SOX Regulation G

As directed by the SOA of 2002, the SEC adopted a new disclosure regulation, Regulation G, which requires public companies that disclose or release non-GAAP financial measures to include, in that disclosure, a presentation of the most directly comparable GAAP financial measure and a reconciliation of the disclosed non-GAAP financial measure to the most directly comparable GAAP financial measure.

For purposes of Regulation G, a non-GAAP financial measure is a numerical measure of a registrant’s historical or future financial performance, financial position or cash flow that:

1. Excludes amounts, or is subject to adjustments that have the effect of excluding amounts, that are included in the most directly comparable measure calculated and presented in accordance with GAAP in the statement of income, balance sheet or statement of cash flow (or equivalent statements) of the issuer

2. Regulation G will not apply to a non-GAAP financial measure included in disclosure relating to a proposed business combination, the entity resulting therefrom or an entity that is a party thereof the disclosure is contained in a communication that is subject to the communications rules applicable to business combination transactions.

- Earl R. Thomas
Earl R. Thomas & Associates