SEC Comment Letter for CytoDyn Inc. (CYDY) (CIK 0001175680) (CYDY) — Feb 12, 2016
CytoDyn Inc. (CYDY) (CIK 0001175680)
Date: Feb. 12, 2016 · CIK: 0001175680 · Accession: 0000000000-16-064883
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-209350
Letter
Mail Stop 4720 February 12, 2016 Nader Pourhassan , Ph.D. President and Chief Executive Officer CytoDyn Inc. 1111 Main Street, Suite 660 Vancouver, Washington 98660
Re: CytoDyn Inc. Registration Statement on Form S-1 Filed February 3, 2016 File No. 333-209350
Dear Dr. Pourhassan :
This is to advise you that we have not reviewed and will not review your registration statement .
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.
In the event you request acceleration of the effective date of the pending regist ration 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 wit h 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 th e filing; 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.
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
Nader Pourhassan , Ph.D. CytoDyn Inc. February 12, 2016 Page 2
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 registered securities .
You may contact Scot Foley at (202) 551 -3383 or Mary Beth Breslin at (202) 551 -3625 with any questions.
Sincerely,
/s/ Mary Beth Breslin for
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Mail Stop 4720 February 12, 2016 Nader Pourhassan , Ph.D. President and Chief Executive Officer CytoDyn Inc. 1111 Main Street, Suite 660 Vancouver, Washington 98660 Re: CytoDyn Inc. Registration Statement on Form S-1 Filed February 3, 2016 File No. 333-209350 Dear Dr. Pourhassan : This is to advise you that we have not reviewed and will not review your registration statement . 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. In the event you request acceleration of the effective date of the pending regist ration 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 wit h 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 th e filing; 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. 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 Nader Pourhassan , Ph.D. CytoDyn Inc. February 12, 2016 Page 2 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 registered securities . You may contact Scot Foley at (202) 551 -3383 or Mary Beth Breslin at (202) 551 -3625 with any questions. Sincerely, /s/ Mary Beth Breslin for Suzanne Hayes Assistant Director Office of Healthcare and Insurance cc: Michael J. Lerner, Esq.