SEC Comment Letter 0000000000-23-001146 to Nano-X Imaging Ltd. (NNOX)
Nano-X Imaging Ltd.
Date: Feb. 3, 2023 · CIK: 0001795251 · Accession: 0000000000-23-001146
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 001-39461
Referenced dates: February 1, 2023
Letter
United States securities and exchange commission logo February 3, 2023 Ran Daniel Chief Financial Officer Nano-X Imaging Ltd. Communication Center Neve Ilan , Israel 9085000 Re:Nano-X Imaging Ltd. Form 20-F for Fiscal Year Ended December 31, 2021 Filed May 2, 2022 Response Letter Dated February 1, 2023 File No. 001-39461 Dear Ran Daniel: We have reviewed your February 1, 2023 response to our comment letter 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 comment within ten business days by providing the requested information or advise us as soon as possible when you will respond. If you do not believe our comment applies to your facts and circumstances, please tell us why in your response. After reviewing your response to this comment, we may have additional comments. Unless we note otherwise, our reference to a prior comment are to comments in our January 18, 2023 letter. Form 20-F for Fiscal Year Ended December 31, 2021 Item 5. Operating and Financial Review and Prospects E. Critical Accounting Estimates, page 90 1.We note your response to comment 2. Regarding the draft disclosures provided, please address the following: •Clarify that the amount of goodwill assigned to the AI solutions reporting unit at the interim testing date was $51.2 million and that $14.3 million was recognized as an impairment charged based on the testing results. •Expand your discussion of the discounted cash flow model used to estimate the fair value of your AI solutions reporting unit to state when you have assumed that the business will be generating material revenues, gross profit and positive operating
FirstName LastNameRan Daniel Comapany NameNano-X Imaging Ltd. February 3, 2023 Page 2 FirstName LastName Ran Daniel Nano-X Imaging Ltd. February 3, 2023 Page 2 cash flows to support the remaining $36.9 million of goodwill as of December 31, 2022. You may contact Tracey Houser at 202-551-3736 or Terence O'Brien at 202-551-3355, if you have questions regarding comments on the financial statements and related matters. Sincerely, Division of Corporation Finance Office of Industrial Applications and Services
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United States securities and exchange commission logo
February 3, 2023
Ran Daniel
Chief Financial Officer
Nano-X Imaging Ltd.
Communication Center
Neve Ilan , Israel 9085000
Re:Nano-X Imaging Ltd.
Form 20-F for Fiscal Year Ended December 31, 2021
Filed May 2, 2022
Response Letter Dated February 1, 2023
File No. 001-39461
Dear Ran Daniel:
We have reviewed your February 1, 2023 response to our comment letter 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 comment within ten business days by providing the requested
information or advise us as soon as possible when you will respond. If you do not believe our
comment applies to your facts and circumstances, please tell us why in your response.
After reviewing your response to this comment, we may have additional
comments. Unless we note otherwise, our reference to a prior comment are to comments in our
January 18, 2023 letter.
Form 20-F for Fiscal Year Ended December 31, 2021
Item 5. Operating and Financial Review and Prospects
E. Critical Accounting Estimates, page 90
1.We note your response to comment 2. Regarding the draft disclosures provided, please
address the following:
•Clarify that the amount of goodwill assigned to the AI solutions reporting unit at the
interim testing date was $51.2 million and that $14.3 million was recognized as an
impairment charged based on the testing results.
•Expand your discussion of the discounted cash flow model used to estimate the fair
value of your AI solutions reporting unit to state when you have assumed that the
business will be generating material revenues, gross profit and positive operating
FirstName LastNameRan Daniel
Comapany NameNano-X Imaging Ltd.
February 3, 2023 Page 2
FirstName LastName
Ran Daniel
Nano-X Imaging Ltd.
February 3, 2023
Page 2
cash flows to support the remaining $36.9 million of goodwill as of December 31,
2022.
You may contact Tracey Houser at 202-551-3736 or Terence O'Brien at 202-551-3355, if
you have questions regarding comments on the financial statements and related matters.
Sincerely,
Division of Corporation Finance
Office of Industrial Applications and
Services