SEC Comment Letter for Cryoport, Inc. (CYRX) (CIK 0001124524) (CYRX) — Jan 14, 2008
Cryoport, Inc. (CYRX) (CIK 0001124524)
Date: Jan. 14, 2008 · CIK: 0001124524 · Accession: 0000000000-08-002363
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-147300
Referenced dates: December 9, 2007
Letter
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 DIVISION OF CORPORATION FINANCE Mail Stop 7010 January 14, 2008 Peter Berry Chief Executive Officer CryoPort, Inc. 20382 Barents Sea Circle Lake Forest, CA 92630
Re: CryoPort, Inc. Amendment No. 1 to Registration Statement on Form SB-2 Filed December 20, 2007 File No. 333-147300
Dear Mr. Berry:
We have limited our review of your filing to those issues we have addressed in our comments. General
1. We note your response to comment 9 in our letter dated December 9, 2007. Please disclose whether any of the selling shareholders have an existing short position in the company’s common stock and, if any of the selling shareholders have any existing short position in the company’s stock, the following additional information: o the date on which each such selling shareholder entered into that short position; and o the relationship of the date on which each such selling shareholder entered into that short position to the date of the announcement of the convertible note transaction and the filing of the registration statement (e.g., before or after the announcement of the convertible note transaction, before the filing or after the filing of the registration statement, etc.). Exhibit 5.1 – Legal Opinion
2. As previously requested, please delete the language “under the laws of the State of Nevada” in the penultimate paragraph since it implies that the shares will only be fully paid and non-assessable in Nevada.
Peter Berry CryoPort, Inc. January 14, 2008 Page 2 As appropriate, please amend your registration statement in response to these comments. Please contact Brigitte Lippmann at (202) 551- 3713 or me at (202) 551-3760 if you have any questions.
S i n c e r e l y , Pamela Long A s s i s t a n t D i r e c t o r cc: Louis A. Brilleman, Esq. Sichenzia Ross Friedman Ference LLP 61 Broadway New York, NY 10006
Show Raw Text
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
DIVISION OF
CORPORATION FINANCE
Mail Stop 7010
January 14, 2008
Peter Berry
Chief Executive Officer CryoPort, Inc. 20382 Barents Sea Circle Lake Forest, CA 92630
Re: CryoPort, Inc. Amendment No. 1 to Registration Statement on Form SB-2
Filed December 20, 2007 File No. 333-147300
Dear Mr. Berry:
We have limited our review of your filing to those issues we have addressed in our
comments. General
1. We note your response to comment 9 in our letter dated December 9, 2007. Please disclose whether any of the selling shareholders have an existing
short position in the
company’s common stock and, if any of the selling shareholders have any existing short position in the company’s stock, the following additional information:
o the date on which each such selling shareholder entered into that short position; and
o the relationship of the date on which each such selling shareholder entered into that short position to the date of the announcement of the convertible note transaction and the filing of the registration statement (e.g., before or after the announcement of the convertible note
transaction, before the filing or after the filing of the registration statement, etc.).
Exhibit 5.1 – Legal Opinion
2. As previously requested, please delete the language “under the laws of the State of Nevada” in the penultimate paragraph since it implies that the shares will only be fully paid and non-assessable in Nevada.
Peter Berry
CryoPort, Inc. January 14, 2008 Page 2 As appropriate, please amend your registration statement in response to these comments. Please contact Brigitte Lippmann at (202) 551- 3713 or me at (202) 551-3760 if you have any
questions.
S i n c e r e l y , Pamela Long
A s s i s t a n t D i r e c t o r cc: Louis A. Brilleman, Esq. Sichenzia Ross Friedman Ference LLP 61 Broadway New York, NY 10006