View:
United States securities and exchange commission logo
November 16, 2021
Eric Lefkofsky
Chief Executive Officer
Tempus Labs, Inc.
600 West Chicago Avenue, Suite 510
Chicago, Illinois 60654
Re: Tempus Labs, Inc.
Amendment No. 1 to
Draft Registration Statement on Form S-1
Submitted on
October 28, 2021
CIK No. 0001717115
Dear Mr. Lefkofsky:
We have reviewed your amended draft registration statement 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 this letter by providing the requested
information and either submitting
an amended draft registration statement or publicly filing your
registration statement on
EDGAR. If you do not believe our comments apply to your facts and
circumstances or do not
believe an amendment is appropriate, please tell us why in your
response.
After reviewing the information you provide in response to these
comments and your
amended draft registration statement or filed registration statement, we
may have additional
comments.
Amendment No. 1 to Draft Registration Statement
Data, page 7
1. We note your response
to prior comment 5. While we recognize the removal of
references to the
phrase "gross profit", the term "cohort lifetime value" could imply a fair
market value associated
with the cohort. Please consider an alternative that better reflects
what the figure
represents, such as "Cumulative revenue in excess of cost".
2. As a related matter,
please address the following both here and elsewhere in the filing
where this cohort
analysis is presented:
Tell us why you
have not provided a cohort analysis for the 6 months ended June 30,
2021.
Revise your
disclosures on page top of page 9 to clarify, if true, that sequencing
Eric Lefkofsky
Tempus Labs, Inc.
November 16, 2021
Page 2
revenue is a component of genomics net revenue, licensing revenue
is a component
of data and other revenue, and initial sequencing costs are a
component of cost of
revenues, genomics.
Quantify, to the extent possible, how much of your cost of
revenues, data pertain to
the licensing of the cohort data for the periods presented.
Management's Discussion and Analysis
Comparison of the Six Months Ended June 30, 2020 and 2021, page 113
3. We note your response to prior comment 12. While we recognize the
unique nature of
each of the Company's contracts within the Data and other product
category, please clarify
for us if there are metrics or other measures used by management to
evaluate the success
of this revenue stream (for example, number of clinical trial matches,
number of clinical
trial enrollments and/or number of de-identified records delivered per
period). If so,
please consider disclosing those metrics and any relevant trends so
that investors have
more context to understand fluctuations in your operating results
between the periods
presented.
Contractual Obligations and Commitments, page 119
4. We note your response to prior comment 14. Please revise to present
your discussion of
material cash requirements from known contractual and other
obligations as of the most
recent fiscal period presented. Please refer to Item 303(b)(1) of
Regulation S-K.
Consolidated Financial Statements
Summary of Significant Accounting Policies, page F-10
5. We note your response to prior comment 21. We also note your disclosure
on page 125
and elsewhere that you cover the actual direct costs associated with the
technical
integrations needed to create data connections with healthcare
institutions. Please
supplementally quantify the cost of these technical integrations. If
material, please revise
to disclose your accounting policy for costs to obtain and/or fulfill
contracts with
customers. Please refer to ASC 340-40.
FirstName LastNameEric Lefkofsky
Revenue Recognition, page F-14
Comapany NameTempus Labs, Inc.
6. We are
November 16, considering
2021 Page 2your responses to comments 23 - 25. We may have
further comments.
FirstName LastName
Eric Lefkofsky
FirstName LastNameEric Lefkofsky
Tempus Labs, Inc.
Comapany 16,
November NameTempus
2021 Labs, Inc.
November
Page 3 16, 2021 Page 3
FirstName LastName
You may contact Lisa Etheredge, Senior Staff Accountant, at
202-551-3424 or Robert
Littlepage, Accounting Branch Chief, at 202-551-3361 if you have questions
regarding
comments on the financial statements and related matters. Please contact Kyle
Wiley, Staff
Attorney, at 202-344-5791, or Jan Woo, Legal Branch Chief, at 202-551-3453 with
any other
questions.
Sincerely,
Division of
Corporation Finance
Office of Technology
cc: Courtney Tygesson