| Date Filed | Title |
| 03/16/2005 | 10-K for KVH INDUSTRIES INC DE | |
| | COMPANY NAME(s) - [KVH INDUSTRIES INC DE (CIK - 1007587 /SIC - 3663)] |
| | We are also pursuing arrangements with automobile manufacturers to include our TracVision A5 product as optional or standard equipment on the vehicles they manufacture. This same network also sells our fiber optic products to commercial/industrial entities. Individual orders for defense products are often in excess of one million dollars and may require procurement of specialized long-lead components and allocation of manufacturing resources. 8 Intellectual Property Our ability to compete effectively depends to a significant extent on our ability to protect our proprietary information. Our patents and trademarks will expire at various dates between July 5, 2005 and January 20, 2023. |
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| 03/14/2006 | 10-K for CITRIX SYSTEMS INC | |
| | COMPANY NAME(s) - [CITRIX SYSTEMS INC (CIK - 877890 /SIC - 7372)] |
| | Citrix GoToMyPC is an online, managed service that provides secure, remote access to Windows PC desktops from virtually any Internet-connected computer. GoToMeeting allows a user with a PC and an Internet browser to easily host, attend, or participate in an online meeting or session without significant training. These solutions include: Citrix Access Essentials is a secure remote access product with simple centralized management of information resources to organizations with up to 75 users. The Advanced Access Control option extends access to more devices and users, controlling who accesses company information and what actions are permitted. Supporting five or more organizers and 25 to 200 attendees per meeting, GoToMeeting Corporate features advanced secure communication architecture that uses industry-standard SSL and meets U.S. government standards. |
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| 04/18/2005 | 10-K for REMEC INC | |
| | COMPANY NAME(s) - [REMEC INC (CIK - 769874 /SIC - 3674)] |
| | it was observed that the Company did not consistently follow its policy and procedures for review, approval and documentation in the areas of revenue recognition and payroll and needed to enhance controls to identify duplicate payments. Further improvements were also recommended in program and access controls for information technology processes that support the internal control environment. There was noted an inability to prepare a mechanized calculation of inventory reserves by the Company s financial information systems; and it was recommended that certain improvements be made to program and access controls for the Company s information technology processes that support the internal control environment. Attestation Report of the Registered Public Accounting Firm Our independent auditors, Squar Milner Reehl Williamson LLP that audited the consolidated financial statements included in this Annual Report on Form 10-K will be issuing an attestation report on management s assessment of our internal controls over financial reporting, upon the completion of management s assessment within 120 days of the Company s year-end. Except as described above, there was no change in our internal controls over financial reporting (as defined in Rule 13a-15(f) of the Exchange Act) or in other factors that could affect these controls during our last fiscal quarter that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting. |
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| 03/31/2005 | 10-K for IPIX CORP | |
| | COMPANY NAME(s) - [IPIX CORP (CIK - 1088022 /SIC - 7389)] |
| | The effectiveness of the steps we have taken to date and the steps we are still in the process of completing is subject to continued management review, as well as Audit Committee oversight, and we may make additional changes to our internal control over financial reporting as warranted. Currently, we are not aware of any material weaknesses in our internal control over financial reporting other than as described above. As a result of the identified material weakness, upon completion of our evaluation and testing of our internal control over financial reporting, we expect that our management will determine that our internal control over financial reporting, as of December 31, 2004, was not effective. We have begun the process of standardizing and substantially increasing documentation of our internal controls and improving segregation of functions and this process continues subsequent to year-end. |
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| 03/01/2006 | 10-K for HONEYWELL INTERNATIONAL INC | |
| | COMPANY NAME(s) - [HONEYWELL INTERNATIONAL INC (CIK - 773840 /SIC - 3714)] |
