SEC Comment Letter for FiEE, Inc. (FIEE) (CIK 0001467761) (FIEE) — Jun 25, 2013
FiEE, Inc. (FIEE) (CIK 0001467761)
Date: June 25, 2013 · CIK: 0001467761 · Accession: 0000000000-13-034605
AI Filing Summary & Sentiment
Reasoning
Letter
Re: Zoom Telephonics, Inc. Form 10 -K for Year End December 31, 2012 Filed March 29, 2013 Form 10 -Q for Period End March 31, 2013 Definitive Proxy Statement Filed April 30, 2013 File No. 000 -53722
June 24, 2013
Via E -mail Mr. Frank Manning Chief Executive Officer Zoom Telephonics, Inc. 207 South Street Boston, MA 02111
We have reviewed your filing and have the following comments. Please comply with the following comments in future filings. Confirm in writing that you will do so and explain to us how you intend to comply. In some of our comments, we may ask you to provide us with information so we may better understand your disclosure.
Please respond to this letter within ten business days by providing the requested information or by advising us when you will provide the requested response. If you do not believe our comments apply to your facts and circumstances, please tell us why in your response.
After reviewing the information you provide in response to these comments, we may have additio nal comments.
Form 10 -K for the Fiscal Year Ended December 31, 2012
(2) Summary of Significant Accounting Policies, page F -7
(h) Revenue Recognition, page F -9
1. We note based on your discussion on page F -8 you have si gnificant consigned inventory. Please disclose your revenue recognition policy as it relates to consignment sales.
Mr. Frank Manning Zoom Telephonics, Inc. June 24 , 2013 Page 2
Form 10 -Q for the Quarterly Period Ended March 31, 2013
Results of operations, page 13
2. We note that the sales in the first quarter of 2013 have significantly decreased when compared to the same period last year. Also we note that inventory balance has increased since December 31, 2012. Tell us how you considered the decrease in sales in you r inventory valuation for obsolete and slow moving products.
Definitive Proxy Statement
Section 16(a) Beneficial Ownership Reporting Compliance, page 14
3. Please disclose the identity of the directors who failed to file a timely Form 4 disclosure.
We u rge all persons who are responsible for the accuracy and adequacy of the disclosure in the filing to be certain that the filing includes the information the Securities Exchange Act of 1934 and all applicable Exchange Act rules require. Since the company a nd its management are in possession of all facts relating to a company’s disclosure, they are responsible for the accuracy and adequacy of the disclosures they have made.
In responding to our comments, please provide a written statement from the compan y acknowledging that:
the company is responsible for the adequacy and accuracy of the disclosure in the filing;
staff comments or changes to disclosure in response to staff comments do not foreclose the Commission from taking any action with respect to the filing; and
the company may not assert staff comments as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.
Mr. Frank Manning Zoom Telephonics, Inc. June 24 , 2013 Page 3
You may contact Inessa Kessman, Staff Accountant , at (202) 551 -3371 or Ivette Leon, Assistant Chief Accountant, at (202) 551 -3351 if you have questions regarding comments on the financial statements and related matters. Please contact Justin Kisner, Attorney -Adviser, at (202) 551-3788 or me at 202 -551-3810 with any other questions.
Sincerely,
/s/ Larry Spirgel
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June 24, 2013 Via E -mail Mr. Frank Manning Chief Executive Officer Zoom Telephonics, Inc. 207 South Street Boston, MA 02111 Re: Zoom Telephonics, Inc. Form 10 -K for Year End December 31, 2012 Filed March 29, 2013 Form 10 -Q for Period End March 31, 2013 Definitive Proxy Statement Filed April 30, 2013 File No. 000 -53722 We have reviewed your filing and have the following comments. Please comply with the following comments in future filings. Confirm in writing that you will do so and explain to us how you intend to comply. In some of our comments, we may ask you to provide us with information so we may better understand your disclosure. Please respond to this letter within ten business days by providing the requested information or by advising us when you will provide the requested response. If you do not believe our comments apply to your facts and circumstances, please tell us why in your response. After reviewing the information you provide in response to these comments, we may have additio nal comments. Form 10 -K for the Fiscal Year Ended December 31, 2012 (2) Summary of Significant Accounting Policies, page F -7 (h) Revenue Recognition, page F -9 1. We note based on your discussion on page F -8 you have si gnificant consigned inventory. Please disclose your revenue recognition policy as it relates to consignment sales. Mr. Frank Manning Zoom Telephonics, Inc. June 24 , 2013 Page 2 Form 10 -Q for the Quarterly Period Ended March 31, 2013 Results of operations, page 13 2. We note that the sales in the first quarter of 2013 have significantly decreased when compared to the same period last year. Also we note that inventory balance has increased since December 31, 2012. Tell us how you considered the decrease in sales in you r inventory valuation for obsolete and slow moving products. Definitive Proxy Statement Section 16(a) Beneficial Ownership Reporting Compliance, page 14 3. Please disclose the identity of the directors who failed to file a timely Form 4 disclosure. We u rge all persons who are responsible for the accuracy and adequacy of the disclosure in the filing to be certain that the filing includes the information the Securities Exchange Act of 1934 and all applicable Exchange Act rules require. Since the company a nd its management are in possession of all facts relating to a company’s disclosure, they are responsible for the accuracy and adequacy of the disclosures they have made. In responding to our comments, please provide a written statement from the compan y acknowledging that: the company is responsible for the adequacy and accuracy of the disclosure in the filing; staff comments or changes to disclosure in response to staff comments do not foreclose the Commission from taking any action with respect to the filing; and the company may not assert staff comments as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States. Mr. Frank Manning Zoom Telephonics, Inc. June 24 , 2013 Page 3 You may contact Inessa Kessman, Staff Accountant , at (202) 551 -3371 or Ivette Leon, Assistant Chief Accountant, at (202) 551 -3351 if you have questions regarding comments on the financial statements and related matters. Please contact Justin Kisner, Attorney -Adviser, at (202) 551-3788 or me at 202 -551-3810 with any other questions. Sincerely, /s/ Larry Spirgel Larry Spirgel Assistant Director cc: Via E -mail Daniele Ouellette Levy, Esq. Morse, Barnes -Brown & Pendleton, PC