Memorex 2007 Annual Report Download - page 111

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Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.
None.
Item 9A. Controls and Procedures.
Evaluation of Disclosure Controls and Procedures. Based on an evaluation of our disclosure controls and
procedures (as defined in Rule 13a-15(e) under the Exchange Act) as of December 31, 2007, the end of the period
covered by this report, the President and Chief Executive Officer, Frank P. Russomanno, and the Vice President and Chief
Financial Officer, Paul R. Zeller, have concluded that the disclosure controls and procedures were effective.
Changes in Internal Controls. During the fiscal quarter ended December 31, 2007, there was no change in our
internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act) that has materially affected,
or is reasonably likely to materially affect, our internal control over financial reporting. The Company is in the process of
integrating certain acquired entities onto its information technology system. Our TDK Recording Media acquired business
in the U.S. and certain foreign locations were integrated into the system during the fourth quarter of 2007. Management
does not currently believe that these implementations will adversely affect the Company’s internal control over financial
reporting.
Management’s Report on Internal Control over Financial Reporting. Management of Imation is responsible for
establishing and maintaining adequate internal control over financial reporting. Imation’s internal control system is a
process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of
financial statements for external purposes in accordance with generally accepted accounting principles.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements.
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.
Imation management assessed the effectiveness of Imation’s internal control over financial reporting as of
December 31, 2007. In making this assessment, we used the criteria set forth by the Committee of Sponsoring
Organizations of the Treadway Commission (COSO) in Internal Control — Integrated Framework. Based on our
assessment, we concluded that, as of December 31, 2007, Imation’s internal control over financial reporting was effective,
based on those criteria.
Management’s assessment of the effectiveness of Imation’s internal control over financial reporting as of
December 31, 2007 excluded the assets of the TDK Recording Media business and the Memcorp business, which were
each acquired in July 2007 in a purchase business combination. The TDK Recording Media business and the Memcorp
business are operations of Imation whose total assets and total net sales represented 19.2 percent of consolidated total
assets and 19.1 percent of consolidated net sales, respectively, of Imation as of and for the year ended December 31,
2007. Companies are allowed to exclude acquisitions from their assessment of internal control over financial reporting
during the first year of an acquisition under guidelines established by the SEC.
Attestation Report of Independent Registered Public Accounting Firm. The attestation report of
PricewaterhouseCoopers LLP, our independent registered public accounting firm, regarding our internal control over
financial reporting is provided on page 39.
Item 9B. Other Information.
None.
PART III
Except where otherwise noted, the information required by Items 10 through 14 is incorporated by reference from our
definitive Proxy Statement pursuant to general instruction G(3) to Form 10-K, with the exception of the executive officers
section of Item 10, which is included in Item 1 of this Form 10-K. We will file our definitive Proxy Statement pursuant to
Regulation 14A by April 30, 2008.
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