| | military-spacecraft DoD FAA NASA BAE Ithaco L3 Northrop Grumman Raytheon Management and technical services Maintenance/operation and provision of space systems, services and facilities Systems engineering and integration Information technology services Logistics and sustainment U.S. government space (NASA) DoD (logistics and information services) DoE Local governments Commercial space ground segment systems and services Bechtel Boeing Computer Sciences Dyncorp ITT Lockheed Martin Raytheon SAIC The Washington Group United Space Alliance 3 Product/Service Classes Major Products/Services Major Customers/Uses Key Competitors Landing systems Wheels and brakes Wheel and brake repair and overhaul services Commercial airline, regional, business and military aircraft High performance commercial vehicles USAF, DoD, DoE Boeing, Airbus, Lockheed Martin Dunlop Standard Aerospace Goodrich K&F Industries Messier-Bugatti NASCO Automation and Control Solutions Environmental combustion controls; sensing controls Heating, ventilating and air conditioning controls and components for homes and buildings Indoor air quality products including zoning, air cleaners, humidification, heat and energy recovery ventilators Controls plus integrated electronic systems for burners, boilers and furnaces Consumer household products including humidifiers and thermostats Electrical devices and switches Water controls Sensors, measurement, control and industrial components Original equipment manufacturers (OEMs) Distributors Contractors Retailers System integrators Commercial customers and homeowners served by the distributor, wholesaler, contractor, retail and utility channels Package and materials handling operations Appliance manufacturers Automotive companies Aviation companies Food and beverage processors Medical equipment Heat treat processors Computer and business equipment manufacturers Bosch Cherry Danfoss Eaton Emerson Endress & Hauser Holmes Invensys Johnson Controls Motorola Schneider Siemens United Technologies Yamatake Security and life safety products and services Security products and systems Fire products and systems Access controls and closed circuit television Home health monitoring and nurse call systems Gas detection products and systems Emergency lighting OEMs Retailers Distributors Commercial customers and homeowners served by the distributor, wholesaler, contractor, retail and utility channels Health care organizations Security monitoring service providers Bosch Draeger GE Mine Safety Appliances Pelco Phillips Riken Keiki Siemens SPX Tyco United Technologies Process automation products and solutions Advanced control software and industrial automation systems for control and monitoring of continuous, batch and hybrid operations Production management software Communications systems for Industrial Control equipment and systems Consulting, networking engineering and installation Process control instrumentation Field instrumentation Analytical instrumentation Recorders Controllers Critical environment control solutions and services Aftermarket maintenance, repair and upgrade Refining and petrochemical companies Chemical manufacturers Oil and gas producers Food and beverage processors Pharmaceutical companies Utilities Film and coated producers Pulp and paper industry Continuous web producers in the paper, plastics, metals, rubber, non-wovens and printing industries Mining and mineral industries ABB AspenTech Emerson Invensys Siemens Yokogawa 4 Product/Service Classes Major Products/Services Major Customers/Uses Key Competitors Building solutions and services HVAC and building control solutions and services Energy management solutions and services Security and asset management solutions and services Enterprise building integration solutions Building information services Building managers and owners Contractors, architects and developers Consulting engineers Security directors Plant managers Utilities Large global corporations Public school systems Universities Local governments Public housing |
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| 09/28/2005 | 10-K for ACCUPOLL HOLDING CORP | |
| | COMPANY NAME(s) - [ACCUPOLL HOLDING CORP (CIK - 764794 /SIC - 3579)] |
| | A material weakness is a significant deficiency, or combination of significant deficiencies, that results in more than a remote likelihood that a material misstatement of the annual or interim financial statements will not be prevented or detected. The lack of adequate resources and procedures prevents (i) adequate interpretation and monitoring of recent or relevant financial accounting standards, (ii) adequate preparation and review of accounting analyses and reconciliations, and (iii) adequate preparation and review of required disclosures. The insufficient or lacking procedures and structures include, but are not limited to, (i) a failure to authorize and empower standing committees of the Board, including an audit committee and a compensation committee, (ii) a failure to approve governance structures including charters, delegations of authority, codes of ethics and appropriate conduct for officers and directors, controls regarding conflicts of interest, definition of roles and responsibilities, approval of budgets, and (iii) a lack of an internal audit function. These deficiencies were concluded to be material weaknesses due to (i) the significance of the misstatements identified, (ii) the absence of other controls to prevent or detect the misstatements, and (iii) the potential pervasiveness of the impact of the deficiencies on other significant account balances and disclosures. |
