SEC Comment Letter for CarParts.com, Inc. (PRTS) (CIK 0001378950) (PRTS) — Feb 2, 2016
CarParts.com, Inc. (PRTS) (CIK 0001378950)
Date: Feb. 2, 2016 · CIK: 0001378950 · Accession: 0000000000-16-063328
AI Filing Summary & Sentiment
Reasoning
Letter
Mail Stop 3561 February 2 , 2016 Mr. Neil T. Watanabe Chief Financial Officer U.S. Auto Parts Network, Inc. 16941 Keegan Avenue Carson, CA 90746
Re: U.S. Auto Parts Network, Inc. Form 10 -Q for the Quarterly Period Ended October 3, 2015 Filed November 4, 2015 Response Dated January 28, 2016 File No. 1 -33264
Dear Mr. Watanabe :
We have reviewed your January 28, 2016 response to our comment letter and have the following comment s. 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 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 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 c omments in our December 29, 2015 letter .
Form 10 -Q for the Quarterly Period Ended October 3, 2015
Management’s Discussion and Analysis of Financial Condition and Results of Operations
Non-GAAP measures, page 21
1. We revie wed your responses to comments 5 and 6. The proposed disclosure you provided to us indicates Adjusted EBITDA is presented as both an operating performance measure and a liquidity measure. In this regard, we note the use of your presentation of Adjusted E BITDA to evaluate your ability to repay loans. Further your proposed disclosure states Adjusted EBITDA assists in comparing your operating performance on a consistent basis by removing the impact of items not expected to be recurring when your calculation reflects adjustments for stock compensation in each period presented.
Neil Watanabe U.S. Auto Parts Network, Inc. February 1, 2016 Page 2
Please advise us how your proposed disclosure complies with Item 10(e) of Regulation S - K or show us what your disclosure will look like revised.
You may contact Adam Phippen, Staff Ac countant, at (202) 551 -3336 or Donna Di Silvio, Staff Accountant, at (202) 551 -3202 with any questions.
Sincerely,
/s/ William H. Thompson
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Mail Stop 3561 February 2 , 2016 Mr. Neil T. Watanabe Chief Financial Officer U.S. Auto Parts Network, Inc. 16941 Keegan Avenue Carson, CA 90746 Re: U.S. Auto Parts Network, Inc. Form 10 -Q for the Quarterly Period Ended October 3, 2015 Filed November 4, 2015 Response Dated January 28, 2016 File No. 1 -33264 Dear Mr. Watanabe : We have reviewed your January 28, 2016 response to our comment letter and have the following comment s. 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 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 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 c omments in our December 29, 2015 letter . Form 10 -Q for the Quarterly Period Ended October 3, 2015 Management’s Discussion and Analysis of Financial Condition and Results of Operations Non-GAAP measures, page 21 1. We revie wed your responses to comments 5 and 6. The proposed disclosure you provided to us indicates Adjusted EBITDA is presented as both an operating performance measure and a liquidity measure. In this regard, we note the use of your presentation of Adjusted E BITDA to evaluate your ability to repay loans. Further your proposed disclosure states Adjusted EBITDA assists in comparing your operating performance on a consistent basis by removing the impact of items not expected to be recurring when your calculation reflects adjustments for stock compensation in each period presented. Neil Watanabe U.S. Auto Parts Network, Inc. February 1, 2016 Page 2 Please advise us how your proposed disclosure complies with Item 10(e) of Regulation S - K or show us what your disclosure will look like revised. You may contact Adam Phippen, Staff Ac countant, at (202) 551 -3336 or Donna Di Silvio, Staff Accountant, at (202) 551 -3202 with any questions. Sincerely, /s/ William H. Thompson William H. Thompson Accounting Branch Chief Office of Consumer Products