SEC Company Response from UTAH MEDICAL PRODUCTS INC (UTMD) (CIK 0000706698) (UTMD) — Sep 6, 2005

UTAH MEDICAL PRODUCTS INC (UTMD) (CIK 0000706698)
Date: Sept. 6, 2005 · CIK: 0000706698 · Accession: 0001096906-05-000512

View on Edgar

AI Filing Summary & Sentiment

File numbers found in text: 001-12575

Referenced dates: August 31, 2005

Date

September 6, 2005

Author

/s/

Form

CORRESP

Company

UTAH MEDICAL PRODUCTS INC (UTMD) (CIK 0000706698)

Letter

Division of Corporation Finance VIA EDGAR Re: Utah Medical Products, Inc. File No. 001-12575 Confidential Treatment Request - Correspondence dated September 6, 2005

Dear Ms. Tillan:

Utah Medical Products, Inc. (UTMD) respectfully requests that the portion identified below of our response to SEC comments dated August 31, 2005 be afforded confidential treatment under SEC Rule 83 (17 CFR 200.83). We request that the redacted portion of our response not be disclosed publicly, including in response to a request under the Freedom of Information Act.

We have prepared the attached correspondence in compliance with rules relating to confidential treatment requests. The portion redacted is:

The table portion of UTMD’s response to Item 2, starting on line 71 of page UTSF 0002.

We are separately mailing to your attention an un-redacted hard copy of our response, highlighting the portion that has been redacted.

We appreciate your help in this important matter. Please contact me at 801-569-4015 if you are not able to comply with this request for any reason, or if you have questions.

Sincerely,
/s/
Greg A. LeClaire

Show Raw Text

CORRESP
1
filename1.htm

Utah Medical Products, Inc. Correspondence September 6, 2005

September
6, 2005

Kate
Tillan

Assistant
Chief Accountant/ Mail Stop 03-06

Division
of Corporation Finance

U.S.
Securities and Exchange Commission

Washington,
D.C. 20549-0306

VIA
EDGAR

Re:
Utah
Medical Products, Inc.

File
No.
001-12575

Confidential
Treatment Request - Correspondence dated September 6, 2005

Dear
Ms.
Tillan:

Utah
Medical Products, Inc. (UTMD) respectfully requests that the portion identified
below of our response to SEC comments dated August 31, 2005 be afforded
confidential treatment under SEC Rule 83 (17 CFR 200.83). We request that
the
redacted portion of our response not be disclosed publicly, including in
response to a request under the Freedom of Information Act.

We
have
prepared the attached correspondence in compliance with rules relating to
confidential treatment requests. The portion redacted is:

The table portion of UTMD’s response to Item 2, starting on line 71 of
page UTSF 0002.

We
are
separately mailing to your attention an un-redacted hard copy of our response,
highlighting the portion that has been redacted.

We
appreciate your help in this important matter. Please contact me at 801-569-4015
if you are not able to comply with this request for any reason, or if you
have
questions.

Sincerely,

/s/
Greg A. LeClaire

Greg
A.
LeClaire

CFO

UTSF
0001

Confidential
Treatment Requested by Greg A. LeClaire

5 September 6,
2005

7 Ms.
Kate Tillan

8 Assistant Chief
Accountant

9 Mail
Stop 6010

10 Division
of
Corporation Finance

11 U.S.
Securities and Exchange Commission

12 Washington,
D.C. 20549-6010

14 VIA
EDGAR

16 Re:
Utah
Medical Products, Inc. (UTMD)

17 Form
10-K/A
for the Fiscal Year Ended December 31, 2004

18 Filed
July
19, 2005

19 Form
10-Q/A
for the Fiscal Quarter Ended March 31, 2005

20 Form
10-Q for
the Fiscal Quarter Ended June 30, 2005

21 File
No.
001-12575

23 Dear
Ms.
Tillan:

24 Thank
you for
your continued dialogue regarding the above filings. This letter is UTMD’s
response to SEC

25 written
comments dated August 31, 2005, which will also be filed on EDGAR as private
correspondence with

26 the
SEC. For
ease of reference in the following, I have incorporated the August 31, 2005
comments in italics

27 followed
by
UTMD’s responses.

