SEC Comment Letter for NORTHWEST BIOTHERAPEUTICS INC (NWBO) (CIK 0001072379) (NWBO) — Nov 27, 2007
NORTHWEST BIOTHERAPEUTICS INC (NWBO) (CIK 0001072379)
Date: Nov. 27, 2007 · CIK: 0001072379 · Accession: 0000000000-07-057581
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 000-33393
Letter
Mail Stop 6010 Via Facsimile and U.S. Mail November 27, 2007 Mr. Anthony P. Deasey Chief Financial Officer Northwest Biotherapeutics, Inc. 7600 Wisconsin Avenue, Suite 750 Bethesda, Maryland 20814
Re: Northwest Biotherapeutics, Inc. Form 10-K for fiscal year ended December 31, 2006 Filed April 17, 2007 File No. 000-33393
Dear Mr. Deasey:
We have reviewed your filin g and have the following comments. We have limited our review to only your financia l statements and related disclosures and do not intend to expand our review to other portions of your document. Where indicated, we think you should amend your document in response to our comments. If you disagree, we will consider your explanation as to why our co mment is inapplicable or an amendment is unnecessary. Please be as detailed as necessary in your explanation.
Please understand that the purpose of our re view 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.
Form 10-K for Fiscal Year Ended December 31, 2006
General
1. Please revise the file number on the cove r page of your document to agree with the current file number, 000-33393, used in the EDGAR system.
Mr. Anthony P. Deasey Northwest Biotherapeutics, Inc. November 27, 2007 Page 2 Financial Statements
Report of Independent Registered Public Accounting Firm, page 46
2. The report of Peterson Sullivan PLLC refers to the report of another auditor as it relates to amounts included in the financ ial statements for the period from March 18, 1996 (date of inception) through December 31, 2003. Please amend your filing to include this audit report as re quired by Rule 2-05 of Regulation S-X.
* * * *
As appropriate, please amend your Form 10-K for the year ended December 31, 2006 and respond to these comments within 10 business days or tell us when you will respond. You may wish to provide us with ma rked copies of the amendment to expedite our review. Please furnish a c over letter with your amendment that keys your response to our comment and provide any requested info rmation. Detailed cover letters greatly facilitate our review. You should furnish the letter to us via EDGAR under the form type label CORRESP. Please understand that we may have additional comments after reviewing your amendment.
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 in formation required under the Securities Exchange Act of 1934 and th at they have provided all information investors require for an informed invest ment decision. Since the company and its management are in possession of all facts re lating 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 co mments, please provide, in your letter, a statement from the company acknowledging that:
• the company is responsible for the adequacy and accuracy of the disclosure in the filings; • 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 • the company may not assert staff comme nts as a defense in any proceeding initiated by the Commission or any person under the federal secu rities laws of the United States.
In addition, please be advi sed that the Division of En forcement has access to all information you provide to the staff of the Divi sion of Corporation Fi nance in our review of your filing or in response to our comments on your filing.
Mr. Anthony P. Deasey Northwest Biotherapeutics, Inc. November 27, 2007 Page 3 You may contact Donald Abbott, Senior Staff Accountant, at (202) 551-3608, if you have questions regarding the comments. In this regard, do not hesitate to contact me, at (202) 551-3679.
S i n c e r e l y ,
J i m B . R o s e n b e r g Senior Assistant Chief Accountant
Show Raw Text
Mail Stop 6010 Via Facsimile and U.S. Mail
November 27, 2007
Mr. Anthony P. Deasey
Chief Financial Officer
Northwest Biotherapeutics, Inc.
7600 Wisconsin Avenue, Suite 750
Bethesda, Maryland 20814
Re: Northwest Biotherapeutics, Inc.
Form 10-K for fiscal year ended December 31, 2006
Filed April 17, 2007
File No. 000-33393
Dear Mr. Deasey:
We have reviewed your filin g and have the following comments. We have limited
our review to only your financia l statements and related disclosures and do not intend to
expand our review to other portions of your document. Where indicated, we think you
should amend your document in response to our comments. If you disagree, we will consider your explanation as to why our co mment is inapplicable or an amendment is
unnecessary. Please be as detailed as necessary in your explanation.
Please understand that the purpose of our re view 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.
Form 10-K for Fiscal Year Ended December 31, 2006
General
1. Please revise the file number on the cove r page of your document to agree with
the current file number, 000-33393, used in the EDGAR system.
Mr. Anthony P. Deasey
Northwest Biotherapeutics, Inc. November 27, 2007 Page 2
Financial Statements
Report of Independent Registered Public Accounting Firm, page 46
2. The report of Peterson Sullivan PLLC refers to the report of another auditor as it
relates to amounts included in the financ ial statements for the period from March
18, 1996 (date of inception) through December 31, 2003. Please amend your filing to include this audit report as re quired by Rule 2-05 of Regulation S-X.
* * * *
As appropriate, please amend your Form 10-K for the year ended December 31,
2006 and respond to these comments within 10 business days or tell us when you will
respond. You may wish to provide us with ma rked copies of the amendment to expedite
our review. Please furnish a c over letter with your amendment that keys your response to
our comment and provide any requested info rmation. Detailed cover letters greatly
facilitate our review. You should furnish the letter to us via EDGAR under the form type
label CORRESP. Please understand that we may have additional comments after
reviewing your amendment.
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 in formation required under
the Securities Exchange Act of 1934 and th at they have provided all information
investors require for an informed invest ment decision. Since the company and its
management are in possession of all facts re lating 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 co mments, please provide, in your letter, a
statement from the company acknowledging that:
• the company is responsible for the adequacy and accuracy of the disclosure in the
filings;
• 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
• the company may not assert staff comme nts as a defense in any proceeding
initiated by the Commission or any person under the federal secu rities laws of the
United States.
In addition, please be advi sed that the Division of En forcement has access to all
information you provide to the staff of the Divi sion of Corporation Fi nance in our review
of your filing or in response to our comments on your filing.
Mr. Anthony P. Deasey
Northwest Biotherapeutics, Inc. November 27, 2007 Page 3
You may contact Donald Abbott, Senior Staff Accountant, at (202) 551-3608, if
you have questions regarding the comments. In this regard, do not hesitate to contact me,
at (202) 551-3679.
S i n c e r e l y ,
J i m B . R o s e n b e r g
Senior Assistant Chief Accountant