SEC Comment Letter 0000000000-23-010476 to Pacira BioSciences, Inc. (PCRX) (CIK 0001396814) (PCRX)
Pacira BioSciences, Inc. (PCRX) (CIK 0001396814)
Date: Sept. 22, 2023 · CIK: 0001396814 · Accession: 0000000000-23-010476
AI Filing Summary & Sentiment
File numbers found in text: 001-35060
Letter
United States securities and exchange commission logo September 22, 2023 Charles Reinhart, III Chief Financial Officer Pacira BioSciences, Inc. 5401 West Kennedy Boulevard, Suite 890 Tampa, Florida 33609 Re:Pacira BioSciences, Inc. Form 10-K for the Fiscal Year Ended December 31, 2022 Filed February 28, 2023 Form 8-K filed August 2, 2023 File No. 001-35060 Dear Charles Reinhart: We have limited our review of your filing to the financial statements and related disclosures and have the following comments. In some of our comments, we may ask you to provide us with information so we may better understand your disclosure. Please respond to these comments within ten business days by providing the requested information or advise us as soon as possible when you will respond. If you do not believe our comments apply to your facts and circumstances, please tell us why in your response. After reviewing your response to these comments, we may have additional comments. Form 8-K filed August 2, 2023 Exhibits 1.We note within your non-GAAP reconciliations that you present the line item "acquisition-related (gains) charges, restructuring charges and other." Please tell us and revise future filings to quantify and explain the components of these adjustments including the nature of the charges and what they represent. Within your discussion, please explain how these adjustments comply with the guidance in Item 10(e) of Regulation S-K and the Non-GAAP Financial Measures Compliance & Disclosure Interpretations (“Non-GAAP C&DI”).
FirstName LastNameCharles Reinhart, III Comapany NamePacira BioSciences, Inc. September 22, 2023 Page 2 FirstName LastName Charles Reinhart, III Pacira BioSciences, Inc. September 22, 2023 Page 2 2.We further note footnote (1) with the explanation for the modification of the "if- converted" method in computing non-GAAP diluted net income per share. Please tell us how you considered whether this adjustment substitutes an individually tailored recognition and measurement method and the guidance in Question 100.04 of the Non- GAAP C&DI. 3.We note that you present the line item "tax impact of non-GAAP adjustments" within your non-GAAP reconciliations. Please provide a brief explanation in future filings as to how the tax impact of the non-GAAP adjustments were computed. Refer to Question 102.11 of the Non-GAAP C&DI. In closing, we remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. You may contact Gary Newberry at (202) 551-3761 or Tara Harkins, Reviewing Accountant, at (202) 551-3639 with any questions. Sincerely, Division of Corporation Finance Office of Life Sciences
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United States securities and exchange commission logo
September 22, 2023
Charles Reinhart, III
Chief Financial Officer
Pacira BioSciences, Inc.
5401 West Kennedy Boulevard, Suite 890
Tampa, Florida 33609
Re:Pacira BioSciences, Inc.
Form 10-K for the Fiscal Year Ended December 31, 2022
Filed February 28, 2023
Form 8-K filed August 2, 2023
File No. 001-35060
Dear Charles Reinhart:
We have limited our review of your filing to the financial statements and related
disclosures and have the following comments. In some of our comments, we may ask you to
provide us with information so we may better understand your disclosure.
Please respond to these comments within ten business days by providing the requested
information or advise us as soon as possible when you will respond. If you do not believe our
comments apply to your facts and circumstances, please tell us why in your response.
After reviewing your response to these comments, we may have additional comments.
Form 8-K filed August 2, 2023
Exhibits
1.We note within your non-GAAP reconciliations that you present the line item
"acquisition-related (gains) charges, restructuring charges and other." Please tell us and
revise future filings to quantify and explain the components of these adjustments
including the nature of the charges and what they represent. Within your discussion,
please explain how these adjustments comply with the guidance in Item 10(e) of
Regulation S-K and the Non-GAAP Financial Measures Compliance & Disclosure
Interpretations (“Non-GAAP C&DI”).
FirstName LastNameCharles Reinhart, III
Comapany NamePacira BioSciences, Inc.
September 22, 2023 Page 2
FirstName LastName
Charles Reinhart, III
Pacira BioSciences, Inc.
September 22, 2023
Page 2
2.We further note footnote (1) with the explanation for the modification of the "if-
converted" method in computing non-GAAP diluted net income per share. Please tell us
how you considered whether this adjustment substitutes an individually tailored
recognition and measurement method and the guidance in Question 100.04 of the Non-
GAAP C&DI.
3.We note that you present the line item "tax impact of non-GAAP adjustments" within
your non-GAAP reconciliations. Please provide a brief explanation in future filings as to
how the tax impact of the non-GAAP adjustments were computed. Refer to Question
102.11 of the Non-GAAP C&DI.
In closing, we remind you that the company and its management are responsible for the
accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or
absence of action by the staff.
You may contact Gary Newberry at (202) 551-3761 or Tara Harkins, Reviewing
Accountant, at (202) 551-3639 with any questions.
Sincerely,
Division of Corporation Finance
Office of Life Sciences