SEC Comment Letter for HUMAN BIOSYSTEMS INC (CIK 0001070181) — Dec 6, 2005
HUMAN BIOSYSTEMS INC (CIK 0001070181)
Date: Dec. 6, 2005 · CIK: 0001070181 · Accession: 0000000000-05-060978
AI Filing Summary & Sentiment
File numbers found in text: 333-128991
Letter
Via Facsimile and U.S. Mail Mail Stop 6010 December 1, 2005 Harry Masuda Chief Executive Officer Human BioSystems 1127 Harker Avenue Palo Alto, CA 94301
Re: Human BioSystems Registration Statement on Form SB-2, Filed October 13, 2005, amended November 22, 2005 Registration No. 333-128991
Dear Mr. Masua: This is to advise you that we have undertaken a limited review of the above referenced registration statement and have the following comments.
We and our Chief Executive Officer are the subject of SEC and Justice Department proceedings for securities fraud.
1. We note our prior comment 1 and your response. You should expand the disclosure to explain why you believe, "the issues involved in this matter were resolved over two years ago to the full satisfaction of all investors." Disclose how much was repaid and to whom.
2. Please explain why you believe the deferred prosecution agreement between the government and Mr. Masuda should lead to a dismissal of all charges against him. Absent a well-founded and factually supported belief that this will happen, you should delete this prediction.
Liquidity and Capital Resources
3. We note our prior Comment 4 and your response and reissue the comment. As to the Ben David transaction, please state how many shares Mr. Ben David sold or transferred.
* * *
As appropriate, please amend your registration statement in response to these comments. 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 supplemental 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.
Please contact Michael Reedich at (202) 551-3612 or to me at (202) 551-3710.
Sincerely,
Jeffrey Riedler
Assistant Director
Show Raw Text
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<TEXT>
Via Facsimile and U.S. Mail
Mail Stop 6010
December 1, 2005
Harry Masuda
Chief Executive Officer
Human BioSystems
1127 Harker Avenue
Palo Alto, CA 94301
Re: Human BioSystems
Registration Statement on Form SB-2,
Filed October 13, 2005, amended November 22, 2005
Registration No. 333-128991
Dear Mr. Masua:
This is to advise you that we have undertaken a limited
review
of the above referenced registration statement and have the
following
comments.
We and our Chief Executive Officer are the subject of SEC and
Justice
Department proceedings for securities fraud.
1. We note our prior comment 1 and your response. You should
expand
the disclosure to explain why you believe, "the issues involved in
this matter were resolved over two years ago to the full
satisfaction
of all investors." Disclose how much was repaid and to whom.
2. Please explain why you believe the deferred prosecution
agreement
between the government and Mr. Masuda should lead to a dismissal
of
all charges against him. Absent a well-founded and factually
supported belief that this will happen, you should delete this
prediction.
Liquidity and Capital Resources
3. We note our prior Comment 4 and your response and reissue the
comment. As to the Ben David transaction, please state how many
shares Mr. Ben David sold or transferred.
* * *
As appropriate, please amend your registration statement in
response to these comments. 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 supplemental 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.
Please contact Michael Reedich at (202) 551-3612 or to me at
(202) 551-3710.
Sincerely,
Jeffrey Riedler
Assistant Director
cc: Cathryn Gawne
Silicon Valley Law Group
25 Metro Drive, Suite 600
San Jose, CA 95110
1
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