SEC Comment Letter for ECC Capital (ECRO) — Oct 13, 2006
ECC Capital CORP
Date: Oct. 13, 2006 · CIK: 0001300317 · Accession: 0000000000-06-049612
AI Filing Summary & Sentiment
Letter
Mail Stop 4561 October 12, 2006 Mr. Steven G. Holder Co-Chief Executive Officer and Chairman ECC Capital Corporation 1833 Alton Parkway Irvine, CA 92606
Re: ECC Capital Corporation Form 10-K for Fiscal Ye ar Ended December 31, 2005 Filed April 17, 2006 Forms 10-Q for Fiscal Quar ters Ended March 31, 2006 and June 30, 2006 Filed May 15, 2006 and August 14, 2006 File No. 1-32430
Dear Mr. Holder:
We have reviewed your above refere nced filings and have the following comments. We have limited our review to only your financial statements and related disclosures and do not intend to expand our review to other portions of your documents. Where indicated, we think you should revise your documents 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. Pl ease be as detailed as necessary in your explanation. 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.
Please understand that the purpose of our re view process is to assist you in your compliance with the applicable disclosure requirements and to enhance the overall disclosure in your filings. We look forward to working with you in these respects. We welcome any questions you may have about our comments or any other aspect of our review. Feel free to call us at the telephone numbers listed at the end of this letter.
Mr. Steven G. Holder ECC Capital Corporation October 12, 2006 Page 2 Form 10-K for the Fiscal Year Ended December 31, 2005
Item 6. Selected Financial Data, page 44 1. In future filings, please revise to disc lose cash dividends declared per common share. Refer to Item 301 of Regulation S-K.
Item 15. Exhibits and Financial Statements and Schedules, page 75 2. Please tell us how you considered the requirements to provide Schedule II – Valuation and qualifying accounts for your va luation allowances on loans held for sale and loans held for investments, as well to provide Schedule IV – Mortgage loans on real estate. Refer to Rule 5-04 of Regulation S-X.
Exhibits
Exhibits 32.1, 32.2 and 32.3 3. We note that paragraph one of the certif ications required by Exchange Act Rule 13a-14(b) identifies the wrong periodic repo rt. Please file an amendment to the Form 10-K for the year ended December 31, 2005 that includes the entire periodic report and new, corrected certifications.
Form 10-Q for the Fiscal Quarter Ended June 30, 2006
Exhibits
Exhibits 32.1, 32.2 and 32.3 4. We note that paragraph one of the certif ications required by Exchange Act Rule 13a-14(b) identifies the wrong periodic repo rt. Please file an amendment to the Form 10-Q for the quarter ended June 30, 2006 that includes the entire periodic report and new, corrected certifications.
As appropriate, please amend your filings and respond to these comments within 10 business days or tell us when you will provid e us with a response. You may wish to provide us with marked copies of the amendm ent to expedite our review. Please furnish a cover letter with your amendment that keys your responses to our comments and provides any requested information. Detailed co ver letters greatly faci litate our review. Please file your cover letter on EDGAR. Please understand that we may have additional comments after reviewing your amendmen t and responses to our comments.
We urge all persons who are responsible for the accuracy and adequacy of the disclosure in the filings to be certain that the filings include all information required
Mr. Steven G. Holder ECC Capital Corporation October 12, 2006 Page 3 under the Securities Exchange Act of 1934 and that they have provided all information investors require for an informed invest ment decision. Since the company and its management are in possession of all facts re lating to a company’s disclosure, they are responsible for the accuracy and adequacy of the disclosures they have made.
In connection with responding to our comments, please provide, in writing, a statement from the company acknowledging that:
• the company is responsible for the adequacy and accuracy of the disclosure in the filings;
• staff comments or changes to disclosure in response to staff comments do not foreclose the Commission from taking any action with respect to the filings; and
• the company may not assert staff comme nts as a defense in any proceeding initiated by the Commission or any person under the federal secu rities laws of the United States.
In addition, please be advise d that the Division of Enfo rcement has access to all information you provide to the staff of the Divi sion of Corporation Fi nance in our review of your filings or in response to our comments on your filings.
You may contact Amanda Sledge, Sta ff Accountant, at (202) 551-3473 or the undersigned at (202) 551-3403 if you have questions.
