SEC Company Response from REGEN BIOLOGICS INC (CIK 0000883697) — Jun 7, 2005
REGEN BIOLOGICS INC (CIK 0000883697)
Date: June 7, 2005 · CIK: 0000883697 · Accession: 0000950133-05-002563
AI Filing Summary & Sentiment
File numbers found in text: 000-20805
Letter
[PILLSBURY WINTHROP SHAW PITTMAN LLP LETTERHEAD]
June 7, 2005
By EDGAR
Securities and Exchange Commission
450 Fifth Street, NW
Washington, DC 20549
Mail Stop 03-06
Attention:
Martin F. James
Praveen Kartholy
Re:
ReGen Biologics, Inc.
Form 10-K for the year ended December 31, 2004
Filed March 28, 2005
File No. 000-20805
Ladies and Gentlemen:
On behalf of our client, ReGen Biologics, Inc. (the “Company”), we are responding to the comments of the Staff (the “Staff”) of the Securities and Exchange Commission set forth in your letter, dated May 31, 2005 (the “Comment Letter”), with respect to the Company’s Form 10-K for the year ended December 31, 2004, as filed March 28, 2005.
For your convenience, each of the Company’s responses is set forth next to the number corresponding to the appropriate numbered comment in the Comment Letter.
The following are the Company’s responses to the Staff’s comments.
Form 10-K for the year ended December 31, 2004
Financial Statements
Income Statement, page 50
1. In response to the Staff’s comment, the Company will revise future filings to fully comply with Rule 5-03 of Regulation SX by making the presentation of compensation expense associated with stock options and warrants based on the type of expense rather than the method of payment, and will include such amounts in the appropriate category of expenses.
Securities and Exchange Commission
June 7, 2005
Page 2
Item 9A—Controls and Procedures, page 85
2. In response to the Staff’s comment, the Company will revise future filings to state in clear and unqualified language the conclusions reached by the Company’s chief executive officer and the chief financial officer on the effectiveness of the Company’s controls and procedures.
As requested by the Staff, the following acknowledgements are provided on behalf of the Company:
• The Company is responsible for the adequacy and accuracy of the disclosure in its filings;
• Staff comments or changes to disclosure in response to Staff comments in the filings reviewed by the Staff do not foreclose the Securities and Exchange 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.
If you have any further questions or require additional information, please do not hesitate to contact me at (703) 770-7996. Thank you for your courtesy and cooperation.
Very truly yours,
/s/ Alicia Prather
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[PILLSBURY WINTHROP
SHAW PITTMAN LLP LETTERHEAD]
June 7, 2005
By EDGAR
Securities and Exchange Commission
450 Fifth Street, NW
Washington, DC 20549
Mail Stop 03-06
Attention:
Martin F. James
Praveen Kartholy
Re:
ReGen Biologics, Inc.
Form 10-K for the year ended December 31, 2004
Filed March 28, 2005
File No. 000-20805
Ladies and Gentlemen:
On behalf of our client, ReGen Biologics, Inc. (the “Company”), we are responding to the
comments of the Staff (the “Staff”) of the Securities and Exchange Commission set forth in your
letter, dated May 31, 2005 (the “Comment Letter”), with respect to the Company’s Form 10-K for the
year ended December 31, 2004, as filed March 28, 2005.
For your convenience, each of the Company’s responses is set forth next to the number
corresponding to the appropriate numbered comment in the Comment Letter.
The following are the Company’s responses to the Staff’s comments.
Form 10-K for the year ended December 31, 2004
Financial Statements
Income Statement, page 50
1. In response to the Staff’s comment, the Company will revise future filings to fully
comply with Rule 5-03 of Regulation SX by making the presentation of compensation expense
associated with stock options and warrants based on the type of expense rather than the
method of payment, and will include such amounts in the appropriate category of expenses.
Securities and Exchange Commission
June 7, 2005
Page 2
Item 9A—Controls and Procedures, page 85
2. In response to the Staff’s comment, the Company will revise future filings to state in
clear and unqualified language the conclusions reached by the Company’s chief executive
officer and the chief financial officer on the effectiveness of the Company’s controls and
procedures.
As requested by the Staff, the following acknowledgements are provided
on behalf of the Company:
•
The Company is responsible for the adequacy and accuracy of the disclosure in
its filings;
•
Staff comments or changes to disclosure in response to Staff comments in the
filings reviewed by the Staff do not foreclose the Securities and Exchange
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.
If you have any further questions or require additional information, please do not hesitate to
contact me at (703) 770-7996. Thank you for your courtesy and cooperation.
Very truly yours,
/s/ Alicia Prather
Alicia A. Prather
cc: Brion D. Umidi
Jeffrey B. Grill