SEC Comment Letter for ZYNEX INC (ZYXI) (CIK 0000846475) (ZYXIQ) — Nov 27, 2006
ZYNEX INC (ZYXI) (CIK 0000846475)
Date: Nov. 27, 2006 · CIK: 0000846475 · Accession: 0000000000-06-057891
AI Filing Summary & Sentiment
Reasoning
Letter
November 27, 2006 Via Facsimile and U.S. Mail Mr. Thomas Sandgaard Chief Executive Officer Zynex Medical Holdings, Inc. 8100 South Park Way, Suite A-9 Littleton, CO 80120
Re: Zynex Medical Holdings, Inc. Item 4.02 Form 8-K Filed November 17, 2006 File No. 33-26787-D
Dear Mr. Sandgaard:
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.
Mr. Thomas Sandgaard Zynex Medical Holdings, Inc. November 27, 2006 Page 2 Form 8-K dated November 13, 2006
Item 4-02(a). Non-Reliance on Previously Issued Financial Statements 1. We note that you intend to file restated financial statements. However, you have not indicated when you intend to do so. Please tell us when you intend to file restated financial statements. We may have further comment after you file the restated financial statements. 2. Please tell us if your certifying officers have reconsidered the effect on the adequacy of your disclosure controls and procedures as of the end of the periods covered by your Form 10-KSB for the year ended December 31, 2005 and by your Forms 10-QSB for the quarters ended March 31 and June 30, 2006 and September 30, 2005 in light of the material errors you have disclosed. Additionally, tell us what effect the errors had on your current evaluation of disclosure controls and procedures as of your quarter ended September 30, 2006.
* * * *
As appropriate, please amend your filing and respond to these comments within five business days or tell us when you will provide us with a response. 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. 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
Mr. Thomas Sandgaard Zynex Medical Holdings, Inc. November 27, 2006 Page 3 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 Division 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 David Burton at (202) 551-3626.
S i n c e r e l y ,
D a v i d B u r t o n Staff Accountant
Show Raw Text
Mail Stop 6010
November 27, 2006
Via Facsimile and U.S. Mail
Mr. Thomas Sandgaard
Chief Executive Officer
Zynex Medical Holdings, Inc.
8100 South Park Way, Suite A-9
Littleton, CO 80120
Re: Zynex Medical Holdings, Inc.
Item 4.02 Form 8-K
Filed November 17, 2006
File No. 33-26787-D
Dear Mr. Sandgaard:
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.
Mr. Thomas Sandgaard
Zynex Medical Holdings, Inc. November 27, 2006 Page 2
Form 8-K dated November 13, 2006
Item 4-02(a). Non-Reliance on Previously Issued Financial Statements
1. We note that you intend to file restated financial statements. However, you have not indicated when you intend to do so. Please tell us when you intend to file restated financial statements. We may have further comment after you file the restated financial statements.
2. Please tell us if your certifying officers have reconsidered the effect on the adequacy of your disclosure controls and procedures as of the end of the periods covered by your Form 10-KSB for the year ended December 31, 2005 and by your Forms 10-QSB for the quarters ended March 31 and June 30, 2006 and September 30, 2005 in light of the material errors you have disclosed. Additionally, tell us what effect the errors had on your current evaluation of disclosure controls and procedures as of your quarter ended
September 30, 2006.
* * * *
As appropriate, please amend your filing and respond to these comments within five
business days or tell us when you will provide us with a response. 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. 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
Mr. Thomas Sandgaard
Zynex Medical Holdings, Inc. November 27, 2006 Page 3
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 Division 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 David Burton at (202) 551-3626.
S i n c e r e l y ,
D a v i d B u r t o n
Staff Accountant