SEC Comment Letter for Inuvo, Inc. (INUV) (CIK 0000829323) (INUV) — Jul 21, 2009
Inuvo, Inc. (INUV) (CIK 0000829323)
Date: July 21, 2009 · CIK: 0000829323 · Accession: 0000000000-09-038650
AI Filing Summary & Sentiment
Reasoning
Letter
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 DIVISION OF CORPORATION FINANCE Mail Stop 3561 July 20, 2009 Gail L. Babitt Chief Financial Officer Kowabunga! Inc. 15550 Lightwave Drive Clearwater, FL 33760 Re: Kowabunga! Inc. Item 4.01 Form 8-K Filed July 14, 2009 File No. 1-32442
Dear Mrs. Babitt: We have reviewed your filing and have the following comments. Where indicated, we think you should revise your document in response to these comments. 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 more information so we may better understand your disclosure. After reviewing this information, we may 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 any other aspect of our review. Feel free to call us at the telephone numbers listed at the end of this letter. 1. Please revise your filing to remove the except for language in paragraph four in regards to your material weakness. Also include the details of the material weakness in your revised filing. 2. In your revised filing include an updated Exhibit 16 letter from your former independent registered public accounting firm.
As appropriate, please amend your filing and respond to these comments on Edgar within five business days or tell us when you will respond. 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 information. Detailed cover letters greatly facilitate our review.
Gail L. Babitt Kowabunga! Inc. July 20, 2009 Page 2 Please understand that we may have additional comments after reviewing your amendment and responses to our comments. We urge all persons who are responsible for the accuracy and adequacy of the disclosure in the filing to be certain that the filing includes all information required under the Securities Exchange Act of 1934 and that they have provided all information investors require for an informed investment decision. Since the company and its management are in possession of all facts relating to a company’s disclosure, they are responsible for the accuracy and adequacy of the disclosures they have made. In connection with responding to our comments, please provide, in writing, a statement from the company acknowledging that: the company is responsible for the adequacy and accuracy of the disclosure in the filing; staff comments or changes to disclosure in response to staff comments do not foreclose the Commission from taking any action with respect to the filing; and the company may not assert staff comments as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.
In addition, please be advised that the Division of Enforcement has access to all information you provide to the staff of the Di vision of Corporation Finance in our review of your filing or in response to our comments on your filing. If you have any questions please call me at (202) 551-3364. S i n c e r e l y , M i c h a e l H e n d e r s o n Staff Accountant
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
DIVISION OF
CORPORATION FINANCE
Mail Stop 3561 July 20, 2009 Gail L. Babitt Chief Financial Officer Kowabunga! Inc. 15550 Lightwave Drive Clearwater, FL 33760
Re: Kowabunga! Inc.
Item 4.01 Form 8-K
Filed July 14, 2009
File No. 1-32442
Dear Mrs. Babitt:
We have reviewed your filing and have the following comments. Where
indicated, we think you should revise your document in response to these comments. 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 more information so we may better understand your disclosure. After reviewing this information, we may 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 any other aspect of our review. Feel free to call us at the telephone numbers listed at the end of this letter. 1. Please revise your filing to remove the except for language in paragraph four in
regards to your material weakness. Also include the details of the material weakness in your revised filing.
2. In your revised filing include an updated Exhibit 16 letter from your former
independent registered public accounting firm.
As appropriate, please amend your filing and respond to these comments on
Edgar within five business days or tell us when you will respond. 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 information. Detailed cover letters greatly facilitate our review.
Gail L. Babitt
Kowabunga! Inc. July 20, 2009 Page 2 Please understand that we may have additional comments after reviewing your amendment and responses to our comments. We urge all persons who are responsible for the accuracy and adequacy of the disclosure in the filing to be certain that the filing includes all information required under the Securities Exchange Act of 1934 and that they have provided all information investors require for an informed investment decision. Since the company and its management are in possession of all facts relating to a company’s disclosure, they are responsible for the accuracy and adequacy of the disclosures they have made. In connection with responding to our comments, please provide, in writing, a statement from the company acknowledging that: the company is responsible for the adequacy and accuracy of the disclosure in the
filing;
staff comments or changes to disclosure in response to staff comments do not
foreclose the Commission from taking any action with respect to the filing; and
the company may not assert staff comments as a defense in any proceeding initiated
by the Commission or any person under the federal securities laws of the United States.
In addition, please be advised that the Division of Enforcement has access to all
information you provide to the staff of the Di vision of Corporation Finance in our review
of your filing or in response to our comments on your filing. If you have any questions please call me at (202) 551-3364. S i n c e r e l y , M i c h a e l H e n d e r s o n Staff Accountant