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SEC Company Response from VirnetX Holding (VHC) — Aug 31, 2015

VirnetX Holding Corp
Date: Aug. 31, 2015 · CIK: 0001082324 · Accession: 0001140361-15-033919

AI Filing Summary & Sentiment

File numbers found in text: 333-206497

Date
August 31, 2015
Author
/s/ Kendall Larsen
Form
CORRESP
Company
VirnetX Holding Corp

Letter

August 31, 2015

VIA EDGAR

Division of Corporation Finance

U.S. Securities & Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

Attention:

Mark P. Shuman

Barbara C. Jacobs

Matthew Crispino

Re:

VirnetX Holding Corporation

Registration Statement on Form S-3

File No. 333-206497

Acceleration Request

Requested Date:

September 2, 2015

Requested Time:

4:00 P.M. Eastern Time

Ladies and Gentlemen:

Pursuant to Rule 461 under the Securities Act of 1933, as amended, VirnetX Holding Corporation (the “Company”) hereby requests that the above-referenced Registration Statement on Form S-3 (File No. 333-206497) (the “Registration Statement”) be declared effective at the “Requested Date” and “Requested Time” set forth above or at such later time as the Company or its counsel may orally request via telephone call to the staff (the “Staff”) of the Division of Corporation Finance of the Securities and Exchange Commission (the “Commission”). Once the Registration Statement has been declared effective, please orally confirm that event with our counsel, Wilson Sonsini Goodrich & Rosati, Professional Corporation, by calling Bradley L. Finkelstein at (650) 565-3514.

In connection with the acceleration request, the Company hereby acknowledges that:

· should the Commission or the Staff, acting pursuant to delegated authority, declare the Registration Statement effective, it does not foreclose the Commission from taking any action with respect to the Registration Statement;

· the action of the Commission or the Staff, acting pursuant 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 Registration Statement; and

· the Company may not assert Staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

* * * *

Sincerely,
VIRNETX HOLDING CORPORATION

Show Raw Text
CORRESP
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August 31, 2015

VIA EDGAR

Division of Corporation Finance

U.S. Securities & Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

Attention:

Mark P. Shuman

Barbara C. Jacobs

Matthew Crispino

Re:

VirnetX Holding Corporation

Registration Statement on Form S-3

 File No. 333-206497

Acceleration Request

Requested Date:

September 2, 2015

Requested Time:

4:00 P.M. Eastern Time

Ladies and Gentlemen:

Pursuant to Rule 461 under the Securities Act of 1933, as amended, VirnetX Holding Corporation (the “Company”) hereby requests that the above-referenced Registration Statement on Form S-3 (File No. 333-206497) (the “Registration Statement”) be declared effective at the “Requested Date” and “Requested Time” set forth above or at such later time as the Company or its counsel may orally request via telephone call to the staff (the “Staff”) of the Division of Corporation Finance of the Securities and Exchange Commission (the “Commission”).  Once the Registration Statement has been declared effective, please orally confirm that event with our counsel, Wilson Sonsini Goodrich & Rosati, Professional Corporation, by calling Bradley L. Finkelstein at (650) 565-3514.

In connection with the acceleration request, the Company hereby acknowledges that:

·
should the Commission or the Staff, acting pursuant to delegated authority, declare the Registration Statement effective, it does not foreclose the Commission from taking any action with respect to the Registration Statement;

·
the action of the Commission or the Staff, acting pursuant 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 Registration Statement; and

·
the Company may not assert Staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

* * * *

Sincerely,

VIRNETX HOLDING CORPORATION

/s/ Kendall Larsen

Kendall Larsen

Chief Executive Officer

cc:
Bradley L. Finkelstein, Wilson Sonsini Goodrich & Rosati, Professional Corporation