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| 03/01/2006 | 10-K for STANLEY WORKS | |
| | COMPANY NAME(s) - [STANLEY WORKS (CIK - 93556 /SIC - 3420)] |
| | As integration strategies are executed, the Company monitors the previously established restructuring accruals and makes adjustments to the extent actual expenditures differ from the estimated accruals. In connection with its acquisition of National Hardware, the Company recorded $1.0 million relating to severance costs to the initial purchase price allocation, of which no amounts have been utilized as of December 31, 2005. Of this amount, $0.9 million has been utilized to date with $0.5 million of accrual remaining as of December 31, 2005. The Consumer Products segment includes hand tools, consumer mechanics tools, storage units, and hardware. The following information excludes the appliance hinge, U.K. decorator tools, residential entry door, home d r and German paint roller businesses, which are classified as discontinued operations as disclosed in Note T Discontinued Operations, unless otherwise noted. |
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| 20051013 | 10-K for MSGI SECURITY SOLUTIONS INC | |
| | COMPANY NAME(s) - [MSGI SECURITY SOLUTIONS INC (CIK - 14280 /SIC - 7389)] |
| | In this way, although FDA is still able to offer competitive pricing, they are also free to make suggestions to clients who request such information on equipment best suited for their specific application without being limited by exclusivity parameters. To help clients further meet the ongoing challenges of investigation and observation, FDA retains a wide range of high-end surveillance systems and equipment available for rent, including the latest in many of our custom covert cameras (for authorized agencies and organizations only). This often enables agencies, organizations and businesses to obtain equipment using operating budgets, and reduces the time lag between the need for the equipment and implementation. The firm provides customer training, as well as customer-designed check-lists for ease in trouble shooting. FDA also delivers advisory services focused on the selection, design and deployment of technology-based surveillance networks and systems. |
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| 09/28/2005 | EX-10.21 of 10-K for NEUROBIOLOGICAL TECHNOLOGIES INC CA | |
| | COMPANY NAME(s) - [NEUROBIOLOGICAL TECHNOLOGIES INC CA (CIK - 918112 /SIC - 2836)] |
| | 5.3 At any time NTI may request in writing that all Records be (i) delivered to NTI to a location designated in NTI s written request in such form as is then currently in the possess of SCIREX; (ii) retained by SCIREX for NTI in a safe and secure manner as described in Paragraph 5.1 and for a period to be defined by NTI s written request at NTI s expense; or (iii) disposed of, at the direction and written request of NTI, unless such materials are otherwise required to be stored or maintained by SCIREX as a matter of law or regulation. 5.4 SCIREX will permit NTI representatives to examine or audit, with reasonable notice, the work performed under this Agreement, the facilities, systems, and equipment at or with which the services hereunder are performed, and the personnel, procedures, programming, and records related to such services. 3 6. CONFIDENTIAL INFORMATION 6.1 All information received by SCIREX concerning the implementation of the Projects is considered to be confidential information to NTI ( NTI Confidential Information ). NTI Confidential Information will be held in confidence by SCIREX and not disclosed to third parties; provided however, that NTI Confidential Information shall not include, and the obligations of confidentiality and non-disclosure shall not apply to, disclosed information that: A is or becomes publicly available through no fault of SCIREX; B is disclosed to SCIREX by a third party entitled to disclose such information; C is already known to SCIREX as shown by its prior written records; or D is required by law to be disclosed. Upon the completion or earlier termination of this Agreement, SCIREX will promptly return to NTI all written NTI Confidential Information, as well as all written material which incorporates any NTI Confidential Information, other than such information that is required by government regulations to be retained by it. |
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| 03/29/2005 | 10-K for SHURGARD STORAGE CENTERS INC | |
| | COMPANY NAME(s) - [SHURGARD STORAGE CENTERS INC (CIK - 906933 /SIC - 6798)] |
