SEC Comment Letter for Aspira Women's Health Inc. (AWHL) (CIK 0000926617) (AWHL) — Feb 19, 2015
Aspira Women's Health Inc. (AWHL) (CIK 0000926617)
Date: Feb. 19, 2015 · CIK: 0000926617 · Accession: 0000000000-15-010473
AI Filing Summary & Sentiment
Reasoning
Letter
February 19 , 2015 Via E -mail Eric Schoen Vice President, Finan ce and Chief Accounting Officer Vermillion, Inc. 12117 Bee Caves Road Building Three, Suite 100 Austin, TX 78738
Re: Vermillion, Inc. Registration Statement on Form S -3 Filed February 11, 2015 File No. 333 -202032
Dear Mr. Schoen :
We have limited our review of your registra tion statement to the issue we have addressed in the comment below.
1. Please update your financial statements to comply with Rule 8 -08 of Regulation S -X and provide corresponding updated disclosures throughout your filing.
We urge all persons who are responsible for the accuracy and adequacy of the disclosure in the filing to be certain that the filing includes the information the Securities Act of 193 3 and all applicable Securities Act rules require. Since the company and its management are in possession of all facts relating to a company’s disclosure, they are responsible for the accuracy and adequacy of the disclosures they have made.
Notwithstanding our comment , in the event you request acceleration of the effective date of the pending registration statement please provide a written statement from the company acknowledging that:
should the Commission or the staff, acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing;
the action of the Commission or the staff, acting pu rsuant to delegated authority, in declaring the filing effective, does not relieve the company from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and
Eric Schoen Vermillion , Inc. February 19 , 2015 Page 2
the company may not assert staff comments and the declaration o f effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.
Please refer to Rules 460 and 461 regarding requests for acceleration . We will consider a written request for acceleration of the effective date of the registration statement as confirmation of the fact that those requesting acceleration are aware of their respective responsibilities under the Securities Act of 1933 and the Securities Exchange Act of 1934 as they relate to the proposed public offering of the securities specified in the above registration statement. Please allow adequate time for us to review any amendment prior to the requested effective date of the registration statement.
You may contact Pres ton Brewer at (202) 551 -3969 or me at (202) 551 -3715 with any questions.
Sincerely,
/s/ Jeffr ey P. Riedler
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February 19 , 2015 Via E -mail Eric Schoen Vice President, Finan ce and Chief Accounting Officer Vermillion, Inc. 12117 Bee Caves Road Building Three, Suite 100 Austin, TX 78738 Re: Vermillion, Inc. Registration Statement on Form S -3 Filed February 11, 2015 File No. 333 -202032 Dear Mr. Schoen : We have limited our review of your registra tion statement to the issue we have addressed in the comment below. 1. Please update your financial statements to comply with Rule 8 -08 of Regulation S -X and provide corresponding updated disclosures throughout your filing. We urge all persons who are responsible for the accuracy and adequacy of the disclosure in the filing to be certain that the filing includes the information the Securities Act of 193 3 and all applicable Securities Act rules require. Since the company and its management are in possession of all facts relating to a company’s disclosure, they are responsible for the accuracy and adequacy of the disclosures they have made. Notwithstanding our comment , in the event you request acceleration of the effective date of the pending registration statement please provide a written statement from the company acknowledging that: should the Commission or the staff, acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing; the action of the Commission or the staff, acting pu rsuant to delegated authority, in declaring the filing effective, does not relieve the company from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and Eric Schoen Vermillion , Inc. February 19 , 2015 Page 2 the company may not assert staff comments and the declaration o f effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States. Please refer to Rules 460 and 461 regarding requests for acceleration . We will consider a written request for acceleration of the effective date of the registration statement as confirmation of the fact that those requesting acceleration are aware of their respective responsibilities under the Securities Act of 1933 and the Securities Exchange Act of 1934 as they relate to the proposed public offering of the securities specified in the above registration statement. Please allow adequate time for us to review any amendment prior to the requested effective date of the registration statement. You may contact Pres ton Brewer at (202) 551 -3969 or me at (202) 551 -3715 with any questions. Sincerely, /s/ Jeffr ey P. Riedler Jeffrey P. Riedler Assistant Director cc: Via E -Mail Beth Flaming , Esq. Sidley Austin LLP