SEC Company Response from KOSAN BIOSCIENCES INC (CIK 0001110206) — Oct 25, 2005
KOSAN BIOSCIENCES INC (CIK 0001110206)
Date: Oct. 25, 2005 · CIK: 0001110206 · Accession: 0001193125-05-207778
AI Filing Summary & Sentiment
File numbers found in text: 000-31633
Referenced dates: August 24, 2005
Letter
Division of Corporation Finance Re: Kosan Biosciences Incorporated Form 10-K for Fiscal Year Ended December 31, 2004 (the “Form 10-K”) Filed March 16, 2005 File Number 000-31633
Dear Ms. Parikh:
On behalf of our client, Kosan Biosciences Incorporated (the “Company” or “Kosan”), in response to our discussions on October 4, 2005, October 11, 2005 and October 20, 2005 related to a comment received from the staff of the Commission (the “Staff”) by letter dated August 24, 2005 with respect to the Form 10-K, following is a revised table summarizing the current status and the costs incurred during (i) each period presented and (ii) from inception to date, in each case for the Company’s major research and development projects.
Related R&D expenses
Years ended December 31,
Related R&D expenses for the nine months ended September 30,
Inception - September 30, 2005
Development program
Clinical development:
Epothilones
$ 12,101
$ 14,038
$ 8,848
$ 7,840
$ 9,500
$ 46,212
Hsp90 inhibitors
5,432
—
—
7,054
3,269
12,486
Total clinical development
17,533
14,038
8,848
14,894
12,769
58,698
Research and preclinical:
Epothilones
4,655
5,032
2,112
4,520
24,770
Hsp90 inhibitors
—
3,828
3,183
—
7,940
Other(1)
17,987
13,891
14,235
12,891
13,342
101,529
Total research and preclinical
22,642
22,751
19,530
13,567
17,862
134,239
Total research and development
$ 40,175
$ 36,789
$ 28,378
$ 28,461
$ 30,631
$ 192,937
(1) Other” constitutes internal research and development costs for our early stage product candidates in the areas of gastrointestinal motility, infectious disease, cancer and technology development. For the years ended December 31, 2004, 2003 and 2002, “Other” expenses consisted primarily of allocated personnel-related expenses of approximately $8.1 million, $5.7 million and $6.8 million, allocated facility-related expenses of approximately $5.4 million, $3.8 million and $3.5 million and allocated lab consumables of approximately $1.4 million, $1.0 million and $905,000, respectively. During the nine months ended September 30, 2005 and 2004, “Other” expenses consisted primarily of allocated personnel-related expenses of approximately $6.1 million and $5.9 million, allocated facility-related expenses of approximately $4.1 million and $4.0 million and allocated lab consumables of $865,000 and $1.0 million, respectively. During the period from inception through September 30, 2005, “Other” expenses consisted primarily of allocated personnel-related expenses of approximately $51.5 million, allocated facility-related expenses of approximately $25.1 million and allocated lab consumables of $7.5 million.
October 24, 2005
Page Two
We would appreciate confirmation that inclusion of this table and the following new disclosure in the Company’s Quarterly Report on Form 10-Q for quarter ended September 30, 2005, and as appropriately updated in future Quarterly Reports on Form 10-Q and Annual Reports on Form 10-K, will address the comment received from the Staff and related discussions.
New Disclosure:
The Company is unable to estimate the nature, timing or costs to complete its major research and development projects, or when material net cash inflows to the Company could be expected to commence, if ever, due to the numerous risks and uncertainties associated with developing pharmaceutical products. These risks and uncertainties include those discussed in this report under the heading “Risk Factors That May Affect Results of Operations and Financial Condition”.
The Company would also continue to include a summary the current development phase of each of the Company’s most advanced product candidates, when the current phase was initiated and the typical duration of each phase of development, substantially as currently presented in the Company’s Form 10-K.
***
Please advise us if we can provide any further information or assistance to facilitate your review. Please continue to direct any further comments or questions regarding this matter to me at (650) 843-5180.
