SEC Comment Letter 0000000000-24-001163 to Broadcom Inc. (AVGO)
Broadcom Inc.
Date: Jan. 30, 2024 · CIK: 0001730168 · Accession: 0000000000-24-001163
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 001-38449
Letter
United States securities and exchange commission logo January 30, 2024 Kirsten Spears Chief Financial Officer Broadcom Inc. 3421 Hillview Ave Palo Alto, CA 94304 Re:Broadcom Inc. Form 10-K Filed December 14, 2023 Form 8-K Filed December 7, 2023 File No 001-38449 Dear Kirsten Spears: We have limited our review of your filings to the financial statements and related disclosures and have the following comment(s). 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 8-K filed December 7, 2023 Exhibit 99.1, page 1 1.We note you present the non-GAAP financial measures, Adjusted EBITDA and Adjusted EBITDA Margin, but do not present the most directly comparable GAAP measures, Net Income and Net Income Margin, with equal or greater prominence. We also note you present Non-GAAP diluted EPS before you present the most directly comparable GAAP measure, GAAP diluted EPS. For each non-GAAP financial measure you present, please revise future filings to present the most directly comparable GAAP measure with equal or greater prominence as required by Item 10(e)(1)(i)(A) of Regulation S-K and Question 102.10 of the Division of Corporation Finance’s Compliance & Disclosure Interpretations on Non-GAAP Financial Measures.
FirstName LastNameKirsten Spears Comapany NameBroadcom Inc. January 30, 2024 Page 2 FirstName LastName Kirsten Spears Broadcom Inc. January 30, 2024 Page 2
2.We note your non-GAAP reconciliations of Adjusted EBITDA begin with Net Income on a non-GAAP basis rather than with the most directly comparable GAAP measure, Net Income. For each Non-GAAP reconciliation you present, please revise future filings to begin the reconciliation with the appropriate and most directly comparable GAAP measure as required by Item 10(e)(1)(i)(B) of Regulation S-K and Questions 102.10(b) and 103.02 of the Division of Corporation Finance’s Compliance & Disclosure Interpretations on Non-GAAP Financial Measures. In closing, 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 Kevin Stertzel at 202-551-3723 or Anne McConnell at 202-551-3709 with any questions. Sincerely, Division of Corporation Finance Office of Manufacturing
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United States securities and exchange commission logo
January 30, 2024
Kirsten Spears
Chief Financial Officer
Broadcom Inc.
3421 Hillview Ave
Palo Alto, CA 94304
Re:Broadcom Inc.
Form 10-K
Filed December 14, 2023
Form 8-K
Filed December 7, 2023
File No 001-38449
Dear Kirsten Spears:
We have limited our review of your filings to the financial statements and related
disclosures and have the following comment(s).
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 8-K filed December 7, 2023
Exhibit 99.1, page 1
1.We note you present the non-GAAP financial measures, Adjusted EBITDA and Adjusted
EBITDA Margin, but do not present the most directly comparable GAAP measures, Net
Income and Net Income Margin, with equal or greater prominence. We also note you
present Non-GAAP diluted EPS before you present the most directly comparable GAAP
measure, GAAP diluted EPS. For each non-GAAP financial measure you present, please
revise future filings to present the most directly comparable GAAP measure with equal or
greater prominence as required by Item 10(e)(1)(i)(A) of Regulation S-K and Question
102.10 of the Division of Corporation Finance’s Compliance & Disclosure Interpretations
on Non-GAAP Financial Measures.
FirstName LastNameKirsten Spears
Comapany NameBroadcom Inc.
January 30, 2024 Page 2
FirstName LastName
Kirsten Spears
Broadcom Inc.
January 30, 2024
Page 2
2.We note your non-GAAP reconciliations of Adjusted EBITDA begin with Net Income on
a non-GAAP basis rather than with the most directly comparable GAAP measure, Net
Income. For each Non-GAAP reconciliation you present, please revise future filings to
begin the reconciliation with the appropriate and most directly comparable GAAP
measure as required by Item 10(e)(1)(i)(B) of Regulation S-K and Questions 102.10(b)
and 103.02 of the Division of Corporation Finance’s Compliance & Disclosure
Interpretations on Non-GAAP Financial Measures.
In closing, 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 Kevin Stertzel at 202-551-3723 or Anne McConnell at 202-551-3709 with
any questions.
Sincerely,
Division of Corporation Finance
Office of Manufacturing