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SEC Comment Letter for STRATASYS LTD. (SSYS) (CIK 0001517396) (SSYS) — Jul 20, 2012

STRATASYS LTD. (SSYS) (CIK 0001517396)
Date: July 20, 2012 · CIK: 0001517396 · Accession: 0000000000-12-038804

AI Filing Summary & Sentiment

File numbers found in text: 333-182025

Date
July 20, 2012
Author
Not clearly detected
Form
UPLOAD
Company
STRATASYS LTD. (SSYS) (CIK 0001517396)

Letter

July 20, 2012 Via E-mail David Reis Chief Executive Officer Objet Ltd. 2 Holtzman Street Science Park, P.O. Box 2496 Rehovot 76124, Israel Re: Objet Ltd. Amendment No. 1 to Registra tion Statement on Form F-4 Filed July 12, 2012 File No. 333-182025

Dear Mr. Reis:

We have reviewed your registration statemen t and have the following comment. In our comment, we may ask you to provide us with information so we may better understand your disclosure. Please respond to this letter by amending your registration statement and providing the requested information. If you do not believe our comment applies to your facts and circumstances or do not believe an amendment is appropriate, please tell us why in your response.

After reviewing any amendment to your re gistration statement and the information you provide in response to this comment, we may have additional comments. General

1. Since you appear to qualify as an “emerging growth company,” as defined in the Jumpstart Our Business Startups Act, please di sclose on your prospect us cover page that you are an emerging growth company, and revise your prospectus to:

 Describe how and when a company may lose emerging growth company status;  Briefly describe the exemption from Sec tion 404(b) of the Sarbanes-Oxley Act of 2002; and  State your election under Sec tion 107(b) of the JOBS Act:

David Reis Objet Ltd. July 20, 2012 Page 2

o If you have elected to opt out of the extended transition period for complying with new or revised accounting standards pursuant to Section 107(b), include a statement that the election is irrevocable; or o If you have elected to use th e extended transition period for complying with new or revised accounting standards under Section 102(b )(1), provide a risk factor explaining that this election allows you to delay the adoption of new or revised accounting standards that have different effective da tes for public and private companies until those standards apply to private companies. Pl ease state in your risk factor that, as a result of this election, yo ur US GAAP information may not be comparable to companies that comply with public compa ny effective dates. Include a similar statement in your critical accounting policy disclosures.

Legal proceedings, page 151

2. We note on page 152 your disclosure regardi ng the letters received from two minority shareholders and former directors. With a view towards expanded disclosure, please explain to us in detail the re visions they are demanding to be made to the capitalization table appearing in your registra tion statement. Also, describe any other remedies they are seeking from the company.

You may contact Joseph Kempf, Staff Accountant, at (202) 551-3352, or Robert S. Littlepage, Accountant Branch Chief, at ( 202) 551-3810, if you have questions regarding comments on the financial statements and rela ted matters. Please contact Reid Hooper, Attorney-Adviser, at (202) 551-3359, Kathleen Krebs, Special Counsel, at (202) 551-3350, or me, at (202) 551-3810 with any other questions. S i n c e r e l y , / s / K a t h l e e n K r e b s , f o r Larry Spirgel A s s i s t a n t D i r e c t o r cc: Via E-mail

Marc Recht, Esq.

Show Raw Text
July 20, 2012
 Via E-mail

David Reis Chief Executive Officer  Objet Ltd. 2 Holtzman Street Science Park, P.O. Box 2496 Rehovot 76124, Israel
Re: Objet Ltd.
  Amendment No. 1 to Registra tion Statement on Form F-4
  Filed July 12, 2012   File No. 333-182025

Dear Mr. Reis:

We have reviewed your registration statemen t and have the following comment.  In our
comment, we may ask you to provide us with information so we may better understand your
disclosure.
 Please respond to this letter by amending your registration statement and providing the
requested information.  If you do not believe  our comment applies to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.

After reviewing any amendment to your re gistration statement and the information you
provide in response to this comment,  we may have additional comments.
 General

1. Since you appear to qualify as an “emerging growth company,” as defined in the
Jumpstart Our Business Startups Act, please di sclose on your prospect us cover page that
you are an emerging growth company, and revise your prospectus to:

 Describe how and when a company may lose emerging growth company status;
 Briefly describe the exemption from Sec tion 404(b) of the Sarbanes-Oxley Act of
2002; and
 State your election under Sec tion 107(b) of the JOBS Act:

David Reis Objet Ltd. July 20, 2012 Page 2

 o If you have elected to opt out
 of the extended transition period for complying with
new or revised accounting standards pursuant to Section 107(b), include a statement
that the election is irrevocable; or
o If you have elected to use th e extended transition period for complying with new or
revised accounting standards under Section 102(b )(1), provide a risk factor explaining
that this election allows you to delay the adoption of new or revised accounting
standards that have different effective da tes for public and private companies until
those standards apply to private companies.  Pl ease state in your risk factor that, as a
result of this election, yo ur US GAAP information may not be comparable to
companies that comply with public compa ny effective dates.  Include a similar
statement in your critical accounting policy disclosures.

Legal proceedings, page 151

2. We note on page 152 your disclosure regardi ng the letters received from two minority
shareholders and former directors.  With a view towards expanded disclosure, please
explain to us in detail the re visions they are demanding to be  made to the capitalization
table appearing in your registra tion statement.  Also, describe  any other remedies they are
seeking from the company.

   You may contact Joseph Kempf, Staff Accountant, at  (202) 551-3352, or Robert S.
Littlepage, Accountant Branch Chief, at ( 202) 551-3810, if you have questions regarding
comments on the financial statements and rela ted matters.  Please contact Reid Hooper,
Attorney-Adviser, at (202) 551-3359, Kathleen Krebs, Special Counsel, at (202) 551-3350, or
me, at (202) 551-3810 with any other questions.           S i n c e r e l y ,                         / s /  K a t h l e e n  K r e b s ,  f o r
Larry Spirgel
        A s s i s t a n t  D i r e c t o r    cc:  Via E-mail

Marc Recht, Esq.