SEC Comment Letter for CytoDyn Inc. (CYDY) (CIK 0001175680) (CYDY) — Oct 5, 2018
CytoDyn Inc. (CYDY) (CIK 0001175680)
Date: Oct. 5, 2018 · CIK: 0001175680 · Accession: 0000000000-18-031479
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 000-49908
Letter
October 4, 2018 Nader Z. Pourhassan, Ph.D. President and Chief Executive Officer CytoDyn Inc. 1111 Main Street, Suite 660 Vancouver, Washington 98660 Re:CytoDyn Inc. Preliminary Proxy Statement on Schedule 14A Filed September 7, 2018 Response dated September 24, 2018 File No. 000-49908 Dear Dr. Pourhassan: We have reviewed your response dated September 24, 2018 and have the following comment. Please respond to this comment within ten business days by providing the requested information or advise us as soon as possible when you will respond. If you do not believe our comment applies to your facts and circumstances, please tell us why in your response. After reviewing your response to this comment, we may have additional comments. Response dated September 24, 2018 General 1.As it appears you will acquire substantially all of the assets of ProstaGene, and a presumption exists that a separate entity is a business, it appears that you will acquire a business for purposes of Rule 3-05 of Regulation S-X. Please revise your preliminary proxy statement to provide the disclosure required by Items 11(e), 13 and 14 of Schedule 14A pursuant to Note A of Schedule 14A. We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff.
FirstName LastNameNader Z. Pourhassan, Ph.D. Comapany NameCytoDyn Inc. October 4, 2018 Page 2 FirstName LastName Nader Z. Pourhassan, Ph.D. CytoDyn Inc. October 4, 2018 Page 2
Please contact Irene Paik at 202-551-6553 or Mary Beth Breslin at 202-551-3625 with any questions. Sincerely, Division of Corporation Finance Office of Healthcare & Insurance cc: Steven M. Skolnick - Lowenstein Sandler LLP
Show Raw Text
October 4, 2018
Nader Z. Pourhassan, Ph.D.
President and Chief Executive Officer
CytoDyn Inc.
1111 Main Street, Suite 660
Vancouver, Washington 98660
Re:CytoDyn Inc.
Preliminary Proxy Statement on Schedule 14A
Filed September 7, 2018
Response dated September 24, 2018
File No. 000-49908
Dear Dr. Pourhassan:
We have reviewed your response dated September 24, 2018 and have the following
comment.
Please respond to this comment within ten business days by providing the requested
information or advise us as soon as possible when you will respond. If you do not believe our
comment applies to your facts and circumstances, please tell us why in your response.
After reviewing your response to this comment, we may have additional comments.
Response dated September 24, 2018
General
1.As it appears you will acquire substantially all of the assets of ProstaGene, and a
presumption exists that a separate entity is a business, it appears that you will acquire a
business for purposes of Rule 3-05 of Regulation S-X. Please revise your preliminary
proxy statement to provide the disclosure required by Items 11(e), 13 and 14 of Schedule
14A pursuant to Note A of Schedule 14A.
We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.
FirstName LastNameNader Z. Pourhassan, Ph.D.
Comapany NameCytoDyn Inc.
October 4, 2018 Page 2
FirstName LastName
Nader Z. Pourhassan, Ph.D.
CytoDyn Inc.
October 4, 2018
Page 2
Please contact Irene Paik at 202-551-6553 or Mary Beth Breslin at 202-551-3625 with
any questions.
Sincerely,
Division of Corporation Finance
Office of Healthcare & Insurance
cc: Steven M. Skolnick - Lowenstein Sandler LLP