| | In the fourth quarter of 2004, we introduced a modified version of the checklist for use by our European accounting and finance personnel. Our new Director of Financial Reporting provides additional oversight to ensure consistency, to maintain communication and to enhance the knowledge of U.S. GAAP between and within our U.S. and European financial reporting teams. We intend to implement a formalized process to ensure that these reconciliations are completed at each period-end on a timely basis by permanent, qualified employees. Additionally, we conducted a successful parallel close on a new consolidation tool for the fourth quarter of 2004 and will use the new software as our primary consolidation tool for the first quarter of 2005. 62 PART III Item 10 Directors and Executive Officers of the Registrant The information required by this item with respect to the adoption of a code of ethics is set forth in our proxy statement for the annual meeting of shareholders to be held May 6, 2005, and is incorporated herein by reference. |
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| 02/22/2005 | 10-K for RLI CORP | |
| | COMPANY NAME(s) - [RLI CORP (CIK - 84246 /SIC - 6331)] |
| | If the insurer finds and confirms a match, the insurer must take steps to block or reject the transaction, notify the affected person and file a report with OFAC. The act, in part, sets forth requirements for certification by company CEOs and CFOs of certain reports filed with the SEC, disclosures pertaining to the adoption of a code of ethics applicable to certain management personnel, and safeguards against actions to fraudulently influence, manipulate or mislead independent public or certified accountants of the issuer s financial statements. We identified deficiencies and completed an evaluation, which resulted in the identification of no material weaknesses. We have also implemented a process to further investigate and, where necessary, remediate deficiencies. The continued promulgation of such laws, regulations, and standards poses a risk regarding the diversion of management resources from core revenue-generating activities. |
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| 09/08/2005 | 10-K for MAXIM INTEGRATED PRODUCTS INC | |
| | COMPANY NAME(s) - [MAXIM INTEGRATED PRODUCTS INC (CIK - 743316 /SIC - 3674)] |
| | Industry Typical Application Automotive Active Suspension Air Bags Audio Players Battery Management Cruise Controls Engine Control Modules Infotainment Keyless Entry Navigation Systems Pressure Sensing Security Alarms Steering Systems Traction Controls Communications Broadband Networks Broadband Access and Home Networking Systems Cable Systems Cellular Base Stations Cellular/PCS Handsets Cordless Phones Digital/Terrestrial TV Direct Broadcast TV DSL Modems Fiber Communication Global Positioning Systems Optical Transceivers PBXs Satellite Communications Satellite Radio Smart Phones Switches and Routers T1/E1 and T3/E3 2 Industry Typical Application Video Communications Wireless Communications Power Line Communications Wireless Local Area Networks Consumer Access Controls Cellular/PCS Handsets Cordless Phones Digital Cameras DVD Players Flat Panel Displays LCD Panels MP3 Players PDAs Portable Games Portable Media Players Notebook Computers Personal Computers Smart Phones TV, Monitor Video Cameras White Goods Wireless Headsets Data Processing Bar-code Readers Disk Drives Global Positioning Systems Hand-Held Computers/PDAs Mainframes Personal Computers Printers Point of Sale Terminals Servers Storage Systems Tape Drives Workstations Industrial Control Control of Flow Position Pressure Temperature Velocity Robotics 3 Industry Typical Application Instrumentation Automatic Test Equipment Analyzers Data Recorders Measuring Instruments Electrical Light Pressure Sound Speed Temperature Time Military Communications Troop Security Transponders Positioning and Tracking Systems Testers Medical Blood Glucose Meters Blood Oximetry Imaging While Maxim s proprietary products have received substantial market acceptance, some of Maxim s competitors have developed second source products or functionally equivalent products for some of Maxim s successful innovative proprietary products. In the product design phase, the Company applies a set of circuit design rules derived from modeling and characterization of the process and individual circuit elements. The performance of product designs is dependent on the process operating within the limits specified for critical parameters. The Company measures the stability of these process parameters using test routines and structures that simulate the actual devices used in product design. |
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| 03/17/2005 | 10-K for INTERNATIONAL STEEL GROUP INC | |
| | COMPANY NAME(s) - [INTERNATIONAL STEEL GROUP INC (CIK - 1231868 /SIC - 3310)] |
