SEC Comment Letter for Mativ Holdings, Inc. (MATV) (CIK 0001000623) (MATV) — Sep 21, 2010
Mativ Holdings, Inc. (MATV) (CIK 0001000623)
Date: Sept. 21, 2010 · CIK: 0001000623 · Accession: 0000000000-10-054977
AI Filing Summary & Sentiment
File numbers found in text: 001-13948
Referenced dates: May 27, 2010
Letter
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 DIVISION OF CORPORATION FINANCE September 21, 2010 Mr. Frederic Villoutreix Chief Executive Officer Schweitzer-Mauduit International, Inc. 100 North Point Center East Alpharetta, GA 30022-8246
Re: Schweitzer-Mauduit International, Inc. Form 10-K for Fiscal Year Ended December 31, 2009 Filed March 8, 2010 File No. 001-13948 Schedule 14A Filed March 8, 2010
Dear Mr. Villoutreix: We have reviewed your filing 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 this letter within ten business days by amending your filing, by providing the requested information, or by advi sing us when you will provide the requested response. If you do not believe our comments apply to your fact s and circumstances or do not believe an amendment is appropriate, pl ease tell us why in your response. After reviewing any amendment to your filing and the information you provide in response to these comments, we ma y have additional comments.
Mr. Frederic Villoutreix Schweitzer-Mauduit International, Inc. September 21, 2010 Page 2
Form 10-K for Fiscal Year Ended December 31, 2009 Management’s Discussion and Analysis of Financ ial Condition and Results of Operations, page Results of Operations, page 30
Year Ended December 31, 2009 Compared with the Year Ended December 31, 2009, page 30 Net Sales, page 30
1. We note your response to comment two of our letter dated May 27, 2010. Please describe to us the extent of the services being provided by certain employees at the Malaucène facility at December 31, 2009 a nd continuing into fiscal 2010 that you considered run-off operations, and tell us if these services are still being provided. 2. We note in your response to comment tw o of our letter dated May 27, 2010 that the Malaucène mill should not be reported as discontinued operations as of December 31, 2009 since the assets had not been disposed of by abandonment. We also note on page 25 that you closed the finished tipping mill in Malaucène, France in the fourth quarter of 2009, and in Ex. 99.1 to your May 5, 2010 Form 8- K that your Malaucène facility is no longer operating. Please expl ain to us how you considered FASB ASC 360-10-35-47 as it appears to us that this fac ility ceases to be used based on your public disclosures. Schedule 14A, filed March 8, 2010
3. We note the draft disclosure provided to us on September 10, 2010 related to prior comment seven from our letter dated May 27, 2010. Please revise the relevant footnotes to your Summary Compensation an d Grants of Plan Based Award s tables to indicate that you are presenting the aggregat e grant date fair value computed in accordance with FASB ASC Topic 718. Also, pleas e advise us how you consider ed Instruction 3 to Item 402(c)(2)(v).
4. In reviewing your proposed disclosure it was unclear to us why the total amounts reported under Grant Date Fair Market Valu e of Stock Awards in your Grants of Plan- Based Awards tables were inconsistent w ith the amounts disclosed under Stock Awards in the 2009 Summary Compensation Tabl e. Please revise or advise.
We urge all persons who are responsible for th e accuracy and adequacy of the disclosure in the filing to be certain that the filing include s the information the Securities Exchange Act of 1934 and all applicable Exchange Act rules requir e. 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.
Mr. Frederic Villoutreix Schweitzer-Mauduit International, Inc. September 21, 2010 Page 3
You may contact Brian McAllister at (202) 551-3341 or Dave Walz at (202) 551-3358 if you have questions regarding comments on the fi nancial statements and related matters. Please contact Jay Williamson at (202) 551 -3393 with any other questions.
Sincerely,
John Reynolds Assistant Director
Show Raw Text
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
DIVISION OF
CORPORATION FINANCE
September 21, 2010 Mr. Frederic Villoutreix Chief Executive Officer Schweitzer-Mauduit International, Inc. 100 North Point Center East Alpharetta, GA 30022-8246
Re: Schweitzer-Mauduit International, Inc.
Form 10-K for Fiscal Year Ended December 31, 2009
Filed March 8, 2010
File No. 001-13948 Schedule 14A Filed March 8, 2010
Dear Mr. Villoutreix:
We have reviewed your filing 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 this letter within ten business days by amending your filing, by
providing the requested information, or by advi sing us when you will provide the requested
response. If you do not believe our comments apply to your fact s and circumstances or do not
believe an amendment is appropriate, pl ease tell us why in your response.
After reviewing any amendment to your filing and the information you provide in
response to these comments, we ma y have additional comments.
Mr. Frederic Villoutreix
Schweitzer-Mauduit International, Inc.
September 21, 2010
Page 2
Form 10-K for Fiscal Year Ended December 31, 2009
Management’s Discussion and Analysis of Financ ial Condition and Results of Operations, page
25
Results of Operations, page 30
Year Ended December 31, 2009 Compared with the Year Ended December 31, 2009,
page 30
Net Sales, page 30
1. We note your response to comment two of our letter dated May 27, 2010. Please
describe to us the extent of the services being provided by certain employees at the
Malaucène facility at December 31, 2009 a nd continuing into fiscal 2010 that you
considered run-off operations, and tell us if these services are still being provided.
2. We note in your response to comment tw o of our letter dated May 27, 2010 that the
Malaucène mill should not be reported as discontinued operations as of December 31,
2009 since the assets had not been disposed of by abandonment. We also note on page
25 that you closed the finished tipping mill in Malaucène, France in the fourth quarter of
2009, and in Ex. 99.1 to your May 5, 2010 Form 8- K that your Malaucène facility is no
longer operating. Please expl ain to us how you considered FASB ASC 360-10-35-47 as
it appears to us that this fac ility ceases to be used based on your public disclosures.
Schedule 14A, filed March 8, 2010
3. We note the draft disclosure provided to us on September 10, 2010 related to prior
comment seven from our letter dated May 27, 2010. Please revise the relevant footnotes
to your Summary Compensation an d Grants of Plan Based Award s tables to indicate that
you are presenting the aggregat e grant date fair value computed in accordance with
FASB ASC Topic 718. Also, pleas e advise us how you consider ed Instruction 3 to Item
402(c)(2)(v).
4. In reviewing your proposed disclosure it was unclear to us why the total amounts
reported under Grant Date Fair Market Valu e of Stock Awards in your Grants of Plan-
Based Awards tables were inconsistent w ith the amounts disclosed under Stock Awards
in the 2009 Summary Compensation Tabl e. Please revise or advise.
We urge all persons who are responsible for th e accuracy and adequacy of the disclosure
in the filing to be certain that the filing include s the information the Securities Exchange Act of
1934 and all applicable Exchange Act rules requir e. 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.
Mr. Frederic Villoutreix
Schweitzer-Mauduit International, Inc.
September 21, 2010
Page 3
You may contact Brian McAllister at (202) 551-3341 or Dave Walz at (202) 551-3358 if
you have questions regarding comments on the fi nancial statements and related matters. Please
contact Jay Williamson at (202) 551 -3393 with any other questions.
Sincerely,
John Reynolds Assistant Director