SEC Comment Letter for CarbonMeta Technologies, Inc. (CIK 0001156784) — Jul 20, 2005
CarbonMeta Technologies, Inc. (CIK 0001156784)
Date: July 20, 2005 · CIK: 0001156784 · Accession: 0000000000-05-037326
AI Filing Summary & Sentiment
Referenced dates: July 18, 2005
Letter
July 20, 2005 Mail Stop 4561 Mr. Walter Weisel Principal Financial Officer Innova Holdings, Inc. 17105 San Carlos Blvd, Suite A6151 Fort Myers, FL 33931
Re: Innova Holdings, Inc. Form 10-KSB for the year ended December 31, 2004 Filed April 19, 2005 File No. 0-33231
Dear Mr. Weisel:
We have reviewed your response letter dated July 18, 2005 and have the following additional comments. In our comments, we ask you to provide us with information so we may better understand your disclosure. After reviewing this information, we may raise additional comments.
Please understand that the purpose of our review 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 on any other aspect of our review. Feel free to call us at the telephone numbers listed at the end of this letter.
Form 10-KSB for the year ended December 31, 2004
Financial Statements
Note 4 - Capital Stock, page 43
1. We have read your response to prior comment 1. We understand that the Series A Preferred Stock was not issued by RWT, but was issued by Innova prior to the reverse merger and any proceeds from the issuance of the Series A Preferred Stock was received by Innova, not RWT. However, considering that you assumed the Series A Preferred Stock as part of the merger, please tell why you did not carryover the unamortized embedded beneficial conversion feature separately at the time of the recapitalization. Please cite the relevant accounting literature that supports your accounting treatment.
2. We have read your response to prior comment 2. We note that the beneficial conversion feature was treated as a dividend and recognized as a return to the preferred shareholders at the time of issuance. However, we would have expected the discount to be amortized through retained earnings pursuant to footnote 5 to paragraph 8 of EITF 98-5. We reissue the portion of our previous comment that asked you to tell us why the discount was amortized through additional paid-in capital rather than accumulated deficit.
* * * *
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 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 Rachel Zablow, Staff Accountant, at (202) 551- 3428 or the undersigned at (202) 551-3403 if you have questions.
Sincerely,
Steven Jacobs
Accounting Branch Chief
Show Raw Text
<DOCUMENT>
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<FILENAME>filename1.txt
<TEXT>
July 20, 2005
Mail Stop 4561
Mr. Walter Weisel
Principal Financial Officer
Innova Holdings, Inc.
17105 San Carlos Blvd, Suite A6151
Fort Myers, FL 33931
Re: Innova Holdings, Inc.
Form 10-KSB for the year ended December 31, 2004
Filed April 19, 2005
File No. 0-33231
Dear Mr. Weisel:
We have reviewed your response letter dated July 18, 2005
and
have the following additional comments. In our comments, we ask
you
to provide us with information so we may better understand your
disclosure. After reviewing this information, we may raise
additional comments.
Please understand that the purpose of our review 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 on any other
aspect
of our review. Feel free to call us at the telephone numbers
listed
at the end of this letter.
Form 10-KSB for the year ended December 31, 2004
Financial Statements
Note 4 - Capital Stock, page 43
1. We have read your response to prior comment 1. We understand
that
the Series A Preferred Stock was not issued by RWT, but was issued
by
Innova prior to the reverse merger and any proceeds from the
issuance
of the Series A Preferred Stock was received by Innova, not RWT.
However, considering that you assumed the Series A Preferred Stock
as
part of the merger, please tell why you did not carryover the
unamortized embedded beneficial conversion feature separately at
the
time of the recapitalization. Please cite the relevant accounting
literature that supports your accounting treatment.
2. We have read your response to prior comment 2. We note that
the
beneficial conversion feature was treated as a dividend and
recognized as a return to the preferred shareholders at the time
of
issuance. However, we would have expected the discount to be
amortized through retained earnings pursuant to footnote 5 to
paragraph 8 of EITF 98-5. We reissue the portion of our previous
comment that asked you to tell us why the discount was amortized
through additional paid-in capital rather than accumulated
deficit.
* * * *
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 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 Rachel Zablow, Staff Accountant, at (202)
551-
3428 or the undersigned at (202) 551-3403 if you have questions.
Sincerely,
Steven Jacobs
Accounting Branch Chief
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Mr. Walter Weisel
Innova Holdings, Inc.
July 20, 2005
Page 2
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