SEC Company Response from SenesTech, Inc. (SNES) (CIK 0001680378) (SNES) — Nov 6, 2017
SenesTech, Inc. (SNES) (CIK 0001680378)
Date: Nov. 6, 2017 · CIK: 0001680378 · Accession: 0001615774-17-006282
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 001-37941
Letter
Office of Transportation and Leisure United States Securities and Exchange Commission Form 10-K for the Fiscal Year Ended December 31, 2016 Filed March 31, 2017 File No. 001-37941
Re: SenesTech, Inc.
Dear Mr. Shenk:
This letter is submitted on behalf of SenesTech, Inc. (“SenesTech”) after obtaining further clarification to the comments by the staff of the Securities and Exchange Commission (the “SEC”) relating to the Company’s Form 10-K for the fiscal year ended December 31, 2016 (the “2016 Form 10-K”). For your convenience, we have restated the comments below from your letter date October 31, 2017, followed by SenesTech’s responses. Page numbers in the responses refer to the 2016 Form 10-K as originally filed.
Risks Related to Our Business Operations and History
1. We note your disclosure in the second risk factor on page 23 that “We have not been required to and have not filed an annual report for fiscal 2016, so pursuant to SEC regulations, we are not yet required to evaluate the effectiveness of our internal control over financial reporting.” As this document is your annual report for fiscal 2016, please revise your disclosure to comply with Instruction 1 to Item 308 of Regulation S-K to include a statement regarding the transition period established for newly public companies.
Response to Comment No. 1:
The Company intends to amend its Annual Report on Form 10-K for the fiscal year ended December 31, 2016 to modify the risk factor disclosure to clarify our requirement to evaluate the effectiveness of our internal control over financial reporting.
Note 2: Summary of Significant Accounting Policies
2. Please expand your disclosure here and in your Form 10-Q’s to provide the information in SAB Topic 11:M for FASB ASU 2014-09, Revenue from Contracts with Customers (Topic 606).
Response to Comment No. 2:
The Company intends to amend its Annual Report on Form 10-K for the fiscal year ended December 31, 2016, its Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2017 and its Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2017 to expand our disclosure to provide the information in SAB Topic 11:M for FASB ASU 2014-09, Revenue from Contracts with Customers (Topic 606).
If you would like to discuss any of the matters contained in this letter, please feel free to contact our counsel, Jared Forsgren at (503) 727-2108 or Chris Hall at (503) 727-2048, at Perkins Coie LLP.
Sincerely,
/s/
Thomas C. Chesterman
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CORRESP
1
filename1.htm
November
6, 2017
Lyn
Shenk, Branch Chief
Office
of Transportation and Leisure
United
States Securities and Exchange Commission
100
F Street, N.E.
Washington,
D.C. 20549
Re: SenesTech,
Inc.
Form
10-K for the Fiscal Year Ended December 31, 2016
Filed
March 31, 2017
File
No. 001-37941
Dear
Mr. Shenk:
This
letter is submitted on behalf of SenesTech, Inc. (“SenesTech”) after obtaining further clarification to
the comments by the staff of the Securities and
Exchange Commission (the “SEC”) relating to the Company’s Form 10-K for the fiscal year ended
December 31, 2016 (the “2016 Form 10-K”). For your convenience, we have restated the comments below from
your letter date October 31, 2017, followed by SenesTech’s responses. Page numbers in the responses refer to the 2016
Form 10-K as originally filed.
Risks
Related to Our Business Operations and History
1. We
note your disclosure in the second risk factor on page 23 that “We have not been
required to and have not filed an annual report for fiscal 2016, so pursuant to SEC regulations,
we are not yet required to evaluate the effectiveness of our internal control over financial
reporting.” As this document is your annual report for fiscal 2016, please revise
your disclosure to comply with Instruction 1 to Item 308 of Regulation S-K to include
a statement regarding the transition period established for newly public companies.
Response
to Comment No. 1:
The
Company intends to amend its Annual Report on Form 10-K for the fiscal year ended December 31, 2016 to modify the risk factor
disclosure to clarify our requirement to evaluate the effectiveness of our internal control over financial reporting.
Note
2: Summary of Significant Accounting Policies
2. Please
expand your disclosure here and in your Form 10-Q’s to provide the information
in SAB Topic 11:M for FASB ASU 2014-09, Revenue from Contracts with Customers (Topic
606).
Response
to Comment No. 2:
The
Company intends to amend its Annual Report on Form 10-K for the fiscal year ended December 31, 2016, its Quarterly Report on Form
10-Q for the quarterly period ended March 31, 2017 and its Quarterly Report on Form 10-Q for the quarterly period ended June 30,
2017 to expand our disclosure to provide the information in SAB Topic 11:M for FASB ASU 2014-09, Revenue from Contracts with
Customers (Topic 606).
If
you would like to discuss any of the matters contained in this letter, please feel free to contact our counsel, Jared
Forsgren at (503) 727-2108 or Chris Hall at (503) 727-2048, at Perkins Coie LLP.
Sincerely,
/s/
Thomas C. Chesterman
Thomas
C. Chesterman
Chief
Financial Officer
SenesTech,
Inc.
2