SEC Comment Letter for Innoviva, Inc. (INVA) (CIK 0001080014) (INVA) — Nov 22, 2010
Innoviva, Inc. (INVA) (CIK 0001080014)
Date: Nov. 22, 2010 · CIK: 0001080014 · Accession: 0000000000-10-070008
AI Filing Summary & Sentiment
File numbers found in text: 000-30319
Letter
November 22, 2010 Rick E Winningham Chief Executive Officer Theravance, Inc. 901 Gateway Blvd. South San Francisco, CA 94080
Re: Theravance, Inc. Form 10-K for the Fiscal Year Ended December 31, 2009 Filed February 26, 2010 Definitive Proxy Statement on Schedule 14A Filed March 24, 2010 File No. 000-30319
Dear Mr. Winningham: We have reviewed your response filed November 5, 2010 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 this letter within te n business days by providing the requested information, or by advising us when you will provide the requested response. If you do not believe our comments apply to your facts and circum stances please tell us w hy in your response. After reviewing the information you provide in response to these comments we may have additional comments. Annual Incentive Compensation, page 35
1. We note your response to our prior comment 1 regarding the weighting assigned to each of your performance goals. Please provide us with an analysis demonstrating why these weightings are not material to an investor’s overall unde rstanding of your compensation practices.
We urge all persons who are responsible for th e accuracy and adequacy of the disclosure in the filing to be certain that the filing include s the information the Securities Exchange Act of 1934 and all applicable Exchange Act rules requir e. Since the company and its management are in possession of all facts relating to a company’s disclosure, they are responsible for the accuracy and adequacy of the disclosures they have made. In responding to our comments, please provi de a written statement from the company acknowledging that:
Rick E Winningham Theravance, Inc. October 25, 2010 Page 2
• the company is responsible for the adequacy an d accuracy of the disclo sure in the filing;
• 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 comments as a defense in any proceeding initiated by the Commission or any person under the federa l securities laws of the United States.
Please contact Michael Rosenthall at 202-551-3674 or me at 202-551-3715 with any other questions.
Sincerely,
J e f f r e y P . R i e d l e r A s s i s t a n t D i r e c t o r
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November 22, 2010
Rick E Winningham Chief Executive Officer Theravance, Inc. 901 Gateway Blvd.
South San Francisco, CA 94080
Re: Theravance, Inc.
Form 10-K for the Fiscal Year Ended December 31, 2009
Filed February 26, 2010 Definitive Proxy Statement on Schedule 14A Filed March 24, 2010 File No. 000-30319
Dear Mr. Winningham:
We have reviewed your response filed November 5, 2010 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 this letter within te n business days by providing the requested
information, or by advising us when you will provide the requested response. If you do not believe our comments apply to your facts and circum stances please tell us w hy in your response.
After reviewing the information you provide in response to these comments we may have
additional comments. Annual Incentive Compensation, page 35
1. We note your response to our prior comment 1 regarding the weighting assigned to each
of your performance goals. Please provide us with an analysis demonstrating why these
weightings are not material to an investor’s overall unde rstanding of your compensation
practices.
We urge all persons who are responsible for th e accuracy and adequacy of the disclosure
in the filing to be certain that the filing include s the information the Securities Exchange Act of
1934 and all applicable Exchange Act rules requir e. Since the company and its management are
in possession of all facts relating to a company’s disclosure, they are responsible for the accuracy
and adequacy of the disclosures they have made.
In responding to our comments, please provi de a written statement from the company
acknowledging that:
Rick E Winningham Theravance, Inc. October 25, 2010 Page 2
• the company is responsible for the adequacy an d accuracy of the disclo sure in the filing;
• 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 comments as a defense in any proceeding initiated by
the Commission or any person under the federa l securities laws of the United States.
Please contact Michael Rosenthall at 202-551-3674 or me at 202-551-3715 with any
other questions.
Sincerely,
J e f f r e y P . R i e d l e r A s s i s t a n t D i r e c t o r