Correspondence 0000950103-25-005239 from REV Group, Inc. (REVG) (CIK 0001687221)
REV Group, Inc. (REVG) (CIK 0001687221)
Date: April 25, 2025 · CIK: 0001687221 · Accession: 0000950103-25-005239
AI Filing Summary & Sentiment
File numbers found in text: 001-37999
Referenced dates: April 22, 2025
Letter
Office of Manufacturing Division of Corporation Finance Re: REV Group, Inc. Form 10-K for the Fiscal Year Ended October 31, 2024 Form 8-K furnished December 11, 2024 File No. 001-37999
Dear Ms. Erlanger and Mr. Woody:
This letter is submitted on behalf of REV Group, Inc. (the “Company”) in response to the comment from the Staff (the “Staff”) of the U.S. Securities and Exchange Commission (the “Commission”) set forth in your letter dated April 22, 2025, with respect to the Company’s above-referenced Form 10-K (the “Form 10-K”) and Form 8-K (the “Form 8-K”). For convenience, this comment is reproduced below in italics, followed by the Company’s response.
Adjusted EBITDA and Adjusted Net Income, page 43
1. We note from your response to our prior comment and subsequent conversations, that the restructuring related charges adjustment includes inventory charges and amounts related to production inefficiencies due to the relocation of KME production to other facilities. We continue to believe that these charges are normal recurring operating costs of a business and should not be excluded from non-GAAP financial measures. Please revise future filings accordingly.
Response:
The Company respectfully acknowledges the Staff’s comment and notes that the Company will revise future filings to not exclude the inventory charges and amounts related to production inefficiencies due to the relocation of KME production to other facilities from non-GAAP financial measures.
Please feel free to contact me at the number listed above should you require any further information or clarification or have any questions.
Sincerely,
/s/ Amy A. Campbell
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245 South Executive Drive, Suite 100
Brookfield, WI 53005
T (414) 290-0190
April 25, 2025
Office of Manufacturing
Division of Corporation Finance
U.S. Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
Re: REV Group, Inc.
Form
10-K for the Fiscal Year Ended October 31, 2024
Form 8-K furnished December 11, 2024
File
No. 001-37999
Dear Ms. Erlanger and Mr. Woody:
This letter is submitted on behalf of REV Group, Inc. (the “Company”)
in response to the comment from the Staff (the “Staff”) of the U.S. Securities and Exchange Commission (the “Commission”)
set forth in your letter dated April 22, 2025, with respect to the Company’s above-referenced Form 10-K (the “Form 10-K”)
and Form 8-K (the “Form 8-K”). For convenience, this comment is reproduced below in italics, followed by the Company’s
response.
Adjusted EBITDA and Adjusted Net Income, page 43
1. We note from your response to our prior comment and subsequent conversations, that the restructuring
related charges adjustment includes inventory charges and amounts related to production inefficiencies due to the relocation of KME production
to other facilities. We continue to believe that these charges are normal recurring operating costs of a business and should not be excluded
from non-GAAP financial measures. Please revise future filings accordingly.
Response:
The Company respectfully acknowledges the Staff’s comment and
notes that the Company will revise future filings to not exclude the inventory charges and amounts related to production inefficiencies
due to the relocation of KME production to other facilities from non-GAAP financial measures.
Please feel free to contact me at the number listed above should you
require any further information or clarification or have any questions.
Sincerely,
/s/ Amy A. Campbell
Amy A. Campbell
Chief Financial Officer
REV Group, Inc.