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United States securities and exchange commission logo
February 25, 2021
Michael D. Ruppert
Chief Financial Officer
Mercury Systems, Inc.
50 Minuteman Road
Andover, MA 01810
Re: Mercury Systems,
Inc.
Form 10-K for the
Fiscal Year Ended July 2, 2020
Filed August 18,
2020
File No. 000-23599
Dear Mr. Ruppert:
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 July 2, 2020
Management s Discussion and Analysis of Financial Condition and
Results of Operations
Results of Operations
Fiscal 2020 Vs. Fiscal 2019, page 36
1. Please revise your
discussion of results of operations to quantify significant changes in
income statement line
items. Where you describe two or more factors that contributed to a
material change in a
financial statement line item between periods including offsetting
factors, please
quantify each material factor that contributed to the overall change in that
line item. Refer to
Item 303 of Regulation S-K and Section III.D of SEC Release No. 33-
6835.
Michael D. Ruppert
Mercury Systems, Inc.
February 25, 2021
Page 2
Financial Statements
Notes to Consolidated Financial Statements
G. Goodwill, page 70
2. Your disclosure indicates that you have provided the changes in
goodwill by reporting
unit. However, we note disclosure only at a consolidated level rather
than a reporting unit
level. Please revise to provide goodwill by reporting unit as
indicated on page 70 or
revise your statement accordingly.
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 Heather Clark at 202-551-3624 or Melissa Gilmore at
202-551-3777
with any questions.
FirstName LastNameMichael D. Ruppert Sincerely,
Comapany NameMercury Systems, Inc.
Division of
Corporation Finance
February 25, 2021 Page 2 Office of
Manufacturing
FirstName LastName