SEC Company Response from Atara Biotherapeutics, Inc. (ATRA) (CIK 0001604464) (ATRA) — Oct 7, 2014
Atara Biotherapeutics, Inc. (ATRA) (CIK 0001604464)
Date: Oct. 7, 2014 · CIK: 0001604464 · Accession: 0001193125-14-365609
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-196936
Letter
VIA EDGAR AND FEDEX Division of Corporation Finance Attention: Jeffrey P. Riedler Re: Atara Biotherapeutics, Inc. Amendment No. 2 to Registration Statement on Form S-1 Filed September 26, 2014 File No. 333-196936
Dear Mr. Riedler:
On behalf of Atara Biotherapeutics, Inc. (the “Company”), we are submitting this letter and the following information in response to a letter, dated October 6, 2014 (the “Comment Letter”), from the staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”) with respect to the Company’s Registration Statement on Form S-1 (the “Registration Statement”) filed on September 26, 2014. We are also filing an amended version of the Registration Statement (the “Amended Registration Statement”). We are sending a copy of this letter and the Amended Registration Statement in the traditional non-EDGAR format, including a version that is marked to show changes to the Registration Statement filed on September 26, 2014, and will forward a courtesy package of these documents to the Staff.
For the Staff’s convenience, we have incorporated your comment into this response letter in italics. Page references in the text of this response letter correspond to the page numbers in the Amended Registration Statement. Capitalized terms used in this letter but otherwise not defined herein shall have the meanings ascribed to such terms in the Amended Registration Statement.
Notes to Combined and Consolidated Financial Statements
2. Summary of Significant Accounting Policies
Recent Accounting Pronouncements, F-19
1. Regarding your adoption of ASU 2014-10, your disclosure appears to indicate that certain consolidation guidance that has been eliminated by the ASU may have caused more development stage entities to be identified as variable interest entities. Please provide us support for this disclosure with reference to the ASU.
In response to the Staff’s comment, the Company has determined that the guidance referenced in the Staff’s comment is not relevant to the Company. The language in Note 2 of the combined and consolidated financial statements on page F-19 of the Amended Registration Statement has been revised to remove the reference to consolidation guidance.
101 California Street, 5th Floor, San Francisco, CA 94111-5800 T: (415) 693-2000 F: (415) 693-2222 www.cooley.com
U.S. Securities and Exchange Commission
October 7, 2014
Page 2
Please contact me at (415) 693-2054 or Kenneth L. Guernsey at (415) 693-2091 with any questions or further comments regarding our responses to the Staff’s comments.
Sincerely,
/s/ Jodie M. Bourdet
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CORRESP 1 filename1.htm CORRESP Jodie M. Bourdet T: +1 415 693 2054 jbourdet@cooley.com VIA EDGAR AND FEDEX October 7, 2014 U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Jeffrey P. Riedler Re: Atara Biotherapeutics, Inc. Amendment No. 2 to Registration Statement on Form S-1 Filed September 26, 2014 File No. 333-196936 Dear Mr. Riedler: On behalf of Atara Biotherapeutics, Inc. (the “Company”), we are submitting this letter and the following information in response to a letter, dated October 6, 2014 (the “Comment Letter”), from the staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”) with respect to the Company’s Registration Statement on Form S-1 (the “Registration Statement”) filed on September 26, 2014. We are also filing an amended version of the Registration Statement (the “Amended Registration Statement”). We are sending a copy of this letter and the Amended Registration Statement in the traditional non-EDGAR format, including a version that is marked to show changes to the Registration Statement filed on September 26, 2014, and will forward a courtesy package of these documents to the Staff. For the Staff’s convenience, we have incorporated your comment into this response letter in italics. Page references in the text of this response letter correspond to the page numbers in the Amended Registration Statement. Capitalized terms used in this letter but otherwise not defined herein shall have the meanings ascribed to such terms in the Amended Registration Statement. Notes to Combined and Consolidated Financial Statements 2. Summary of Significant Accounting Policies Recent Accounting Pronouncements, F-19 1. Regarding your adoption of ASU 2014-10, your disclosure appears to indicate that certain consolidation guidance that has been eliminated by the ASU may have caused more development stage entities to be identified as variable interest entities. Please provide us support for this disclosure with reference to the ASU. In response to the Staff’s comment, the Company has determined that the guidance referenced in the Staff’s comment is not relevant to the Company. The language in Note 2 of the combined and consolidated financial statements on page F-19 of the Amended Registration Statement has been revised to remove the reference to consolidation guidance. 101 California Street, 5th Floor, San Francisco, CA 94111-5800 T: (415) 693-2000 F: (415) 693-2222 www.cooley.com U.S. Securities and Exchange Commission October 7, 2014 Page 2 Please contact me at (415) 693-2054 or Kenneth L. Guernsey at (415) 693-2091 with any questions or further comments regarding our responses to the Staff’s comments. Sincerely, /s/ Jodie M. Bourdet Jodie M. Bourdet cc: Isaac E. Ciechanover, M.D., Atara Biotherapeutics, Inc. Kenneth L. Guernsey, Cooley LLP Bruce K. Dallas, Davis Polk & Wardwell LLP 101 California Street, 5th Floor, San Francisco, CA 94111-5800 T: (415) 693-2000 F: (415) 693-2222 www.cooley.com