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United States securities and exchange commission logo
October 26, 2021
Dan L. Dearen
President and Chief Financial Officer
Axonics, Inc.
26 Technology Drive
Irvine, CA 92618
Re: Axonics, Inc.
Form 10-K for the
Fiscal Year Ended December 31, 2020
Filed March 1, 2021
Form 10-Q for the
Quarterly Period Ended June 30, 2021
Filed August 5,
2021
File No. 001-38721
Dear Mr. Dearen:
We have limited our review of your filing to the financial
statements and related
disclosures and have the following comments. In some of our comments, we
may ask you to
provide us with information so we may better understand your disclosure.
Please respond to these comments 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
comments apply to your facts and circumstances, please tell us why in
your response.
After reviewing your
response to these comments, we may have additional comments.
Form 10-Q for the Quarterly Period Ended June 30, 2021
Condensed Consolidated Financial Statements
Condensed Consolidated Statements of Comprehensive Loss, page 2
1. Please revise future
filings to separately disclose the cost of Bulkamid net revenue as
required by Rule
5-03(a)2 of Regulation S-X.
Note 1. Nature of Operations and Summary of Significant Accounting
Policies, page 8
2. Revise future filings
to clarify if the revenue recognition policy related to the Bulkamid
system is different
from the policy related to the r-SNM System. In that regard, we see
that the Bulkamid
system is sold through a combination of a direct sales force and
distributors in over 30
international markets around the world while the r-SNM System is
Dan L. Dearen
Axonics, Inc.
October 26, 2021
Page 2
primarily sold through a direct sales force.
Note 8. Acquisition, page 20
3. Please reconcile the statement regarding the contingent consideration
on page 22 that "to
the extent that the forecast milestone achievements probabilities have
changed and in
accordance with ASC 805, the Company does not need to re-assess the
initial fair value
measurements" with the requirement in ASC 805-30-35-1 that contingent
consideration
classified as an asset or a liability should be remeasured to fair
value at each reporting
date until the contingency is resolved. Clarify your accounting for
contingent
consideration in subsequent accounting periods.
4. We note that you have not provided financial statements or pro forma
financial
information on Form 8-K for your acquisition of Contura Holdings
Limited. Please
provide us with the significant tests you performed to determine that
this information was
not required under Rule 3-05 and Article 11 of Regulation S-X.
In closing, we remind you that the company and its management are
responsible for the
accuracy and adequacy of their disclosures, notwithstanding any review,
comments, action or
absence of action by the staff.
You may contact Kristin Lochhead at (202)551-3664 or Brian Cascio,
Branch Chief, at
(202)551-3676 with any questions.
FirstName LastNameDan L. Dearen Sincerely,
Comapany NameAxonics, Inc.
Division of
Corporation Finance
October 26, 2021 Page 2 Office of Life
Sciences
FirstName LastName