Memorex 2012 Annual Report Download - page 97

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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, 2012, the end of the period covered by this report,
the President and Chief Executive Officer, Mark E. Lucas, and the Senior 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 quarter ended December 31, 2012, 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.
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, 2012. 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, 2012, Imation’s internal control over financial reporting was effective, based on those criteria.
Management’s assessment of the effectiveness of the Company’s internal control over financial reporting as of December 31,
2012 excluded Nexsan, which was acquired on December 31, 2012. Nexsan’s assets represent 18 percent of the
consolidated total assets of the Company as of December 31, 2012. There were no results of operations included in the
consolidated statements of operations for the year ended December 31, 2012 for Nexsan as the acquisition occurred on
December 31, 2012. Companies are allowed to exclude acquisitions from their assessment of internal control over financial
reporting during the first year of acquisition while integrating the acquired company under guidelines established by the SEC.
Our independent registered public accounting firm, PricewaterhouseCoopers LLP, has audited the effectiveness of our
internal control over financial reporting, as stated in their report which appears herein.
Item 9B. Other Information.
None.
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