SEC Comment Letter for IONIS PHARMACEUTICALS INC (IONS) (CIK 0000874015) (IONS) — Dec 30, 2020
IONIS PHARMACEUTICALS INC (IONS) (CIK 0000874015)
Date: Dec. 30, 2020 · CIK: 0000874015 · Accession: 0000000000-20-012547
AI Filing Summary & Sentiment
File numbers found in text: 000-19125
Letter
United States securities and exchange commission logo December 30, 2020 Elizabeth Hougen Chief Financial Officer Ionis Pharmaceuticals, Inc. 2855 Gazelle Court Carlsbad, California Re:Ionis Pharmaceuticals, Inc. Form 10-K for the Fiscal Year Ended December 31, 2019 Filed March 2, 2020 File No. 000-19125 Dear Ms. Hougen: We have limited our review of your filing to the financial statements and related disclosures and have the following comments. In some of our comments, we may ask you to provide us with information so we may better understand your disclosure. Please respond to these comments within ten business days by providing the requested information or advise us as soon as possible when you will respond. If you do not believe our comments apply to your facts and circumstances, please tell us why in your response. After reviewing your response to these comments, we may have additional comments. Form 10-K for the Fiscal Year Ended December 31, 2019 Notes to Consolidated Financial Statements 1. Organization and Significant Accounting Policies Inventory Valuation, page F-19 1.Your disclosure states that inventory is reflected at the lower of cost or market value under the first-in, first-out method. Please revise your future filings to clarify, if true, that your inventory is measured at the lower of cost or net realizable value consistent with ASC 330-10-35-1B.
FirstName LastNameElizabeth Hougen Comapany NameIonis Pharmaceuticals, Inc. December 30, 2020 Page 2 FirstName LastName Elizabeth Hougen Ionis Pharmaceuticals, Inc. December 30, 2020 Page 2 3. Long-Term Obligations and Commitments Convertible Notes and Call Spread, page F-26 2.We note your disclosure concerning the call spread transaction that was entered into in conjunction with the December 2019 note exchange. You indicate that the amounts paid/received for the note hedges/warrants was recorded in additional paid-in capital. Please tell us how you determined the appropriate accounting treatment for this transaction, including your consideration of whether these financial instruments meet the definition of a derivative. Please also revise your accounting policy disclosure accordingly in future filings. In closing, we remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. You may contact Li Xiao at (202) 551-4391 or Angela Connell, Accounting Branch Chief, at (202) 551-3426 with any questions. Sincerely, Division of Corporation Finance Office of Life Sciences
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United States securities and exchange commission logo
December 30, 2020
Elizabeth Hougen
Chief Financial Officer
Ionis Pharmaceuticals, Inc.
2855 Gazelle Court
Carlsbad, California
Re:Ionis Pharmaceuticals, Inc.
Form 10-K for the Fiscal Year Ended December 31, 2019
Filed March 2, 2020
File No. 000-19125
Dear Ms. Hougen:
We have limited our review of your filing to the financial statements and related
disclosures and have the following comments. In some of our comments, we may ask you to
provide us with information so we may better understand your disclosure.
Please respond to these comments within ten business days by providing the requested
information or advise us as soon as possible when you will respond. If you do not believe our
comments apply to your facts and circumstances, please tell us why in your response.
After reviewing your response to these comments, we may have additional comments.
Form 10-K for the Fiscal Year Ended December 31, 2019
Notes to Consolidated Financial Statements
1. Organization and Significant Accounting Policies
Inventory Valuation, page F-19
1.Your disclosure states that inventory is reflected at the lower of cost or market value under
the first-in, first-out method. Please revise your future filings to clarify, if true, that your
inventory is measured at the lower of cost or net realizable value consistent with ASC
330-10-35-1B.
FirstName LastNameElizabeth Hougen
Comapany NameIonis Pharmaceuticals, Inc.
December 30, 2020 Page 2
FirstName LastName
Elizabeth Hougen
Ionis Pharmaceuticals, Inc.
December 30, 2020
Page 2
3. Long-Term Obligations and Commitments
Convertible Notes and Call Spread, page F-26
2.We note your disclosure concerning the call spread transaction that was entered into in
conjunction with the December 2019 note exchange. You indicate that the amounts
paid/received for the note hedges/warrants was recorded in additional paid-in capital.
Please tell us how you determined the appropriate accounting treatment for this
transaction, including your consideration of whether these financial instruments meet the
definition of a derivative. Please also revise your accounting policy disclosure
accordingly in future filings.
In closing, we remind you that the company and its management are responsible for the
accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or
absence of action by the staff.
You may contact Li Xiao at (202) 551-4391 or Angela Connell, Accounting Branch
Chief, at (202) 551-3426 with any questions.
Sincerely,
Division of Corporation Finance
Office of Life Sciences