United States securities and exchange commission logo
February 21, 2023
Paul Joachimczyk
Company Vice President and Chief Financial Officer
American Woodmark Corporation
561 Shady Elm Road
Winchester, VA 22602
Re: American Woodmark
Corporation
Form 10-K for the
Fiscal Year Ended April 30, 2022
Filed June 29, 2022
Form 10-Q for the
Period Ended October 31, 2022
Filed November 22,
2022
File No. 000-14798
Dear Paul Joachimczyk:
We have limited our review of your filing to the financial
statements and related
disclosures and have the following comments. 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 business days by
providing the requested
information or advise 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.
Form 10-K for the Fiscal Year Ended April 30, 2022
Liquidity and Capital Resources, page 25
1. We note your
disclosures regarding future minimum annual commitments for contractual
obligations and the A&R
Credit Agreement including a reference to Note F - Loans
Payable and Long-Term
Debt for a discussion of interest rates. Please revise to disclose
estimated interest
payments on your debt to fully analyze material cash requirements, to
the extent material.
Refer to Item 303(b)(1) of Regulation S-K.
Notes to the Consolidated Financial Statements
Note A - Summary of Significant Accounting Policies, page 33
2. We note you operate
within a single reportable segment. We further note in certain of
Paul Joachimczyk
FirstName LastNamePaul Joachimczyk
American Woodmark Corporation
Comapany21,
February NameAmerican
2023 Woodmark Corporation
February
Page 2 21, 2023 Page 2
FirstName LastName
your earnings calls, you refer to growth among other results in your
business in terms of
new construction, remodel and made-to-order business. Disclose the
basis for your
conclusion of having one reportable segment, including a discussion of
whether your
different revenue streams represent separate operating segments. If
operating segments
have been aggregated, please tell us the basis for such aggregation
and also tell us your
consideration of the disclosure requirements in ASC 280-10-50-21. In
your response,
specifically address how the different information disclosed on your
earnings calls
impacted your operating and reportable segment assessments.
Revenue Recognition, page 33
3. We note your disclosure on page 4 that you provide installation
services to your direct
builder customers via your network of eight primary service centers.
Please quantify for
us the amount of these service revenues. Tell us and disclose, to the
extent material, your
revenue recognition policies for these services, including how you
identified your
performance obligations under ASC 606-10-25-14 and when you satisfy
your
performance obligations under ASC 606-10-25-23 through 37.
Note M - Revenue Recognition, page 51
4. We note your disclosures of net sales by major sales distribution
channel and percentage
of net sales for the Company's largest customers. We also note your
disclosure that you
offer products in various product lines and categories including
made-to-order and stock.
Please tell us how you considered disclosure of revenues for external
customers for each
product and service pursuant to FASB ASC 280-10-50-40.
5. Please tell us how the new construction, remodel and made-to-order
business information
discussed on your earnings calls relates to your disaggregated revenue
disclosures on page
51 as the categories do not appear to by synonymous.
Form 10-Q for the Period Ended October 31, 2022
Management's Discussion and Analysis of Financial Condition and Results of
Operations
Results of Operations, page 20
6. We note your discussion of financial results and that you attribute
the changes in net sales
over the reporting periods to growth in all sales channels and the
changes in gross profit
over the reporting periods to multiple factors, including offsetting
factors. We note a
similar discussion in your 10-K filing. Please revise to further
describe material changes
to a line item for the underlying reasons for such changes in both
quantitative and
qualitative terms, including the impact of offsetting factors. We
further note in your
respective earnings call, you discuss additional contributing factors
such as backlog, price
increases, higher material costs among other factors. Tell us your
consideration for
discussing and quantifying those factors in your filings. Refer to
Item 303(b) and (c) of
Regulation S-K.
Paul Joachimczyk
American Woodmark Corporation
February 21, 2023
Page 3
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.
You may contact Stephany Yang at (202) 551-3167 or Melissa Gilmore at
(202) 551-
3777 with any questions.
FirstName LastNamePaul Joachimczyk Sincerely,
Comapany NameAmerican Woodmark Corporation
Division of
Corporation Finance
February 21, 2023 Page 3 Office of
Manufacturing
FirstName LastName