SEC Comment Letter for BOOKHAM, INC. (CIK 0001110647) — Sep 27, 2005
BOOKHAM, INC. (CIK 0001110647)
Date: Sept. 27, 2005 · CIK: 0001110647 · Accession: 0000000000-05-049902
AI Filing Summary & Sentiment
File numbers found in text: 333-127546
Referenced dates: September 23, 2005
Letter
Mail Stop 6010 September 27, 2005 Mr. Stephen Abely Chief Financial Officer Bookham, Inc. 2584 Junction Avenue San Jose, California 95134
RE: Bookham, Inc. Form 10-K for the period ended July 2, 2005 File No. 0-30684 Form S-3 Amendment No. 2 File No. 333-127546 Filed September 26, 2005
Dear Mr. Abely:
We have reviewed your response dated September 26, 2005 and have the following comments. We have limited our review to matters related to the issues raised in our comments and we will make no further review of your documents. 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.
Form S-3, Amendment No. 2 filed September 26, 2005
Recent Events - Purchase of City Lasing (Creekside) Limited, page
1. We refer to your responses to our comments about the Creekside transaction as set forth in our letter dated September 23, 2005. Please expand the disclosure about the Creekside transaction to clarify the following: * Disclose why you believe Creekside has the legal right to offset the lease receivables against amounts due to Deutsche Bank. Clarify how you have applied GAAP in reaching that conclusion. Refer specifically to FIN 39. Also respond to this portion of the comment in a written response. * Clarify how you expect to record the transaction, including a clear quantification of the expected impact on your assets and liabilities. * Disclose the consideration paid for Creekside`s shares and clarify how you are valuing and accounting for that consideration. That is, clarify how you intend to apply SFAS 141 in recording the acquisition. * Further clarify Creekside`s involvement with the leases and the underlying aircraft. We see, for instance, that Creekside is identified as a lessee in the existing disclosure and as a lessor in the chart provided with your response. Clarify what you mean by a head lease agreement. * Clarify why you believe you have not assumed significant credit risk and disclose why you apparently do not have exposure if the underlying lessee/aircraft operator defaults.
As appropriate, please respond to these comments within 10 business days or tell us when you will provide us with a response. Please furnish a cover letter with your response that keys your responses to our comments and provides any requested information. Detailed cover letters greatly facilitate our review. Please file your cover letter on EDGAR. Please understand that we may have additional comments after reviewing your responses to our comments.
You may contact Dennis Hult, Staff Accountant, at (202) 551- 3618 or myself at (202) 551-3605 if you have questions regarding these comments. In this regard, do not hesitate to contact Brian Cascio, Accounting Branch Chief, at (202) 551-3676.
Sincerely,
Gary Todd
Reviewing Accountant
Show Raw Text
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<TYPE>LETTER
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<FILENAME>filename1.txt
<TEXT>
Mail Stop 6010
September 27, 2005
Mr. Stephen Abely
Chief Financial Officer
Bookham, Inc.
2584 Junction Avenue
San Jose, California 95134
RE: Bookham, Inc.
Form 10-K for the period ended July 2, 2005
File No. 0-30684
Form S-3 Amendment No. 2
File No. 333-127546
Filed September 26, 2005
Dear Mr. Abely:
We have reviewed your response dated September 26, 2005 and
have
the following comments. We have limited our review to matters
related to the issues raised in our comments and we will make no
further review of your documents. 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.
Form S-3, Amendment No. 2 filed September 26, 2005
Recent Events - Purchase of City Lasing (Creekside) Limited, page
49
1. We refer to your responses to our comments about the Creekside
transaction as set forth in our letter dated September 23, 2005.
Please expand the disclosure about the Creekside transaction to
clarify the following:
* Disclose why you believe Creekside has the legal right to offset
the lease receivables against amounts due to Deutsche Bank.
Clarify
how you have applied GAAP in reaching that conclusion. Refer
specifically to FIN 39. Also respond to this portion of the
comment
in a written response.
* Clarify how you expect to record the transaction, including a
clear
quantification of the expected impact on your assets and
liabilities.
* Disclose the consideration paid for Creekside`s shares and
clarify
how you are valuing and accounting for that consideration. That
is,
clarify how you intend to apply SFAS 141 in recording the
acquisition.
* Further clarify Creekside`s involvement with the leases and the
underlying aircraft. We see, for instance, that Creekside is
identified as a lessee in the existing disclosure and as a lessor
in
the chart provided with your response. Clarify what you mean by a
head lease agreement.
* Clarify why you believe you have not assumed significant credit
risk and disclose why you apparently do not have exposure if the
underlying lessee/aircraft operator defaults.
As appropriate, please respond to these comments within 10
business days or tell us when you will provide us with a response.
Please furnish a cover letter with your response that keys your
responses to our comments and provides any requested information.
Detailed cover letters greatly facilitate our review. Please file
your cover letter on EDGAR. Please understand that we may have
additional comments after reviewing your responses to our
comments.
You may contact Dennis Hult, Staff Accountant, at (202) 551-
3618 or myself at (202) 551-3605 if you have questions regarding
these comments. In this regard, do not hesitate to contact Brian
Cascio, Accounting Branch Chief, at (202) 551-3676.
Sincerely,
Gary Todd
Reviewing Accountant
cc: Eduardo Aleman, Staff Attorney
John A. Burgess
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Stephen Abely
Bookham, Inc.
September 27, 2005
Page 2
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