products , Inc. April 12, 2013 Page 2 Annual Report Management’s Discussion and Analysis, page 3 Results of Operations, page 8 2. We have read your response to comment 2 in our letter dated March 21, 2013. It is unclear how you have concluded that the additional analysis by reportable segment is “duplicative” of the comparative market analysis already set forth in your MD&A or “will promote confusion” in understanding your financial results and operations, given, among other things, the material changes in each reportable segment’s net sales and operating profit for the periods presented. The existing MD&A does not explain these mater ial variances and therefore a reader is unable to understand why, for example, the Eastern and Western Divisions’ segment operating profit increased $32.4 million during 2012 or why the Site -Built segment incurred an operating loss of $6.4 million in 2011 but reported operating profit of $1.3 million in 2012, and whether these change are indicative of a trend or is the result of non -recurring factors. Therefore, as previously requested, please revise future filings to provide a fulsome segment discussion an d analysis in accordance with SEC Release No. 33 -8350, Section 501.12.b.2 of the Financial Reporting Codification, as well as Item 303(a)(3) of Regulation S -K. You may contact Jenn Do at (202) 551-3743 , Al Pavot at (202) 551 -3738, or me at (202) 551-3355 if you have questions regarding comments on the financial statements and related matters. Sincerely, /s/ Terence O ’Brien Terence O’Brien Branch Chief