| | Management identified deficiencies in the Company s policies and procedures relating to the inadequate review of information associated with the accumulation of various costs incurred for raw material, semi-finished and finished inventories, including the accounting for inter-company profit and inclusion of all appropriate costs in ending inventory balances, which could result in material errors in the Company s accounting for inventories and cost of sales. Management identified deficiencies in the Company s policies and procedures associated with the Company s fraud risk prevention controls related to adequate segregation of duties in the recording of revenue and the related accounts receivable, including verification of customer invoice pricing and approval of credit memos, which could result in material errors in the Company s accounting for revenue transactions and related accounts receivable. The aforementioned material weaknesses were considered in determining the nature, timing, and extent of audit tests applied in our audit of the 2004 consolidated financial statements, and this report does not affect our report dated March 15, 2005, which expressed an unqualified opinion on those consolidated financial statements. |
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| 03/14/2005 | 10-K for PACER INTERNATIONAL INC | |
| | COMPANY NAME(s) - [PACER INTERNATIONAL INC (CIK - 1091735 /SIC - 4731)] |
| | ITEM 9A. CONTROLS AND PROCEDURES Disclosure Controls and Procedures Evaluation of Disclosure Controls. During the fourth quarter of 2004, these refinements have included the enhancement of controls over access to financial modules used by the Stacktrain operation which are provided through our third-party IT provider, APL Limited. Conclusion. Based upon the disclosure controls evaluation, our CEO and CFO have concluded that as of December 31, 2004, our disclosure controls and procedures were effective to provide reasonable assurance that the foregoing objectives are achieved. Management s Report on Internal Control over Financial Reporting The management of Pacer is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rule 13a-15(f) under the Exchange Act. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. |
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| 09/09/2005 | 10-K for 99 CENTS ONLY STORES | |
| | COMPANY NAME(s) - [99 CENTS ONLY STORES (CIK - 1011290 /SIC - 5331)] |
| | 50 (vi) In February 2005, the Company hired a new Senior Director of Distribution and Transportation, and a Director of Quality Management, which is a newly-created position. Additionally, the Company implemented authorized buying limits and purchase approval thresholds for its merchandise-related purchase orders. (ii) In May 2005, the Company hired a Real Estate Accountant, which is a newly-created position. Once this Director was hired, the staff in the Applications and Project Management group gradually was increased from six to twelve. (v) In Q1 2005, the Company implemented a server migration plan to upgrade its overall corporate network structure and e-mail system. |
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| 08/01/2005 | 10-K for SUMTOTAL SYSTEMS INC | |
| | COMPANY NAME(s) - [SUMTOTAL SYSTEMS INC (CIK - 1269132 /SIC - 7372)] |
| | Accordingly, in certain circumstances, an effective secondary review of technical accounting matters was not performed; We had inadequate risk assessment controls, including inadequate mechanisms for anticipating and identifying financial reporting risks; and for reacting to changes in the operating environment that could have a material effect on financial reporting; We had inadequate monitoring controls, including inadequate staffing and procedures to ensure periodic evaluations of internal controls to ensure that appropriate personnel regularly obtain evidence that controls are functioning effectively and that identified control deficiencies are remediated timely; The general controls over our IT environment were not adequately documented or monitored. 2. Inadequate segregation of duties. We had inadequate procedures and controls to ensure proper segregation of duties within our purchasing, disbursements and payroll processes and accounting systems. We had inadequate policies, procedures and personnel to ensure that accurate, reliable interim and annual consolidated financial statements were prepared and reviewed on a timely basis. We had inadequate review procedures over account reconciliations, account and transaction analyses, and journal entries. |
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| 04/12/2005 | 10-K for AXEDA SYSTEMS INC | |
| | COMPANY NAME(s) - [AXEDA SYSTEMS INC (CIK - 1052593 /SIC - 7372)] |
| | Business rules drive automated device data analysis and notification of people or initiate transactions with other enterprise business systems such as billing, maintenance, help-desk, inventory, re-supply, ordering and asset management. An integrated reporting engine enables data to be published and analyzed. Axeda Agents are fully portable across the most popular operating systems and are easily integrated with existing designs or serve as the basis for entirely new products. Axeda Agents include the functionality and extensible markup language, or XML, processing needed to perform two-way Firewall-Friendly communication between a group of local devices and the Axeda Enterprise server. This control applies to every kind of Axeda DRM activity including remote diagnostics, sending software upgrades, retrieving log files, running Axeda Access sessions and executing commands and scripts. |
