SEC Company Response from ALNYLAM PHARMACEUTICALS, INC. (ALNY) (CIK 0001178670) (ALNY) — Dec 11, 2017
ALNYLAM PHARMACEUTICALS, INC. (ALNY) (CIK 0001178670)
Date: Dec. 11, 2017 · CIK: 0001178670 · Accession: 0001193125-17-366269
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 001-36407
Referenced dates: November 27, 2017
Letter
United States Securities and Exchange Commission Division of Corporation Finance Attention: Frank Wyman and Jim Rosenberg, Office of Healthcare & Insurance RE: Alnylam Pharmaceuticals, Inc. Form 10-K for Fiscal Year Ended December 31, 2016 Filed February 15, 2017 File No. 001-36407
Dear Messrs. Wyman and Rosenberg:
This letter is being furnished in response to the comments of the staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”) in the Commission’s letter dated November 27, 2017 (the “Comment Letter”) to Michael P. Mason, Vice President of Finance and Treasurer of Alnylam Pharmaceuticals, Inc. (the “Company”), with respect to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2016, and the documents incorporated by reference therein. The responses set forth below have been organized in the same manner in which the Commission’s comments and headings were organized in the Comment Letter.
Comment: Notes to the Consolidated Financial Statements – 3. Significant Agreements, page 97
For each significant agreement, please provide us a schedule by type and amount of costs incurred included in research and development expenses for the years ended December 31, 2015 and 2016 and for the nine months ended September 30, 2017. Also provide us a similar schedule for general and administrative expenses or confirm that you have not incurred material general and administrative expenses related to your significant agreements.
Messrs. Frank Wyman and Jim Rosenberg
U.S. Securities and Exchange Commission
December 11, 2017
Page 2
Response
The research and development costs incurred for each significant agreement during the periods referenced above primarily consist of costs incurred for external development and manufacturing services for which the Company is reimbursed and licensing payments made to the licensor. As noted in Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” a significant portion of the Company’s research and development costs, including overhead and compensation and related costs, are not tracked by project as they benefit multiple projects or the Company’s technology platform. For the years ended December 31, 2015 and 2016 and the nine months ended September 30, 2017, the Company did not incur material general and administrative expenses related to its significant agreements.
The Company has provided to the Staff, under separate cover and on a confidential and supplemental basis pursuant to Rule 12b-4 under the Securities Exchange Act of 1934, as amended, additional information requested in the Staff’s comment. The Company also has requested confidential treatment of this information pursuant to 17 C.F.R. § 200.83.
If you have any questions with regard to the Company’s responses or would like to discuss any of the matters covered in this letter, please contact the undersigned at (617) 551-8200 or Gregg L. Katz of Goodwin Procter LLP, the Company’s outside counsel, at (617) 570-1000.
Sincerely,
/s/ Michael P. Mason
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CORRESP 1 filename1.htm CORRESP Alnylam Pharmaceuticals, Inc. 300 Third Street Cambridge, MA 02142 December 11, 2017 United States Securities and Exchange Commission Division of Corporation Finance 100 F Street N.E. Washington, D.C. 20549 Attention: Frank Wyman and Jim Rosenberg, Office of Healthcare & Insurance RE: Alnylam Pharmaceuticals, Inc. Form 10-K for Fiscal Year Ended December 31, 2016 Filed February 15, 2017 File No. 001-36407 Dear Messrs. Wyman and Rosenberg: This letter is being furnished in response to the comments of the staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”) in the Commission’s letter dated November 27, 2017 (the “Comment Letter”) to Michael P. Mason, Vice President of Finance and Treasurer of Alnylam Pharmaceuticals, Inc. (the “Company”), with respect to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2016, and the documents incorporated by reference therein. The responses set forth below have been organized in the same manner in which the Commission’s comments and headings were organized in the Comment Letter. Comment: Notes to the Consolidated Financial Statements – 3. Significant Agreements, page 97 For each significant agreement, please provide us a schedule by type and amount of costs incurred included in research and development expenses for the years ended December 31, 2015 and 2016 and for the nine months ended September 30, 2017. Also provide us a similar schedule for general and administrative expenses or confirm that you have not incurred material general and administrative expenses related to your significant agreements. Messrs. Frank Wyman and Jim Rosenberg U.S. Securities and Exchange Commission December 11, 2017 Page 2 Response The research and development costs incurred for each significant agreement during the periods referenced above primarily consist of costs incurred for external development and manufacturing services for which the Company is reimbursed and licensing payments made to the licensor. As noted in Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” a significant portion of the Company’s research and development costs, including overhead and compensation and related costs, are not tracked by project as they benefit multiple projects or the Company’s technology platform. For the years ended December 31, 2015 and 2016 and the nine months ended September 30, 2017, the Company did not incur material general and administrative expenses related to its significant agreements. The Company has provided to the Staff, under separate cover and on a confidential and supplemental basis pursuant to Rule 12b-4 under the Securities Exchange Act of 1934, as amended, additional information requested in the Staff’s comment. The Company also has requested confidential treatment of this information pursuant to 17 C.F.R. § 200.83. If you have any questions with regard to the Company’s responses or would like to discuss any of the matters covered in this letter, please contact the undersigned at (617) 551-8200 or Gregg L. Katz of Goodwin Procter LLP, the Company’s outside counsel, at (617) 570-1000. Sincerely, /s/ Michael P. Mason Michael P. Mason Vice President, Finance and Treasurer