SEC Comment Letter 0000000000-23-010399 to MILLICOM INTERNATIONAL CELLULAR SA (TIGO, MLCMF) (CIK 0000912958) (TIGO)
MILLICOM INTERNATIONAL CELLULAR SA (TIGO, MLCMF) (CIK 0000912958)
Date: Sept. 20, 2023 · CIK: 0000912958 · Accession: 0000000000-23-010399
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 001-38763
Letter
United States securities and exchange commission logo September 20, 2023 Sheldon Bruha Chief Financial Officer Millicom International Cellular S.A. 2, Rue du Fort Bourbon L-1249 Luxembourg Grand Duchy of Luxembourg Re:Millicom International Cellular S.A. Form 20-F for the Fiscal Year Ended December 31, 2022 Filed February 28, 2023 File No. 001-38763 Dear Sheldon Bruha: We have reviewed your August 18, 2023 response to our comment letter 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. Unless we note otherwise, our references to prior comments are to comments in our July 14, 2023 letter. Form 20-F for the Fiscal Year Ended December 31, 2022 Item 18. Financial Statements Consolidated statements of income for the years ended December 31, 2022, 2021 and 2020, page F-5 1.We note your response to comment 1 and specifically how you define Cost of Sales, noting that it does not include depreciation, amortization or any indirect cost of services necessary to generate revenue. Please tell us in more detail about, and the amount of, depreciation, amortization and indirect costs of services that were necessary to generate revenue in the periods presented. We note your reference to paragraph 15 of IAS 1 and the concepts of fair presentation and faithful representation. Please refer to paragraphs 2.12 to 2.14 of the IFRS Conceptual Framework for Financial Reporting, which indicates
FirstName LastNameSheldon Bruha Comapany NameMillicom International Cellular S.A. September 20, 2023 Page 2 FirstName LastName Sheldon Bruha Millicom International Cellular S.A. September 20, 2023 Page 2 that information must faithfully represent the substance of what it purports to represent and that a faithful representation is, to the maximum extent possible, complete, neutral and free from error. Please tell us how you considered the concept of completeness when presenting a measure of “Gross Profit” that excludes certain costs required or necessary to generate revenue. Tell us if you considered revising the title of “Gross Profit” to provide an indication to your investors that it excludes certain costs and/or if you have considered the presentation of an additional subtotal of “Gross Profit” that includes all costs necessary to generate revenue. Note B.3. Segmental information, page F-36 2.We note your response to prior comment 2. Please address the following:
•Provide us with additional details about your management structure and how your company is organized, including an organizational chart. In your response, identify and expand on your description of country General Managers and country Chief Financial Officers, their roles and responsibilities, and tell us who they report to. Also, indicate the individual or individuals responsible for the Honduras joint venture. •Describe the key operating decisions within your business and who makes these decisions. •Describe in further detail how you concluded your CEO and the Executive Team members as a group are the CODM. As part of your response, tell us how resource allocation decisions are made by the group. •Your response states the yearly budgeting process follows a similar approach to the monthly finance calls by operating country usually with the CEO, COO, and local General Managers and CFOs where monthly performance is discussed. Please expand on your discussion of the budgeting process. Explain how budgets are prepared, who approves the budget at each step of the process, the level of detail discussed and individuals that participate at each step, and the level at which the CODM makes changes to the budget. Ensure your response includes a detailed discussion of the budgeting process by country and for the Honduras joint venture. •More fully describe how country General Managers are compensated, including whether and the extent to which their compensation is based on the financial performance of the country they are responsible for. 3.We note your CODM reviews monthly financial performance for every country and has access to granular information on a country-by-country basis. Tell us in detail what consolidated and disaggregated financial information the CODM receives, the frequency it is provided, and how it is used by the CODM. In your response, also tell us what financial information the CODM receives about the Honduras joint venture, including whether the corresponding amount of equity method income or loss is provided. Finally, tell us what disaggregated financial information is provided to the Board of Directors.
FirstName LastNameSheldon Bruha Comapany NameMillicom International Cellular S.A. September 20, 2023 Page 3 FirstName LastName Sheldon Bruha Millicom International Cellular S.A. September 20, 2023 Page 3 4.You indicate in your response that there is a capital budgeting and approval process through which the CODM reviews and allocates CAPEX investments’ portfolio across the Group Segment. Please describe this process in further detail, including additional discussion of your statement that CAPEX allocation between countries might be changed during the year and done at the expense of certain individual operations to the benefit of others. 5.You state in your response to prior comment 2 that the CODM reviews monthly financial performance for every country, the COO and local Managers discuss performance upon operating countries submitting monthly reporting, that the operating country and usually the CEO, COO and local General Managers and CFOs discuss monthly performance, and that the same approach is followed for the purpose of the yearly budget process. Please provide us your analysis as to whether each of the countries meet each of the characteristics of an operating segment in IFRS 8.5(a) through (c). Similarly, please provide us with your analysis of whether the Honduras joint venture meets the characteristics of an operating segment. 6.We continue to consider your responses to prior comments 4 and 5. You may contact Megan Akst, Senior Staff Accountant at 202-551-3407 or Christine Dietz, Senior Staff Accountant at 202-551-3408 if you have any questions. Sincerely, Division of Corporation Finance Office of Technology cc: Savadore Escalon
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United States securities and exchange commission logo
September 20, 2023
Sheldon Bruha
Chief Financial Officer
Millicom International Cellular S.A.