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| 03/16/2005 | 10-K for TECUMSEH PRODUCTS CO | |
| | COMPANY NAME(s) - [TECUMSEH PRODUCTS CO (CIK - 96831 /SIC - 3585)] |
| | As of December 31, 2004, the Company did not maintain effective controls over the segregation of duties over certain system access controls as well as security over user access rights to certain financial application systems which could affect accounts receivable and revenue, inventory and cost of goods sold, and accounts payable and other financial statement accounts at a number of its locations. These control deficiencies did not result in adjustments to the 2004 annual or interim consolidated financial statements. Management's assessment of the effectiveness of the Company's internal control over financial reporting as of December 31, 2004 has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in their report which is included in Item 8 of this report on Form 10-K. MATERIAL WEAKNESS REMEDIATION PLANS The Company is highly decentralized, and its operations consist of individual business units ranging in size from $3 million to over $400 million in sales. The first business went live March 1, 2005 and five additional business unit locations are expected to go live in 2005. |
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| 03/31/2005 | 10-K for INTERPOOL INC | |
| | COMPANY NAME(s) - [INTERPOOL INC (CIK - 898777 /SIC - 7359)] |
| | During the second half of 2004 we hired an experienced tax professional, who is also a certified public accountant. For employees located in the three offices mentioned, the problem has been corrected through direct point-to-point network connections to our data center. We have implemented a procedure to review intercompany accounts on a quarterly basis to identify appropriate intercompany eliminations and believe that this procedure is generally working effectively. It is our expectation that, except for those issues requiring enhanced information systems which may take additional time to correct, all deficiencies will be successfully remediated during 2005. |
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| 03/29/2005 | 10-K for SOUTHERN NATURAL GAS CO | |
| | COMPANY NAME(s) - [SOUTHERN NATURAL GAS CO (CIK - 92232 /SIC - 4922)] |
| | /s/ PricewaterhouseCoopers LLP Birmingham, Alabama March 29, 2005 38 PAGEBREAK SCHEDULE II SOUTHERN NATURAL GAS COMPANY VALUATION AND QUALIFYING ACCOUNTS Years Ended December 31, 2004, 2003 and 2002 (In millions) Balance at Charged to Charged to Balance Beginning Costs and Other at End Description of Period Expenses Deductions Accounts of Period 2004 Allowance for doubtful accounts $ 3 $ $ $ $ 3 Valuation allowance on deferred tax assets 1 1 Legal reserves 1 1 2 Environmental reserves 3 1 (4 ) (1) 2003 Allowance for doubtful accounts $ 3 $ $ $ $ 3 Valuation allowance on deferred tax assets 1 1 Legal reserves 1 1 Environmental reserves 4 3 (4 ) (1) 3 2002 Allowance for doubtful accounts $ 3 $ $ $ $ 3 Valuation allowance on deferred tax assets 2 (1 ) 1 Environmental reserves 11 (7 ) (1) 4 (1) Primarily payments made for environmental remediation activities. CONTROLS AND PROCEDURES Evaluation of Disclosure Controls and Procedures As of December 31, 2004, we carried out an evaluation under the supervision and with the participation of our management, including our Chief Executive Officer (CEO) and our Chief Financial Officer (CFO), as to the effectiveness, design and operation of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the Exchange Act )). This evaluation considered the various processes carried out under the direction of our disclosure committee in an effort to ensure that information required to be disclosed in the SEC reports we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified by the SEC s rules and forms, and that such information is accumulated and communicated to our management, including the CEO and CFO, as appropriate, to allow timely discussion regarding required financial disclosure. Internal Control Over Financial Reporting During 2004, we continued our efforts to ensure our compliance with Section 404 of the Sarbanes-Oxley Act of 2002, which will apply to us at December 31, 2006. Access to Financial Application Programs and Data. At December 31, 2004, we did not maintain effective controls over access to financial application programs and data. However, these control deficiencies could result in a misstatement of a number of our financial statement accounts, including property, plant and equipment, accounts payable, operating expenses and potentially others, that would result in a material misstatement to the annual or interim consolidated financial statements that would not be prevented or detected. |
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| 03/28/2005 | 10-K for EL PASO CORPDE | |
| | COMPANY NAME(s) - [EL PASO CORPDE (CIK - 1066107 /SIC - 4922)] |
