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United States securities and exchange commission logo
June 11, 2020
Richard F. Westenberger
Chief Financial Officer
Carter's, Inc.
Phipps Tower
3438 Peachtree Road NE, Suite 1800
Atlanta, Georgia 30326
Re: Carter's, Inc.
Form 10-K for the
Fiscal Year Ended December 28, 2019
Filed February 24,
2020
Form 8-K filed May
5, 2020
File No. 001-31829
Dear Mr. Westenberger:
We have reviewed your filing 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 December 28, 2019
Consolidated Statements of Cash Flows, page 44
1. Please show us how you
calculated the effect of changes in Prepaid expenses and other
assets of $699,036 and
Accounts payable and other liabilities of $692,100 when
presenting net cash
provided by operating activities in fiscal 2019. To the extent you
included the right of
use assets and operating lease liabilities you initially recognized upon
the adoption of ASC 842
as part of that change, explain to us how you concluded that
these amounts arising
from a non-cash transaction should be reflected in cash from
operations.
Alternatively, revise your presentation in future filings. Refer to ASC 842-20-
50-4(g) and ASC
230-10-50-3 through 50-4.
Richard F. Westenberger
Carter's, Inc.
June 11, 2020
Page 2
Form 8-K filed May 5, 2020
Exhibit 99.1, page 12
2. We note that your reconciliation of Net Loss to Adjusted Net Loss
presents the
adjustments net of tax. Please revise your presentation in future
filings to show the gross
amount of each adjustment and present the related tax effect of the
adjustments as a
separate line item. Refer to Question 102.11 of the Compliance and
Disclosure
Interpretations on Non-GAAP Financial Measures.
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 Dale Welcome at 202-551-3865 or Martin James, Senior
Advisor, at
202-551-3671 if you have any questions.
FirstName LastNameRichard F. Westenberger Sincerely,
Comapany NameCarter's, Inc.
Division of
Corporation Finance
June 11, 2020 Page 2 Office of
Manufacturing
FirstName LastName