SEC Comment Letter for AMC Networks Inc. (AMCX) (CIK 0001514991) (AMCX) — Jun 3, 2011
AMC Networks Inc. (AMCX) (CIK 0001514991)
Date: June 3, 2011 · CIK: 0001514991 · Accession: 0000000000-11-034289
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 001-35106
Referenced dates: May 25, 2011
Letter
June 3, 2011 Mr. Joshua W. Sapan President and Chief Executive Officer AMC Networks Inc. 11 Penn Plaza New York, NY 10001 Re: AMC Networks Inc. Amendment #4 to Form 10-12B Filed May 27, 2011 File No. 001-35106
Dear Mr. Sapan:
We have reviewed your amended Form 10 a nd have the following comments. In one of our comments, we ask you to provide us with information so we may better understand your disclosure. Please respond to this letter by amendi ng your filing and by pr oviding the requested information. If you do not believe our comments apply to your facts and circumstances or do not believe an amendment is appropriate, please tell us why in your response. After reviewing any amendment to your filing and the information you provide in response to our comments, we may have additional comments. Executive Compensation, page 104
Annual Incentives, page 106
1. We note your response to comment one fr om our letter dated May 25, 2011. Please further expand to identify the types of pe rformance objectives considered and assess how difficult achievement of the aggregated targets was designed to be. Employment Agreements, page 113
2. We note your discussion of Messrs. Dolan’s and Sapan’s new employment agreements with the company. Clarify when new employment agreements are expected to be entered into with Messrs. Sullivan and Carroll. If prior to the
Mr. Joshua W. Sapan AMC Networks Inc. June 3, 2011 Page 2 distribution, please expand to di scuss the material terms of these agreements and file them as exhibits to the Form 10.
We urge all persons who are responsible for the accuracy and adequacy of the disclosure in the filing to be certain that the filing includes the information the Securities Exchange Act of 1934 and all applicable Exchan ge Act rules require. Since the company and its management are in possession of all facts relating to a co mpany’s disclosure, they are responsible for the accuracy and adequacy of the disclosures they have made.
You may contact Inessa Kessman, Sta ff Accountant, at 202-551-3371 or Dean Suehiro, Staff Accountant, at 202-551-3384 if you have questions regarding comments on the financial statements and related matters. Plea se contact Jonathan Groff, Staff Attorney, at 202-551-3458 or me at 202-551-3810 with any other questions.
Sincerely,
/s/ Larry Spirgel Larry Spirgel
Assistant Director
cc: Via facsimile to (212) 558-3588
Trevor Ogle, Esq.
Sullivan & Cromwell LLP
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June 3, 2011 Mr. Joshua W. Sapan President and Chief Executive Officer AMC Networks Inc. 11 Penn Plaza New York, NY 10001 Re: AMC Networks Inc. Amendment #4 to Form 10-12B Filed May 27, 2011 File No. 001-35106 Dear Mr. Sapan: We have reviewed your amended Form 10 a nd have the following comments. In one of our comments, we ask you to provide us with information so we may better understand your disclosure. Please respond to this letter by amendi ng your filing and by pr oviding the requested information. If you do not believe our comments apply to your facts and circumstances or do not believe an amendment is appropriate, please tell us why in your response. After reviewing any amendment to your filing and the information you provide in response to our comments, we may have additional comments. Executive Compensation, page 104 Annual Incentives, page 106 1. We note your response to comment one fr om our letter dated May 25, 2011. Please further expand to identify the types of pe rformance objectives considered and assess how difficult achievement of the aggregated targets was designed to be. Employment Agreements, page 113 2. We note your discussion of Messrs. Dolan’s and Sapan’s new employment agreements with the company. Clarify when new employment agreements are expected to be entered into with Messrs. Sullivan and Carroll. If prior to the Mr. Joshua W. Sapan AMC Networks Inc. June 3, 2011 Page 2 distribution, please expand to di scuss the material terms of these agreements and file them as exhibits to the Form 10. We urge all persons who are responsible for the accuracy and adequacy of the disclosure in the filing to be certain that the filing includes the information the Securities Exchange Act of 1934 and all applicable Exchan ge Act rules require. Since the company and its management are in possession of all facts relating to a co mpany’s disclosure, they are responsible for the accuracy and adequacy of the disclosures they have made. You may contact Inessa Kessman, Sta ff Accountant, at 202-551-3371 or Dean Suehiro, Staff Accountant, at 202-551-3384 if you have questions regarding comments on the financial statements and related matters. Plea se contact Jonathan Groff, Staff Attorney, at 202-551-3458 or me at 202-551-3810 with any other questions. Sincerely, /s/ Larry Spirgel Larry Spirgel Assistant Director cc: Via facsimile to (212) 558-3588 Trevor Ogle, Esq. Sullivan & Cromwell LLP