SEC Comment Letter for AMDOCS LTD (DOX) (CIK 0001062579) (DOX) — Mar 6, 2017
AMDOCS LTD (DOX) (CIK 0001062579)
Date: March 6, 2017 · CIK: 0001062579 · Accession: 0000000000-17-007337
AI Filing Summary & Sentiment
Reasoning
Letter
Mail Stop 4628 March 6 , 201 7 Via E-Mail Robert A. Minicucci Chairman of the Board Amdocs Limited Hirzel House, Smith Street St. Peter Port Island of Guernsey GY1 2NG
Re: Amdocs Limited Form 20-F for the Fiscal Year Ended September 30 , 2016 Filed December 12 , 2016 File No. 1-14840
Dear Mr. Minicucci :
We have limited our review of your filing to your contacts with countries that have been identified as state sponsors of terrorism, and we have the following comments. Our review with respect to this issue does not preclude further review by the Assistant Director group with respect to other issues. In our comments , we ask you to provide us with information so we may bette r understand your disclosure.
Please respond to these comments within ten busine ss days by providing the requested information or advis e us as soon as possible when you will respond. If you do not believe our comments apply to your facts and circumstance s, please tell us why in your response.
After reviewing your response to these comments, we may have additional comments.
General
1. Section 5.08(b) of a December 12, 2014 credit agreement that you filed as Exhibit 99.1 to a Form 6 -K indicates that in limited circumstances you may engage in business in Syria and Sudan . Syria and Sudan are designated by the U.S. Department of State as state sponsors of terrorism and are subject to U.S. economic sanctions and export controls. Your Form 20 -F does not pro vide disclosure about those countries. Please describe to us the nature and extent of any past, current, and anticipated contacts with Syria and Sudan, whether through subsidiaries, affiliates, resellers, customers, or other direct or indirect arrangement s. For instance, you identify Deutsche Telekom as a customer. We located a news article reporting that you received certification by Huawei for the delivery of a pre -
Robert A. Minicucci Amdocs Limited March 6 , 2017 Page 2
integrated network fulfillment solution for the Huawei U2000 network management system. Both Deutsche Telekom and Huawei have been reported to do business in Syria and/or Sudan. You should describe any products, components, technology or services you have provided to Syria or Sudan, directly or indirectly, and any agreements, commercial arr angements or other contacts with the governments of those countries or entities they control.
2. Please discuss the materiality of any contacts with Syria and Sudan you describe in response to the comment above, and whether those contacts constitute a mater ial investment risk for your security holders. You should address materiality in quantitative terms, including the approximate dollar amounts of any associated revenues, assets, and liabilities for the last three fiscal years and the subsequent interim period . Also, address materiality in terms of qualitative factors that a reasonable investor would deem important in making an investment decision, including the potential impact of corporate activities upon a company’s reputation and share value. Variou s state and municipal governments, universities, and other investors have proposed or adopted divestment or similar initiatives regarding investment in companies that do business with U.S. - designated state sponsors of terrorism. You should address the pot ential impact of the investor sentiment evidenced by such actions directed toward companies that have operations associated with Syria and Sudan.
We remind you that the company and its management are responsible for the accuracy and adequacy of their disc losures, notwithstanding any review, comments, action or absence of action by the staff.
You may contact Jennifer Hardy, Special Counsel, at (202) 551 -3767 or me at (202) 551 - 3470 if you have any questions about the comments or our review.
Sincerely,
/s/ Cecilia Bl ye
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Mail Stop 4628 March 6 , 201 7 Via E-Mail Robert A. Minicucci Chairman of the Board Amdocs Limited Hirzel House, Smith Street St. Peter Port Island of Guernsey GY1 2NG Re: Amdocs Limited Form 20-F for the Fiscal Year Ended September 30 , 2016 Filed December 12 , 2016 File No. 1-14840 Dear Mr. Minicucci : We have limited our review of your filing to your contacts with countries that have been identified as state sponsors of terrorism, and we have the following comments. Our review with respect to this issue does not preclude further review by the Assistant Director group with respect to other issues. In our comments , we ask you to provide us with information so we may bette r understand your disclosure. Please respond to these comments within ten busine ss days by providing the requested information or advis e us as soon as possible when you will respond. If you do not believe our comments apply to your facts and circumstance s, please tell us why in your response. After reviewing your response to these comments, we may have additional comments. General 1. Section 5.08(b) of a December 12, 2014 credit agreement that you filed as Exhibit 99.1 to a Form 6 -K indicates that in limited circumstances you may engage in business in Syria and Sudan . Syria and Sudan are designated by the U.S. Department of State as state sponsors of terrorism and are subject to U.S. economic sanctions and export controls. Your Form 20 -F does not pro vide disclosure about those countries. Please describe to us the nature and extent of any past, current, and anticipated contacts with Syria and Sudan, whether through subsidiaries, affiliates, resellers, customers, or other direct or indirect arrangement s. For instance, you identify Deutsche Telekom as a customer. We located a news article reporting that you received certification by Huawei for the delivery of a pre - Robert A. Minicucci Amdocs Limited March 6 , 2017 Page 2 integrated network fulfillment solution for the Huawei U2000 network management system. Both Deutsche Telekom and Huawei have been reported to do business in Syria and/or Sudan. You should describe any products, components, technology or services you have provided to Syria or Sudan, directly or indirectly, and any agreements, commercial arr angements or other contacts with the governments of those countries or entities they control. 2. Please discuss the materiality of any contacts with Syria and Sudan you describe in response to the comment above, and whether those contacts constitute a mater ial investment risk for your security holders. You should address materiality in quantitative terms, including the approximate dollar amounts of any associated revenues, assets, and liabilities for the last three fiscal years and the subsequent interim period . Also, address materiality in terms of qualitative factors that a reasonable investor would deem important in making an investment decision, including the potential impact of corporate activities upon a company’s reputation and share value. Variou s state and municipal governments, universities, and other investors have proposed or adopted divestment or similar initiatives regarding investment in companies that do business with U.S. - designated state sponsors of terrorism. You should address the pot ential impact of the investor sentiment evidenced by such actions directed toward companies that have operations associated with Syria and Sudan. We remind you that the company and its management are responsible for the accuracy and adequacy of their disc losures, notwithstanding any review, comments, action or absence of action by the staff. You may contact Jennifer Hardy, Special Counsel, at (202) 551 -3767 or me at (202) 551 - 3470 if you have any questions about the comments or our review. Sincerely, /s/ Cecilia Bl ye Cecilia Blye, Chief Office of Global Security Risk cc: Matthew E Smith Secretary Amdocs Limited Barbara Jacobs Assistant Director Division of Corporation Finance