| | A material weakness is a control deficiency, or combination of control deficiencies, that results in a more than remote likelihood that a material misstatement of the annual or interim financial statements will not be prevented or detected. However, these control deficiencies could result in a misstatement of a 182 PAGEBREAK number of our financial statement accounts, including accounts receivable, property, plant and equipment, accounts payable, revenue, operating expenses, risk management assets and liabilities, and potentially others, that would result in a material misstatement to the annual or interim consolidated financial statements that would not be prevented or detected. We also found instances within the company where accounts were not being reconciled and reviewed by individuals with adequate accounting experience and training. Identification, Capture and Communication of Financial Data Used in Accounting for Non-Routine Transactions or Activities. |
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| 03/15/2005 | 10-K for SONUS NETWORKS INC | |
| | COMPANY NAME(s) - [SONUS NETWORKS INC (CIK - 1105472 /SIC - 7373)] |
| | Therefore, we are not able to place reliance on our information systems' application controls and the resulting data. A detailed work plan is in place and being managed to ensure that required controls will be implemented, monitored and tested. As part of doing so, we are continuing to revise or create, as the case may be, policies and procedures for key business processes and functions and establishing proper systems access and controls. We expect this will include additional enhancements to our information systems. |
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| 02/24/2005 | 10-K for ERIE INDEMNITY CO | |
| | COMPANY NAME(s) - [ERIE INDEMNITY CO (CIK - 922621 /SIC - 6411)] |
| | Item 6. Selected Consolidated Financial Data Reference is made to Selected Consolidated Financial Data in the Annual Report for the year ended December 31, 2004, incorporated herein by reference. 17 PAGEBREAK Item 8. Financial Statements and Supplementary Data Reference is made to the Consolidated Financial Statements and the Quarterly Results of Operations contained in the Notes to Consolidated Financial Statements in the Annual Report for the year ended December 31, 2004, incorporated herein by reference. Based on our evaluation under the framework in Internal Control Integrated Framework, management concluded that our internal control over financial reporting was effective as of December 31, 2004. All such changes enhanced controls already in place or introduced new controls implemented to remove or reduce reliance on lesser effective compensating controls. |
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| 03/29/2005 | 10-K for NORTEK INC | |
| | COMPANY NAME(s) - [NORTEK INC (CIK - 1216596 /SIC - 2430)] |
| | The termination and settlement of the obligation of this SERP resulted in a curtailment loss on January 9, 2003 (see Notes 8 and 14). The total amount of transaction fees and related costs incurred by Nortek and Kelso associated with the Recapitalization was approximately $47, 300, 000, including the $27, 900, 000 noted above, of which approximately $10, 500, 000 of advisory fees and expenses was paid to Kelso & Company L.P. A portion of these fees and expenses was recorded by Nortek in selling, general and administrative expense, since they were obligations of Nortek prior to the Recapitalization. On December 17, 2004, the Company acquired M&S Systems, LP (“M&S”), located in Dallas, TX, for approximately $16, 400, 000. The contingent consideration is payable 90 days after fiscal 2006 if certain fiscal 2006 financial results, as defined by the stock purchase agreement, are met. OSCO is a manufacturer and designer of gate operators and access controls. For the year ended December 31, 2002, Elan reported net sales of approximately $21, 300, 000 (unaudited). Pro forma results related to the acquisitions of M&S, OmniMount, OSCO, Elan and SPC have not been presented as the effect is not material. |
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| 03/30/2005 | EX-10.10 of 10-K for MERRILL LYNCH LIFE INSURANCE CO | |
| | COMPANY NAME(s) - [MERRILL LYNCH LIFE INSURANCE CO (CIK - 845091 /SIC - Unspecified)] |
| | o Maintain a documented policy and procedure for handling the removal of non- personal property removed from secured areas (e.g., a Property Removal Pass). Authorizations by Liberty management must precede any equipment, information or software being taken off-site. b. Non-Paper Storage Media (e.g. tapes, computer discs, microfilm and microfiche) using a mutually agreed upon method of destruction. e. Leased systems must be completely cleared of Liberty and all Customer information (data records) before being returned to the leasing company. o Report all occurrences of viruses and malicious code, not handled by deployed detection and protection measures, on any workstation or server used to provide services under this Agreement, to Customer within 2 hours of discovery, if such occurrence causes a breach in security affecting Customer Data or Services. |
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