Sincerely,
Cooley Godward LLP
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CORRESP 1 filename1.htm Correspondence Letter ATTORNEYS AT LAW Broomfield, CO 720 566-4000 Reston, VA 703 456-8000 San Diego, CA 858 550-6000 San Francisco, CA 415 693-2000 Five Palo Alto Square 3000 El Camino Real Palo Alto, CA 94306-2155 Main 650 843-5000 Fax 650 849-7400 October 24, 2005 www.cooley.com VIA FACSIMILE AND EDGAR Sasha Parikh Division of Corporation Finance U.S. Securities and Exchange Commission 450 Fifth Street, N.W. Washington, D.C. 20549 Re: Kosan Biosciences Incorporated Form 10-K for Fiscal Year Ended December 31, 2004 (the “Form 10-K”) Filed March 16, 2005 File Number 000-31633 Dear Ms. Parikh: On behalf of our client, Kosan Biosciences Incorporated (the “Company” or “Kosan”), in response to our discussions on October 4, 2005, October 11, 2005 and October 20, 2005 related to a comment received from the staff of the Commission (the “Staff”) by letter dated August 24, 2005 with respect to the Form 10-K, following is a revised table summarizing the current status and the costs incurred during (i) each period presented and (ii) from inception to date, in each case for the Company’s major research and development projects. Related R&D expenses Years ended December 31, Related R&D expenses for the nine months ended September 30, Inception - September 30, 2005 Development program 2004 2003 2002 2005 2004 Clinical development: Epothilones $ 12,101 $ 14,038 $ 8,848 $ 7,840 $ 9,500 $ 46,212 Hsp90 inhibitors 5,432 — — 7,054 3,269 12,486 Total clinical development 17,533 14,038 8,848 14,894 12,769 58,698 Research and preclinical: Epothilones 4,655 5,032 2,112 310 4,520 24,770 Hsp90 inhibitors — 3,828 3,183 366 — 7,940 Other(1) 17,987 13,891 14,235 12,891 13,342 101,529 Total research and preclinical 22,642 22,751 19,530 13,567 17,862 134,239 Total research and development $ 40,175 $ 36,789 $ 28,378 $ 28,461 $ 30,631 $ 192,937 (1) Other” constitutes internal research and development costs for our early stage product candidates in the areas of gastrointestinal motility, infectious disease, cancer and technology development. For the years ended December 31, 2004, 2003 and 2002, “Other” expenses consisted primarily of allocated personnel-related expenses of approximately $8.1 million, $5.7 million and $6.8 million, allocated facility-related expenses of approximately $5.4 million, $3.8 million and $3.5 million and allocated lab consumables of approximately $1.4 million, $1.0 million and $905,000, respectively. During the nine months ended September 30, 2005 and 2004, “Other” expenses consisted primarily of allocated personnel-related expenses of approximately $6.1 million and $5.9 million, allocated facility-related expenses of approximately $4.1 million and $4.0 million and allocated lab consumables of $865,000 and $1.0 million, respectively. During the period from inception through September 30, 2005, “Other” expenses consisted primarily of allocated personnel-related expenses of approximately $51.5 million, allocated facility-related expenses of approximately $25.1 million and allocated lab consumables of $7.5 million. October 24, 2005 Page Two We would appreciate confirmation that inclusion of this table and the following new disclosure in the Company’s Quarterly Report on Form 10-Q for quarter ended September 30, 2005, and as appropriately updated in future Quarterly Reports on Form 10-Q and Annual Reports on Form 10-K, will address the comment received from the Staff and related discussions. New Disclosure: The Company is unable to estimate the nature, timing or costs to complete its major research and development projects, or when material net cash inflows to the Company could be expected to commence, if ever, due to the numerous risks and uncertainties associated with developing pharmaceutical products. These risks and uncertainties include those discussed in this report under the heading “Risk Factors That May Affect Results of Operations and Financial Condition”. The Company would also continue to include a summary the current development phase of each of the Company’s most advanced product candidates, when the current phase was initiated and the typical duration of each phase of development, substantially as currently presented in the Company’s Form 10-K. *** Please advise us if we can provide any further information or assistance to facilitate your review. Please continue to direct any further comments or questions regarding this matter to me at (650) 843-5180. Sincerely, Cooley Godward LLP /s/ Suzanne Sawochka Hooper By: Suzanne Sawochka Hooper, Partner cc: Susan M. Kanaya