28 Amendment
No. 1 to Form 10-K for the Fiscal Year Ended December 31, 2004 filed on July
19,
2005

29 Consolidated
Financial Statements, page F-1

We
note your response to prior comment 1 from our August 10, 2005
letter. As
previously discussed,

we
believe that due to the correction of an error in your previously
issued
financial statements that you

should
label your financial statements as restated and include a footnote
describing the nature and

amount
of the restatement. Please refer to paragraph 37 of APB 20. As
such,
please confirm that you

will
comply with U.S. GAAP in future filings if you have another restatement
due to the correction of

an
error.

36 UTMD
Response to Item 1.:

37 Pursuant
to
the September 1, 2005 teleconference with you, Greg LeClaire explained that
UTMD
and its

38 auditors
continue to believe that its Form 10/K/A for the fiscal year ended December
31,
2004 does not

39 constitute
a
restatement and appreciates the SEC’s decision to back-off its requirement for
UTMD to file

40 another
amendment to label these financial statements as restated. UTMD further
understands that the SEC is

41 not
requesting UTMD’s 2004 financial statements to be labeled as restated in
subsequent filings for this

42 particular
December 31, 2004 Form 10/K/A filing. However, in future filings, if required
by
U.S. GAAP,

43 UTMD
confirms
that it will label its financial statements as restated and include a footnote
describing the nature

44 and
amount of
the restatement if UTMD has a correction of an error constituting a U.S.
GAAP-defined

45 restatement.

UTSF
0002

Confidential
Treatment Requested by Greg A. LeClaire

47 Note
1. Summary of Significant Accounting Policies, page F-12

We
note your response to prior comment 6 from our August 10, 2005
letter.
Please tell us the nature of

the
“prepay” obligation and how you evaluated all of the criteria related to
revenue recognition for

transactions
where the customer is obligated to prepay you for products. If
the
customer is obligated to

prepay
for the products, explain why it is appropriate to recognize revenue
prior
to that payment.

Within
your discussion, tell us how you evaluated that collectibility
of these
sales is reasonably

assured.
Please also provide to us the amount of revenue recognized in fiscal
2002,
2003, 2004 and the

first
six months of 2005 related to your transactions with customers
that are
obligated to prepay for

products
when you bill those customers.

56 UTMD
Response to Item 2.:

57 The
nature of
the prepay obligations is that certain foreign customers make a fixed
commitment, in writing, to

58 purchase
goods from UTMD to be shipped as of a certain date. The terms of these contracts
require the

59 customer
to
pay in advance of UTMD shipping the product. If the customer has not made
the
required

60 prepayment
by
the scheduled shipment date, UTMD contacts the customer to determine if the
customer has any

61 intention
of
violating the contract terms by not making the required prepayment. Under
this
circumstance,

62 UTMD
would
not recognize revenue. However, occasionally, a foreign customer under a
prepay
obligation will

63 request
UTMD
to bill completed products according to the contract, but hold shipment until
payment will be

64 made.
UTMD
believes this complies with the criteria of SAB Topic 13.A 3(a) as described
in
our response to

65 prior
comment
6 in your August 10, 2005 letter. However, due to the historically infrequent
and immaterial

66 nature
(see
table below), UTMD will no longer recognize revenue under bill and hold foreign
prepayment

67 arrangements.

69 Table
of “Bill and
Hold” Prepayment Sales

71 [*********The
table portion of UTMD’s response to Item 2 is
redacted***************]

73 Note
5. Note Payable, page F-18

We
note your response to prior comment 7 from our August 10, 2005
letter.
While you should not

include
a non-GAAP measure within your financial statements under Item
10(e)(1(ii)
of Regulation S-

K,
you may disclose the nature of your principal financial loan covenants
in
the notes to your financial

statements.
That is, you may disclose the terms of the EBITDA loan covenant
in the
notes to your

financial
statements, but you should not include a calculation/presentation
of the
amount of EBITDA

as
of any particular date in the notes to the financial
statements.

80 UTMD
Response to Item 3.:

81 Thank
you for
your comment. UTMD will disclose its principal financial loan covenants in
its
notes to

82 financial
statements in accordance with item 10(e)(1)(ii) of Regulation S-K.

84 I
trust that
UTMD’s responses are now complete to the satisfaction of the SEC. Thank you for
your review and

85 assistance.

87 Sincerely,

88 /s/
Greg A.
LeClaire

89 Greg
A.
LeClaire

90 Chief
Financial Officer

SecProbe.io