SEC Comment Letter for XOMA Royalty Corp (CIK 0000791908) (XOMA) — Mar 28, 2006
XOMA Royalty Corp (CIK 0000791908)
Date: March 28, 2006 · CIK: 0000791908 · Accession: 0000000000-06-014714
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 000-14710
Letter
Via Facsimile and U.S. Mail Mail Stop 6010 March 28, 2006 John L. Castello Chairman of the Board, President and Chief Executive Officer XOMA Ltd. 2910 Seventh Street Berkeley, California 94710
Re: XOMA Ltd. Form 10-K for Fiscal Year Ended December 31, 2005 Filed March 8, 2006 File No. 000-14710
Dear Mr. Castello:
We have limited our review of your filing to the issue we have addressed in our comment. In our comment, we ask you to provi de us with information so we may better understand your disclosure. Please be as detail ed as necessary in your explanation. After reviewing this information, we may raise additional comments.
Please understand that the purpose of our re view process is to assist you in your compliance with the applicable disclosure requirements and to enhance the overall disclosure in your filings. We look forward to working with you in these respects. We welcome any questions you may have about our comment or on any other aspect of our review. Feel free to call us at the telephone numbers listed at the end of this letter.
Notes To Consolidated Financial Statements, page F-7
1. Business and Summary of Signi ficant Accounting Policies, page F-7
Critical Accounting Policies, page F-8
Contract Revenue, page F-9
1. Please tell us why it is appropriate to recognize revenue on certain contracts using the percentage of completion method, as f ootnote 1 of SOP 81-1 states that SOP 81-1 is not intended to apply to service transactions. In a ddition, please tell us
John L. Castello XOMA Ltd. March 28, 2006 Page 2
why it is appropriate to r ecognize revenue as you progre ss towards, as opposed to upon com pletion of, the deliverables and m ilestones that your policy suggests are established in the contracts. In so do ing, please tell us how the input m easures used in that m ethod are reasonable surroga tes for the output measures established in the contracts and how your r ecognition com plies with SAB 104.
* * * *
Please respo nd to this co mment within 10 busines s days or tell us when you will provide us with a response. Please furnish a letter that keys your responses to our comment and provide the request ed infor mation. Detailed le tters greatly facilitate our review. Please file your letter on E DGAR under the form type label CORRESP.
We urge all persons who are responsible for the accuracy and adequacy of the disclosu re in the f iling to be cer tain that the filing include s all in form ation required under the Securities Exchange Act of 1934 and th at they have provided all inform ation investors require for an inform ed invest ment decision. Since the com pany and its manage ment are in possession of all f acts re lating to a com pany’s disclosure, they are responsib le for the accu racy and adequacy of the disclosu res they have m ade.
In connection with responding to our comment, please provide , in your letter, a statem ent fr om the company ackno wledging th at:
• the com pany is respon sible for the adequacy and accuracy of the dis closure in the filing; • staff comm ents or chang es to dis closure in response to staff comm ents do not foreclose the Comm ission from taking any actio n with respe ct to the f iling; and • the com pany m ay not assert staff comme nts as a defense in any proceeding initiated by the Comm ission or any person under the federal secu rities law s of the United States.
In addition, please be advise d that the Division of Enfo rcement has access to all inform ation you provide to the staff of the Divi sion of Corporation Fi nance in our review of your filin g or in respo nse to our comm ent on your filing.
John L. Castello XOMA Ltd. March 28, 2006 Page 3
You m ay contact Jam es Peklenk, Staff Accountant, at (202) 551-3661, or Oscar M. Young, Senior Accountant, at (202) 551- 3622 if you have questions regarding the comment. In this regard, do not hesi tate to contact m e, at (202) 551-3679.
Sincerely,
Jim B. Rosenberg
Senior Assistant Chief
Accountant
Show Raw Text
Via Facsimile and U.S. Mail
Mail Stop 6010
March 28, 2006
John L. Castello
Chairman of the Board, President
and Chief Executive Officer
XOMA Ltd.
2910 Seventh Street
Berkeley, California 94710
Re: XOMA Ltd.
Form 10-K for Fiscal Year Ended December 31, 2005
Filed March 8, 2006
File No. 000-14710
Dear Mr. Castello:
We have limited our review of your filing to the issue we have addressed in our
comment. In our comment, we ask you to provi de us with information so we may better
understand your disclosure. Please be as detail ed as necessary in your explanation. After
reviewing this information, we may raise additional comments.
Please understand that the purpose of our re view process is to assist you in your
compliance with the applicable disclosure requirements and to enhance the overall
disclosure in your filings. We look forward to working with you in these respects. We
welcome any questions you may have about our comment or on any other aspect of our
review. Feel free to call us at the telephone numbers listed at the end of this letter.
Notes To Consolidated Financial Statements, page F-7
1. Business and Summary of Signi ficant Accounting Policies, page F-7
Critical Accounting Policies, page F-8
Contract Revenue, page F-9
1. Please tell us why it is appropriate to recognize revenue on certain contracts using
the percentage of completion method, as f ootnote 1 of SOP 81-1 states that SOP
81-1 is not intended to apply to service transactions. In a ddition, please tell us
John L. Castello
XOMA Ltd.
March 28, 2006
Page 2
why it is appropriate to r ecognize revenue as you progre ss towards, as opposed to
upon com pletion of, the deliverables and m ilestones that your policy suggests are
established in the contracts. In so do ing, please tell us how the input m easures
used in that m ethod are reasonable surroga tes for the output measures established
in the contracts and how your r ecognition com plies with SAB 104.
* * * *
Please respo nd to this co mment within 10 busines s days or tell us when you will
provide us with a response. Please furnish a letter that keys your responses to our
comment and provide the request ed infor mation. Detailed le tters greatly facilitate our
review. Please file your letter on E DGAR under the form type label CORRESP.
We urge all persons who are responsible for the accuracy and adequacy of the
disclosu re in the f iling to be cer tain that the filing include s all in form ation required under
the Securities Exchange Act of 1934 and th at they have provided all inform ation
investors require for an inform ed invest ment decision. Since the com pany and its
manage ment are in possession of all f acts re lating to a com pany’s disclosure, they are
responsib le for the accu racy and adequacy of the disclosu res they have m ade.
In connection with responding to our comment, please provide , in your letter, a
statem ent fr om the company ackno wledging th at:
• the com pany is respon sible for the adequacy and accuracy of the dis closure in the
filing;
• staff comm ents or chang es to dis closure in response to staff comm ents do not
foreclose the Comm ission from taking any actio n with respe ct to the f iling; and
• the com pany m ay not assert staff comme nts as a defense in any proceeding
initiated by the Comm ission or any person under the federal secu rities law s of the
United States.
In addition, please be advise d that the Division of Enfo rcement has access to all
inform ation you provide to the staff of the Divi sion of Corporation Fi nance in our review
of your filin g or in respo nse to our comm ent on your filing.
John L. Castello
XOMA Ltd.
March 28, 2006
Page 3
You m ay contact Jam es Peklenk, Staff Accountant, at (202) 551-3661, or Oscar
M. Young, Senior Accountant, at (202) 551- 3622 if you have questions regarding the
comment. In this regard, do not hesi tate to contact m e, at (202) 551-3679.
Sincerely,
Jim B. Rosenberg
Senior Assistant Chief
Accountant