SEC Comment Letter 0000000000-23-012207 to V2X, Inc. (VVX) (CIK 0001601548) (VVX)
V2X, Inc. (VVX) (CIK 0001601548)
Date: Nov. 7, 2023 · CIK: 0001601548 · Accession: 0000000000-23-012207
AI Filing Summary & Sentiment
File numbers found in text: 001-36341
Letter
United States securities and exchange commission logo November 7, 2023 Shawn Mural Chief Financial Officer V2X, Inc. 7901 Jones Branch Drive, Suite 700 McLean, VA 22102 Re:V2X, Inc. Form 10-K for the Fiscal Year Ended December 31, 2022 Form 8-K dated November 6, 2023 File No. 001-36341 Dear Shawn Mural: We have reviewed your filings and have the following comments. Please respond to this letter 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 a comment applies to your facts and circumstances, please tell us why in your response. After reviewing your response to this letter, we may have additional comments. Form 10-K for the Fiscal Year Ended December 31, 2022 Consolidated Financial Statements Note 3: Mergers and Acquisitions, page F-15 1.Please tell us how you determined you were the accounting acquirer in the merger with Vertex citing authoritative literature that supports your conclusion. Refer to ASC 805-10- 25-5 and 805-10-55-11 through 55-15. Among other relevant considerations, please tell us how you considered that Vertex shareholders were issued 18,592,000 shares representing 61% of outstanding shares immediately after the acquisition. Form 8-K filed November 6, 2023 Exhibit 99.1, page 1 2.Reference is made to your disclosure of Adjusted EBITDA on pages 1 and 2. Please present, with equal or greater prominence, the most directly comparable financial measure calculated and presented in accordance with Generally Accepted Accounting Principles. Refer to Item 10(e)(1)(i)(A) of Regulation S-K.
FirstName LastNameShawn Mural Comapany NameV2X, Inc. November 7, 2023 Page 2 FirstName LastName Shawn Mural V2X, Inc. November 7, 2023 Page 2 We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. Please contact Nasreen Mohammed at 202-551-3773 or Adam Phippen at 202-551-3336 if you have questions regarding comments on the financial statements and related matters. Sincerely, Division of Corporation Finance Office of Trade & Services
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United States securities and exchange commission logo
November 7, 2023
Shawn Mural
Chief Financial Officer
V2X, Inc.
7901 Jones Branch Drive, Suite 700
McLean, VA 22102
Re:V2X, Inc.
Form 10-K for the Fiscal Year Ended December 31, 2022
Form 8-K dated November 6, 2023
File No. 001-36341
Dear Shawn Mural:
We have reviewed your filings and have the following comments.
Please respond to this letter 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 a
comment applies to your facts and circumstances, please tell us why in your response.
After reviewing your response to this letter, we may have additional comments.
Form 10-K for the Fiscal Year Ended December 31, 2022
Consolidated Financial Statements
Note 3: Mergers and Acquisitions, page F-15
1.Please tell us how you determined you were the accounting acquirer in the merger with
Vertex citing authoritative literature that supports your conclusion. Refer to ASC 805-10-
25-5 and 805-10-55-11 through 55-15. Among other relevant considerations, please tell us
how you considered that Vertex shareholders were issued 18,592,000 shares representing
61% of outstanding shares immediately after the acquisition.
Form 8-K filed November 6, 2023
Exhibit 99.1, page 1
2.Reference is made to your disclosure of Adjusted EBITDA on pages 1 and
2. Please present, with equal or greater prominence, the most directly comparable
financial measure calculated and presented in accordance with Generally Accepted
Accounting Principles. Refer to Item 10(e)(1)(i)(A) of Regulation S-K.
FirstName LastNameShawn Mural
Comapany NameV2X, Inc.
November 7, 2023 Page 2
FirstName LastName
Shawn Mural
V2X, Inc.
November 7, 2023
Page 2
We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.
Please contact Nasreen Mohammed at 202-551-3773 or Adam Phippen at 202-551-3336
if you have questions regarding comments on the financial statements and related matters.
Sincerely,
Division of Corporation Finance
Office of Trade & Services