SEC Comment Letter for CYNOSURE INC (CIK 0000885306) — Nov 9, 2005
CYNOSURE INC (CIK 0000885306)
Date: Nov. 9, 2005 · CIK: 0000885306 · Accession: 0000000000-05-056863
AI Filing Summary & Sentiment
File numbers found in text: 333-127463
Letter
Mail Stop 6010 November 9, 2005 Michael R. Davin Cynosure, Inc. 5 Carlisle Road Westford, MA 01886
Re: Cynosure, Inc. Registration Statement on Form S-1 Amendment No. 1 Filed November 3, 2005 File No. 333-127463
Dear Mr. Davin:
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 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.
Summary, page 1 Our Dual Class Capital Structure, page 4 1. Quantify the number of shares of common stock El.En. holds before the offering, and explain what El.En. will receive upon conversion. It appears that it will hold 1,000,000 Class A shares, which it will sell in the offering, and 3,888,628 Class B shares.
Risk Factors - page 9 We man incur substantial expenses...- page 13
2. In connection with the second paragraph, please revise to clarify that the TCPA is a federal statute. Briefly describe who may seek enforcement of its provisions and the venue(s) in which remedies may be pursued.
Dilution, page 28
3. Please reconcile the disclosure in the dilution table with the disclosure in the first paragraph on page 83, where you state that in May 2002 you sold 3,327,960 common shares for $11.3 million to El.En.
Litigation, page 70
4. We refer to the discussion of the litigation under the Telephone Consumer Protection Act. Tell us why the notes to financial statements should not present separate disclosure about this matter. Explain how you have considered the disclosure requirements of SFAS 5, SOP 94-6 and SAB Topic 5-Y.
Management - page 71
5. For Mr. Robinson and for Mr. Voijta, please clarify their business experience over that last five years by stating dates of employment or other business activity.
You may contact Gary Todd at (202) 551-3605 if you have questions regarding comments on the financial statements and related matters. Please contact Alan Morris at (202) 551-3601 or me at (202) 551-3800 with any other questions.
Sincerely,
Peggy Fisher
Assistant Director
Show Raw Text
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Mail Stop 6010
November 9, 2005
Michael R. Davin
Cynosure, Inc.
5 Carlisle Road
Westford, MA 01886
Re: Cynosure, Inc.
Registration Statement on Form S-1
Amendment No. 1
Filed November 3, 2005
File No. 333-127463
Dear Mr. Davin:
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
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.
Summary, page 1
Our Dual Class Capital Structure, page 4
1. Quantify the number of shares of common stock El.En. holds
before
the offering, and explain what El.En. will receive upon
conversion.
It appears that it will hold 1,000,000 Class A shares, which it
will
sell in the offering, and 3,888,628 Class B shares.
Risk Factors - page 9
We man incur substantial expenses...- page 13
2. In connection with the second paragraph, please revise to
clarify
that the TCPA is a federal statute. Briefly describe who may seek
enforcement of its provisions and the venue(s) in which remedies
may
be pursued.
Dilution, page 28
3. Please reconcile the disclosure in the dilution table with the
disclosure in the first paragraph on page 83, where you state that
in
May 2002 you sold 3,327,960 common shares for $11.3 million to
El.En.
Litigation, page 70
4. We refer to the discussion of the litigation under the
Telephone
Consumer Protection Act. Tell us why the notes to financial
statements should not present separate disclosure about this
matter.
Explain how you have considered the disclosure requirements of
SFAS
5, SOP 94-6 and SAB Topic 5-Y.
Management - page 71
5. For Mr. Robinson and for Mr. Voijta, please clarify their
business
experience over that last five years by stating dates of
employment
or other business activity.
You may contact Gary Todd at (202) 551-3605 if you have
questions regarding comments on the financial statements and
related
matters. Please contact Alan Morris at (202) 551-3601 or me at
(202)
551-3800 with any other questions.
Sincerely,
Peggy Fisher
Assistant Director
cc. Corey C. Dufresne (Wilmer Cutler-Boston)
Via FAX (617) 526-5000
Michael R. Davin
Cynosure, Inc.
November 9, 2005
Page 1
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