United States securities and exchange commission logo
August 15, 2023
Mark Marinko
Chief Financial Officer
SunCoke Energy, Inc.
1011 Warrenville Road , Suite 600
Lisle , Illinois 60532
Re: SunCoke Energy,
Inc.
Form 10-K for the
Fiscal Year Ended December 31, 2022
Form 8-K filed
August 1, 2023
File No. 1-35243
Dear Mark Marinko:
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 December 31, 2022
Management's Discussion and Analysis of Financial Condition and Results
of Operations
Analysis of Segment Results, page 36
1. We note that you
present and discuss Logistics segment revenues "inclusive of
intersegment sales."
Please tell us how you determined your presentation and discussion
of the combined revenue
amounts inclusive of intersegment sales is appropriate.
Considering ASC
280-10-50-22 requires separate disclosure of revenues from external
customers and from
other operating segments, tell us what consideration you gave to
separately presenting
and discussing each revenue component within MD&A.
Notes to Consolidated Financial Statements
6. Properties, Plants, and Equipment, page 57
2. We note that you
present combined balances for plant and machinery and equipment
within your table in
footnote 6 and within your depreciable life disclosures on page 51.
Mark Marinko
FirstName LastNameMark Marinko
SunCoke Energy, Inc.
Comapany
August 15, NameSunCoke
2023 Energy, Inc.
August
Page 2 15, 2023 Page 2
FirstName LastName
Pursuant to ASC 360-10-50-1, please separately disclose balances and
depreciable lives
by major class of depreciable assets.
12. Commitments and Contingent Liabilities
Black Lung Benefit Liabilities, page 63
3. We note that your black lung liability is recorded on a discounted
basis. Citing applicable
accounting guidance, please tell us how you determined it was
appropriate to discount the
liability. In doing so, explain how you determined, if true, that the
timing and amounts of
future cash flows are fixed or reliably determinable. We note your
disclosures on page 39
that the present value of the liability is calculated by independent
actuarial consultants and
may be affected by certain factors, "the impact of which cannot be
estimated." To the
extent recognized on a discounted basis, disclose, pursuant to
Question 1 of SAB Topic
5.Y, the expected aggregate undiscounted amount, expected payments for
each of the five
succeeding years and the aggregate amount thereafter, and a
reconciliation of the expected
aggregate undiscounted amount to amounts recognized in the statements
of financial
position.
19. Business Segment Information, page 71
4. We note that you present the consolidated non-GAAP measures "Adjusted
EBITDA" and
"Adjusted EBITDA attributable to SunCoke Energy, Inc." in your segment
footnote. We
further note the cross-reference to your segment footnote on page 35
of MD&A
regarding your Adjusted EBITDA reconciliation. Please note that Item
10(e)(1)(ii)(C) of
Regulation S-K prohibits the presentation of non-GAAP measures in the
financial
statement footnotes. Accordingly, please remove your presentation of
these non-GAAP
measures from your footnotes in future filings and ensure that you
include the applicable
non-GAAP reconciliations within MD&A.
5. Pursuant to ASC 280-10-50-30(b), revise your segment presentation in
future filings to
provide a total for your reportable segments' measure of profit or
loss and reconcile such
total to the appropriate GAAP amount. Please note that your "Corporate
and Other"
category presented under ASC 280-10-50-15 does not represent a
reportable segment and
should be excluded from the reportable segment total.
Form 8-K filed August 1, 2023
Exhibit 99.2 SunCoke Energy, Inc. Slide Presentation regarding earnings
SXC FCF/Share Reconciliation, page 15
6. We note that you present Free Cash Flow on a per share basis. In
future filings, please
remove this per share figure or tell us why this presentation complies
with the guidance in
Questions 102.05 and 102.07 of the Compliance and Disclosure
Interpretations for Non-
GAAP Financial Measures.
In closing, we remind you that the company and its management are
responsible for the
Mark Marinko
SunCoke Energy, Inc.
August 15, 2023
Page 3
accuracy and adequacy of their disclosures, notwithstanding any review,
comments, action or
absence of action by the staff.
You may contact Charles Eastman at (202) 551-3794 or Andrew Blume at
(202) 551-
3254 with any questions.
FirstName LastNameMark Marinko Sincerely,
Comapany NameSunCoke Energy, Inc.
Division of
Corporation Finance
August 15, 2023 Page 3 Office of
Manufacturing
FirstName LastName