SEC Comment Letter for Imunon, Inc. (IMNN) (CIK 0000749647) (IMNN) — Apr 4, 2017
Imunon, Inc. (IMNN) (CIK 0000749647)
Date: April 4, 2017 · CIK: 0000749647 · Accession: 0000000000-17-011262
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April 3, 2017
Jeffrey Church
Chief Financial Officer
Celsion Corporation
997 Lenox Drive, Suite 100
Lawrenceville, NJ 08648
Celsion Corporation
Preliminary Proxy Statement on Schedule 14A
Filed March 20, 2017
File No. 001-15911Re:
Dear Mr. Church:
We have limited our review of your filing to those issues we have addressed in our
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.
Preliminary Proxy Statement filed March 20, 2017
Proposal No. 5: Approval of the Issuance of More than 20% of the Company's Issued and
Outstanding Common Stock in a Certain Offering, page 54
Please disclose the maximum number of shares you are asking shareholders to authorize
for issuance in connection with the offering(s) contemplated by this proposal. Refer to
Item 11(a) of Schedule 14A.1.
We note that, while the proposal heading refers to a single offering, the disclosure within
the section appears to contemplate more than one offering. Please revise the heading to
clearly disclose whether the authorization you are seeking relates to more than one
offering. Also revise the disclosure to state clearly whether further authorization for the
issuance of the securities by a vote of security holders will be solicited prior to those
offerings. Refer to Item 11(c) of Schedule 14A. 2.
Jeffrey Church
Celsion Corporation
2 PageApril 3, 2017
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.
Please contact Josh Samples at (202) 551-3199 or Mary Beth Breslin at (202) 551-3625
with any questions.
Division of Corporation Finance
Office of Healthcare and
Insurance
cc: Sam Zucker