SEC Comment Letter for VioQuest Pharmaceuticals, Inc. (CIK 0000745788) — Sep 13, 2005
VioQuest Pharmaceuticals, Inc. (CIK 0000745788)
Date: Sept. 13, 2005 · CIK: 0000745788 · Accession: 0000000000-05-047173
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Mail Stop 6010
September 13, 2005
Daniel Greenleaf
President and Chief Executive Officer
Vioquest Pharmaceuticals, Inc.
7 Deer Park Drive, Suite E
Monmouth Junction, New Jersey 08852
Re: Revised Proxy Statement on Schedule 14A
File No. 0-16686
Filed September 7, 2005
Dear Mr. Greenleaf:
We have reviewed your filing and have the following
comments.
Where indicated, we think you should amend your proxy statement.
If
you disagree, we will consider your explanation as to why our
comment
is inapplicable or a revision is unnecessary. Please be as
detailed
as necessary in your explanation. In some of our comments, we may
ask you to provide us with supplemental information so we may
better
understand your disclosure. After reviewing this information, we
may
or may not raise additional comments.
Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your filing.
We look forward to working with you in these respects. We welcome
any questions you may have about our comments or on any other
aspect
of our review. Feel free to call us at the telephone numbers
listed
at the end of this letter.
Revised Schedule 14A
Selected Historical Financial Data, page 60
1. We note your revised disclosure in response to our prior
comment
number five. A key component of this requirement is that this per
share information be provided on a historical and pro forma basis
in
a comparative format. We also note that you removed the book
value
information. Please revise this presentation to include the book
value per share information and the EPS information on a
historical
basis and on a pro forma basis in a format that facilitates
comparison.
Pro Forma Financial Information, page 68
(1) Description of Transaction and Basis of Presentation, page 73
2. We note your response to our prior comment number six. We note
that in the fourth paragraph on page 73, you state that "there is
sufficient value in Greenwich`s technology." Please revise your
disclosure to more adequately address how you determined this
"sufficient value" related to this technology. Include a
discussion
of the amount determined in connection with the preliminary
discounted cash flow referenced in your response. Also include
any
significant assumptions that you made in arriving at this
determination and what factors may cause this preliminary
determination to differ from your final determination.
* * *
As appropriate, please amend your filing in response to these
comments. You may wish to provide us with marked copies of the
amendment to expedite our review. Please furnish a cover letter
with
your amendment that keys your responses to our comments and
provides
any requested supplemental information. Detailed cover letters
greatly facilitate our review. Please understand that we may have
additional comments after reviewing your amendment and responses
to
our comments.
You may contact Tabatha Akins at (202) 551-3658 or James
Atkinson, Accounting Branch Chief at (202) 551-3674 if you have
questions regarding comments on the financial statements and
related
matters. Please contact Song P. Brandon at (202) 551-3621, John
Krug
at (202) 551-3862or me at (202) 551-3710 with any other questions.
Sincerely,
Jeffrey Riedler
Assistant Director
cc: Christopher J. Melsha, Esq.
Kristen J. Wilcox, Esq.
Maslon Edelman Borman & Brand, LLP
3300 Wells Fargo Center
90 South Seventh Street
Minneapolis, Minnesota 55401
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