Arcutis Biotherapeutics, Inc. received comments from the United States Securities and Exchange Commission (SEC) regarding its Schedule TO-I filing on January 16, 2024. The SEC's letter, dated January 23, 2024, addressed to Todd Franklin Watanabe, the President and CEO of Arcutis, highlighted concerns over certain conditions in the company's Offer to Exchange. The SEC requested revisions to narrow or qualify broad conditions that could potentially lead to illusory offer concerns under Section 14(e) of the Exchange Act and Regulation 14E. Specifically, the SEC pointed out conditions related to general market suspensions, limitations on securities prices, governmental or regulatory limitations on credit extension, and the impact of wars or crises involving the United States. The SEC also noted a discrepancy in the timing...Show More

Arcutis Biotherapeutics, Inc. received comments from the United States Securities and Exchange Commission (SEC) regarding its Schedule TO-I filing on January 16, 2024. The SEC's letter, dated January 23, 2024, addressed to Todd Franklin Watanabe, the President and CEO of Arcutis, highlighted concerns over certain conditions in the company's Offer to Exchange. The SEC requested revisions to narrow or qualify broad conditions that could potentially lead to illusory offer concerns under Section 14(e) of the Exchange Act and Regulation 14E. Specifically, the SEC pointed out conditions related to general market suspensions, limitations on securities prices, governmental or regulatory limitations on credit extension, and the impact of wars or crises involving the United States. The SEC also noted a discrepancy in the timing of the announcement for an offer extension, advising compliance with Rule 14e-1(d) which requires announcements to be made no later than 9:00 a.m. Eastern time. Arcutis is responsible for the accuracy and adequacy of their disclosures and has been instructed to respond to the SEC's comments with the requested revisions or provide a rationale for why the comments may not apply to their situation.