2, Rue du Fort Bourbon
L-1249 Luxembourg
Grand Duchy of Luxembourg
Re:Millicom International Cellular S.A.
Form 20-F for the Fiscal Year Ended December 31, 2022
Filed February 28, 2023
File No. 001-38763
Dear Sheldon Bruha:
We have reviewed your August 18, 2023 response to our comment letter 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. Unless we note otherwise, our references to prior comments are to comments in our
July 14, 2023 letter.
Form 20-F for the Fiscal Year Ended December 31, 2022
Item 18. Financial Statements
Consolidated statements of income for the years ended December 31, 2022, 2021 and 2020, page
F-5
1.We note your response to comment 1 and specifically how you define Cost of Sales,
noting that it does not include depreciation, amortization or any indirect cost of services
necessary to generate revenue. Please tell us in more detail about, and the amount of,
depreciation, amortization and indirect costs of services that were necessary to generate
revenue in the periods presented. We note your reference to paragraph 15 of IAS 1 and
the concepts of fair presentation and faithful representation. Please refer to paragraphs
2.12 to 2.14 of the IFRS Conceptual Framework for Financial Reporting, which indicates
FirstName LastNameSheldon Bruha
Comapany NameMillicom International Cellular S.A.
September 20, 2023 Page 2
FirstName LastName
Sheldon Bruha
Millicom International Cellular S.A.
September 20, 2023
Page 2
that information must faithfully represent the substance of what it purports to represent
and that a faithful representation is, to the maximum extent possible, complete, neutral
and free from error. Please tell us how you considered the concept of completeness when
presenting a measure of “Gross Profit” that excludes certain costs required or necessary to
generate revenue. Tell us if you considered revising the title of “Gross Profit” to provide
an indication to your investors that it excludes certain costs and/or if you have considered
the presentation of an additional subtotal of “Gross Profit” that includes all costs
necessary to generate revenue.
Note B.3. Segmental information, page F-36
2.We note your response to prior comment 2. Please address the following:
•Provide us with additional details about your management structure and how your
company is organized, including an organizational chart. In your response, identify
and expand on your description of country General Managers and country Chief
Financial Officers, their roles and responsibilities, and tell us who they report to.
Also, indicate the individual or individuals responsible for the Honduras joint
venture.
•Describe the key operating decisions within your business and who makes these
decisions.
•Describe in further detail how you concluded your CEO and the Executive Team
members as a group are the CODM. As part of your response, tell us how resource
allocation decisions are made by the group.
•Your response states the yearly budgeting process follows a similar approach to the
monthly finance calls by operating country usually with the CEO, COO, and local
General Managers and CFOs where monthly performance is discussed. Please expand
on your discussion of the budgeting process. Explain how budgets are prepared, who
approves the budget at each step of the process, the level of detail discussed and
individuals that participate at each step, and the level at which the CODM makes
changes to the budget. Ensure your response includes a detailed discussion of the
budgeting process by country and for the Honduras joint venture.
•More fully describe how country General Managers are compensated, including
whether and the extent to which their compensation is based on the financial
performance of the country they are responsible for.
3.We note your CODM reviews monthly financial performance for every country and has
access to granular information on a country-by-country basis. Tell us in detail what
consolidated and disaggregated financial information the CODM receives, the frequency it
is provided, and how it is used by the CODM. In your response, also tell us what financial
information the CODM receives about the Honduras joint venture, including whether the
corresponding amount of equity method income or loss is provided. Finally, tell us what
disaggregated financial information is provided to the Board of Directors.
FirstName LastNameSheldon Bruha
Comapany NameMillicom International Cellular S.A.
September 20, 2023 Page 3
FirstName LastName
Sheldon Bruha
Millicom International Cellular S.A.
September 20, 2023
Page 3
4.You indicate in your response that there is a capital budgeting and approval process
through which the CODM reviews and allocates CAPEX investments’ portfolio across the
Group Segment. Please describe this process in further detail, including additional
discussion of your statement that CAPEX allocation between countries might be changed
during the year and done at the expense of certain individual operations to the benefit of
others.
5.You state in your response to prior comment 2 that the CODM reviews monthly financial
performance for every country, the COO and local Managers discuss performance upon
operating countries submitting monthly reporting, that the operating country and usually
the CEO, COO and local General Managers and CFOs discuss monthly performance, and
that the same approach is followed for the purpose of the yearly budget process. Please
provide us your analysis as to whether each of the countries meet each of the
characteristics of an operating segment in IFRS 8.5(a) through (c). Similarly, please
provide us with your analysis of whether the Honduras joint venture meets the
characteristics of an operating segment.
6.We continue to consider your responses to prior comments 4 and 5.
You may contact Megan Akst, Senior Staff Accountant at 202-551-3407 or Christine
Dietz, Senior Staff Accountant at 202-551-3408 if you have any questions.
Sincerely,
Division of Corporation Finance
Office of Technology
cc: Savadore Escalon