SEC Comment Letter for CAPRICOR THERAPEUTICS, INC. (CAPR) (CIK 0001133869) (CAPR) — Aug 1, 2011
CAPRICOR THERAPEUTICS, INC. (CAPR) (CIK 0001133869)
Date: Aug. 1, 2011 · CIK: 0001133869 · Accession: 0000000000-11-046478
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File numbers found in text: 333-175726
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August 1, 2011 Via E-mail Daron Evans Chief Financial Officer Nile Therapeutics, Inc. 4 West 4th Street, Suite 400 San Mateo, CA 94402 Re: Nile Therapeutics, Inc. Registration Statement on Form S-1 Filed July 22, 2011 File No. 333-175726 Dear Mr. Evans: We have limited our review of your registrati on statement to the issue we have addressed in the following comment. We note that you have a pending confidential tr eatment request. Please be advised that we will not be in a position to consider a re quest for acceleration of effectiveness of the registration statement until we resolve all issues concerning the confidential treatment request. We urge all persons who are responsible for th e accuracy and adequacy of the disclosure in the filing to be certain that the filing incl udes the information the Securities Act of 1933 and all applicable Securities Act rules require. Since the company and its management are in possession of all facts relating to a company’s disc losure, they are responsible for the accuracy and adequacy of the disclosures they have made. Notwithstanding our comments, in the event you request acceleration of the effective date of the pending registration statement please pr ovide a written statement from the company acknowledging that: should the Commission or the staff, acting purs uant to delegated authority, declare the filing effective, it does not foreclose the Co mmission from taking any action with respect to the filing; 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 filing; and Daron Evans Nile Therapeutics, Inc. August 1, 2011 Page 2 the company may not assert staff comments a nd 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. Please refer to Rules 460 and 461 regarding re quests for acceleration. We will consider a written request for acceleration of the effective date of the regi stration statement as confirmation of the fact that those reques ting acceleration are aware of thei r respective responsibilities under the Securities Act of 1933 and the Securities Excha nge Act of 1934 as they relate to the proposed public offering of the securities specified in th e above registration stat ement. Please allow adequate time for us to review any amendment prior to the requested effective date of the registration statement. Please contact Karen Ubell, Staff Attorne y, at (202) 551-3873 or me at (202) 551-3715 with any questions. Sincerely, /s/ Jeffrey Riedler Jeffrey Riedler Assistant Director