SEC Comment Letter for FOX FACTORY HOLDING CORP (FOXF) (CIK 0001424929) (FOXF) — Jul 23, 2013
FOX FACTORY HOLDING CORP (FOXF) (CIK 0001424929)
Date: July 23, 2013 · CIK: 0001424929 · Accession: 0000000000-13-040297
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-189841
Referenced dates: July 16, 2013
Letter
July 23, 2013 Via E -mail Larry L. Enterline Chief Executive Officer Fox Factory Holding Corp. 915 Disc Drive Scotts Valley, CA 95066
Re: Fox Factory Holding Corp. Amendment No. 1 to Registration Statement on Form S-1 Filed July 17, 2013 File No. 333-189841
Dear Mr. Enterline :
We have reviewed your responses to the comments in our letter dated July 16, 2013 and have the following additional comments. All pages numbers below correspond to the marked version of your filing
General
1. Please continue to consider the updating requirements of Rule 3 -12 of Regula tion S -X in future submissions.
Recent Developments, page 9
2. We note that you have included preliminary partial financial information for the quarter ended June 30, 2013, and that you have not included the full quarterly financial information because the financial statements are not yet available. Given your disclosure that you have finished the quarter -end closing process, please tell us and expand your disclosure to indicate the reasons why full financial statements are not yet available as well as when you expect them to be available .
3. Further, please expand this presentation to include narrative disclosure that puts this preliminary financial information in to context. This analysis might include a discussion of the trends set forth in MD&A impacting historical results and how they relate to this preliminary financial information.
4. If financial statements for the most recently completed period are available or become available prior to the effective date of the registration statement, they must be included in the filing.
Larry L. Enterline Fox Factory Holding Corp . July 23, 2013 Page 2
You may contact Amy Geddes at (202) 551 -3304 or Margery Reich at (202) 551 -3347 if you have ques tions regarding comments on the financial statements and related matters. Please contact Ryan Adams at (202) 551 -3191 or me at (202) 551-3469 with any other questions.
Sincerely,
/s/ Justin Dobbie
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July 23, 2013 Via E -mail Larry L. Enterline Chief Executive Officer Fox Factory Holding Corp. 915 Disc Drive Scotts Valley, CA 95066 Re: Fox Factory Holding Corp. Amendment No. 1 to Registration Statement on Form S-1 Filed July 17, 2013 File No. 333-189841 Dear Mr. Enterline : We have reviewed your responses to the comments in our letter dated July 16, 2013 and have the following additional comments. All pages numbers below correspond to the marked version of your filing General 1. Please continue to consider the updating requirements of Rule 3 -12 of Regula tion S -X in future submissions. Recent Developments, page 9 2. We note that you have included preliminary partial financial information for the quarter ended June 30, 2013, and that you have not included the full quarterly financial information because the financial statements are not yet available. Given your disclosure that you have finished the quarter -end closing process, please tell us and expand your disclosure to indicate the reasons why full financial statements are not yet available as well as when you expect them to be available . 3. Further, please expand this presentation to include narrative disclosure that puts this preliminary financial information in to context. This analysis might include a discussion of the trends set forth in MD&A impacting historical results and how they relate to this preliminary financial information. 4. If financial statements for the most recently completed period are available or become available prior to the effective date of the registration statement, they must be included in the filing. Larry L. Enterline Fox Factory Holding Corp . July 23, 2013 Page 2 You may contact Amy Geddes at (202) 551 -3304 or Margery Reich at (202) 551 -3347 if you have ques tions regarding comments on the financial statements and related matters. Please contact Ryan Adams at (202) 551 -3191 or me at (202) 551-3469 with any other questions. Sincerely, /s/ Justin Dobbie Justin Dobbie Legal Branch Chief cc: Via E-mail William J. Simpson Paul Hastings LLP