SEC Comment Letter for INTEGRATED PHARMACEUTICALS INC (CIK 0001265449) — Jun 1, 2005
INTEGRATED PHARMACEUTICALS INC (CIK 0001265449)
Date: June 1, 2005 · CIK: 0001265449 · Accession: 0000000000-05-026816
AI Filing Summary & Sentiment
Letter
Mail Stop 6010 June 1, 2005 Chinmay Chatterjee, Ph.D. President Integrated Pharmaceuticals, Inc. 310 Authority Drive Fitchburg, MA 01420
Re: Integrated Pharmaceuticals, Inc. Amendment No. 3 to Form 10-SB filed May 12, 2005 File No. 0-50960
Dear Mr. Chatterjee:
We have reviewed your filing and have the following comments. Where indicated, we think you should revise your document in response to these comments. If you disagree, we will consider your explanation as to why our comment is inapplicable or a revision is unnecessary. Please be as detailed as necessary in your explanation. In some of our comments, we may ask you to provide us with supplemental information so we may better understand your disclosure. After reviewing this information, we may or may not 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-SB, Amendment #3 General
1. Please update your financial statements to include the statements as of and for the three months period ended March 31, 2005 in compliance with Item 310 of Regulation S-B.
Item 1: Description of Business
2. Please update the financial data included in your disclosure to include the most recent financial data. As a few examples only, your disclosure relating to research and development, accumulated losses, cash position and other information should be updated to include March 31, 2005 numbers.
3. If the $6 million, 5-year supply agreement with the distributor and the $2.5 million license agreement with the other distributor are material contracts of the Company, you should name the two parties explicitly and disclose the material terms of the two agreements, including aggregate milestone payments, royalty payments, term and termination provisions.
4. Please note that issuers registered under Section 12 of the Exchange Act are required to file periodic and other reports with the Commission. In this regard, we note you have not filed the required report for the first quarter of 2005. Please advise or file the Form 10-QSB.
Financial Statements - December 31, 2004 Statements of Operations, page 3 5. As you are designated as a development stage company, please provide your statement of operations for the period February 1, (inception of development stage) to December 31, 2004 in accordance with SFAS 7.
Notes to Financial Statements Note 2 - Summary of Significant Accounting Policies Recent Accounting Pronouncements, pg. 9 6. Please disclose the pro-forma effects of the effects of adoption of SFAS 151 for the year ended December 31, 2003 as if you adopted as of January 1, 2003.
As appropriate, please amend your filing in response to these comments. You may wish to provide us with marked copies of the amendment to expedite our review. Please furnish a cover letter with your amendment that keys your responses to our comments and provides any requested supplemental information. Detailed cover letters greatly facilitate our review. Please file your cover letter on EDGAR under the form type label CORRESP. Please understand that we may have additional comments after reviewing your amendment and responses to our comments.
We direct your attention to Rules 460 and 461 regarding requesting acceleration of a registration statement. Please allow adequate time after the filing of any amendment for further review before submitting a request for acceleration. Please provide this request at least two business days in advance of the requested effective date.
*********
You may contact James Peklenk at (202) 551-3661 or James Atkinson, at (202) 551-3674 if you have questions regarding comments on the financial statements and related matters. Please contact Zafar Hasan at (202) 551-3653 or me at (202) 551-3715 with any other questions.
Sincerely,
Jeffrey Riedler
Assistant Director
Show Raw Text
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Mail Stop 6010 June 1, 2005
Chinmay Chatterjee, Ph.D.
President
Integrated Pharmaceuticals, Inc.
310 Authority Drive
Fitchburg, MA 01420
Re: Integrated Pharmaceuticals, Inc.
Amendment No. 3 to Form 10-SB filed May 12, 2005
File No. 0-50960
Dear Mr. Chatterjee:
We have reviewed your filing and have the following
comments.
Where indicated, we think you should revise your document in
response
to these comments. If you disagree, we will consider your
explanation as to why our comment is inapplicable or a revision is
unnecessary. Please be as detailed as necessary in your
explanation.
In some of our comments, we may ask you to provide us with
supplemental information so we may better understand your
disclosure.
After reviewing this information, we may or may not 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-SB, Amendment #3
General
1. Please update your financial statements to include the
statements
as of and for the three months period ended March 31, 2005 in
compliance with Item 310 of Regulation S-B.
Item 1: Description of Business
2. Please update the financial data included in your disclosure to
include the most recent financial data. As a few examples only,
your
disclosure relating to research and development, accumulated
losses,
cash position and other information should be updated to include
March 31, 2005 numbers.
3. If the $6 million, 5-year supply agreement with the distributor
and the $2.5 million license agreement with the other distributor
are
material contracts of the Company, you should name the two parties
explicitly and disclose the material terms of the two agreements,
including aggregate milestone payments, royalty payments, term and
termination provisions.
4. Please note that issuers registered under Section 12 of the
Exchange Act are required to file periodic and other reports with
the
Commission. In this regard, we note you have not filed the
required
report for the first quarter of 2005. Please advise or file the
Form
10-QSB.
Financial Statements - December 31, 2004
Statements of Operations, page 3
5. As you are designated as a development stage company, please
provide your statement of operations for the period February 1,
2003
(inception of development stage) to December 31, 2004 in
accordance
with SFAS 7.
Notes to Financial Statements
Note 2 - Summary of Significant Accounting Policies
Recent Accounting Pronouncements, pg. 9
6. Please disclose the pro-forma effects of the effects of
adoption
of SFAS 151 for the year ended December 31, 2003 as if you adopted
as
of January 1, 2003.
As appropriate, please amend your filing in response to
these
comments. You may wish to provide us with marked copies of the
amendment to expedite our review. Please furnish a cover letter
with
your amendment that keys your responses to our comments and
provides
any requested supplemental information. Detailed cover letters
greatly facilitate our review. Please file your cover letter on
EDGAR under the form type label CORRESP. Please understand that we
may have additional comments after reviewing your amendment and
responses to our comments.
We direct your attention to Rules 460 and 461 regarding
requesting acceleration of a registration statement. Please allow
adequate time after the filing of any amendment for further review
before submitting a request for acceleration. Please provide this
request at least two business days in advance of the requested
effective date.
*********
You may contact James Peklenk at (202) 551-3661 or James
Atkinson, at (202) 551-3674 if you have questions regarding
comments
on the financial statements and related matters. Please contact
Zafar
Hasan at (202) 551-3653 or me at (202) 551-3715 with any other
questions.
Sincerely,
Jeffrey Riedler
Assistant Director
cc: Thomas Carrey
Bromberg & Sunstein LLP
125 Summer Street
Boston, MA 02110-1618
Fax: 617-443-0004
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Integrated Pharmaceuticals, Inc.
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