S i n c e r e l y ,
Steven Jacobs Accounting Branch Chief
Show Raw Text
Mail Stop 4561
October 12, 2006
Mr. Steven G. Holder
Co-Chief Executive Officer and Chairman
ECC Capital Corporation
1833 Alton Parkway
Irvine, CA 92606
Re: ECC Capital Corporation
Form 10-K for Fiscal Ye ar Ended December 31, 2005
Filed April 17, 2006
Forms 10-Q for Fiscal Quar ters Ended March 31, 2006
and June 30, 2006
Filed May 15, 2006 and August 14, 2006
File No. 1-32430
Dear Mr. Holder:
We have reviewed your above refere nced filings and have the following
comments. We have limited our review to only your financial statements and related
disclosures and do not intend to expand our review to other portions of your documents.
Where indicated, we think you should revise your documents 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. Pl ease be as detailed as necessary in your
explanation. 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.
Please understand that the purpose of our re view process is to assist you in your
compliance with the applicable disclosure requirements and to enhance the overall disclosure in your filings. We look forward to working with you in these respects. We
welcome any questions you may have about our comments or any other aspect of our review. Feel free to call us at the telephone numbers listed at the end of this letter.
Mr. Steven G. Holder
ECC Capital Corporation
October 12, 2006 Page 2
Form 10-K for the Fiscal Year Ended December 31, 2005
Item 6. Selected Financial Data, page 44
1. In future filings, please revise to disc lose cash dividends declared per common
share. Refer to Item 301 of Regulation S-K.
Item 15. Exhibits and Financial Statements and Schedules, page 75
2. Please tell us how you considered the requirements to provide Schedule II –
Valuation and qualifying accounts for your va luation allowances on loans held for
sale and loans held for investments, as well to provide Schedule IV – Mortgage
loans on real estate. Refer to Rule 5-04 of Regulation S-X.
Exhibits
Exhibits 32.1, 32.2 and 32.3
3. We note that paragraph one of the certif ications required by Exchange Act Rule
13a-14(b) identifies the wrong periodic repo rt. Please file an amendment to the
Form 10-K for the year ended December 31, 2005 that includes the entire periodic
report and new, corrected certifications.
Form 10-Q for the Fiscal Quarter Ended June 30, 2006
Exhibits
Exhibits 32.1, 32.2 and 32.3
4. We note that paragraph one of the certif ications required by Exchange Act Rule
13a-14(b) identifies the wrong periodic repo rt. Please file an amendment to the
Form 10-Q for the quarter ended June 30, 2006 that includes the entire periodic
report and new, corrected certifications.
As appropriate, please amend your filings and respond to these comments within
10 business days or tell us when you will provid e us with a response. You may wish to
provide us with marked copies of the amendm ent to expedite our review. Please furnish
a cover letter with your amendment that keys your responses to our comments and provides any requested information. Detailed co ver letters greatly faci litate our review.
Please file your cover letter on EDGAR. Please understand that we may have additional
comments after reviewing your amendmen t and responses to our comments.
We urge all persons who are responsible for the accuracy and adequacy of the disclosure in the filings to be certain that the filings include all information required
Mr. Steven G. Holder
ECC Capital Corporation
October 12, 2006 Page 3
under the Securities Exchange Act of 1934 and that they have provided all information
investors require for an informed invest ment decision. Since the company and its
management are in possession of all facts re lating to a company’s disclosure, they are
responsible for the accuracy and adequacy of the disclosures they have made.
In connection with responding to our comments, please provide, in writing, a statement from the company acknowledging that:
• the company is responsible for the adequacy and accuracy of the disclosure in the
filings;
• staff comments or changes to disclosure in response to staff comments do not
foreclose the Commission from taking any action with respect to the filings; and
• the company may not assert staff comme nts as a defense in any proceeding
initiated by the Commission or any person under the federal secu rities laws of the
United States.
In addition, please be advise d that the Division of Enfo rcement has access to all
information you provide to the staff of the Divi sion of Corporation Fi nance in our review
of your filings or in response to our comments on your filings.
You may contact Amanda Sledge, Sta ff Accountant, at (202) 551-3473 or the
undersigned at (202) 551-3403 if you have questions.
S i n c e r e l y ,
Steven Jacobs
Accounting Branch Chief