SEC Company Response from Cardiff Oncology, Inc. (CRDF) (CIK 0001213037) (CRDF) — May 10, 2019
Cardiff Oncology, Inc. (CRDF) (CIK 0001213037)
Date: May 10, 2019 · CIK: 0001213037 · Accession: 0001104659-19-028658
AI Filing Summary & Sentiment
File numbers found in text: 333-224808, 333-225510
Referenced dates: May 9, 2019
Letter
Division of Corporation Finance Securities and Exchange Commission Attention: Jeffrey Gabor Post-Effective Amendment No. 1 to Form S-1 Filed April 25, 2019 File No. 333-224808
Re: Trovagene, Inc.
Dear Mr. Gabor:
This letter sets forth the response of Trovagene, Inc., a Delaware corporation (the “Company” or “we”), to the comment received from the Staff of the Division of Corporation Finance (the “Staff”) of the Securities and Exchange Commission (the “Commission”) by letter dated May 9, 2019 (“Comments Letter”) concerning the Company’s Post-Effective Amendment No. 1 to Form S-1 (the “Registration Statement”).
Post-Effective Amendment No. 1 to Form S-1
General
1. We note that this post-effective amendment seeks to update the prospectuses included in the Form S-1 (333-224808) initially filed on May 10, 2018, and the Form S-1 (333-225510) filed June 8, 2018 in which you registered a primary offering of Class A units, Class B units, and Common Stock issuable upon the exercise of warrants. Since the initial filings did not register a resale offering, it is inappropriate to add a resale offering by means of a post-effective amendment. Please amend your filing to remove the resale offering.
Response: We have amended Post-Effective Amendment No. 1 to Form S-1 to exclude a resale offering.
* * * *
If you have any further comments and/or questions, please contact me at (212) 634-3067.
Very truly yours,
/s/ Jeffrey Fessler
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CORRESP 1 filename1.htm May 10, 2019 Division of Corporation Finance Securities and Exchange Commission 100 F. Street, NE Washington, DC 20549 Attention: Jeffrey Gabor Re: Trovagene, Inc. Post-Effective Amendment No. 1 to Form S-1 Filed April 25, 2019 File No. 333-224808 Dear Mr. Gabor: This letter sets forth the response of Trovagene, Inc., a Delaware corporation (the “Company” or “we”), to the comment received from the Staff of the Division of Corporation Finance (the “Staff”) of the Securities and Exchange Commission (the “Commission”) by letter dated May 9, 2019 (“Comments Letter”) concerning the Company’s Post-Effective Amendment No. 1 to Form S-1 (the “Registration Statement”). Post-Effective Amendment No. 1 to Form S-1 General 1. We note that this post-effective amendment seeks to update the prospectuses included in the Form S-1 (333-224808) initially filed on May 10, 2018, and the Form S-1 (333-225510) filed June 8, 2018 in which you registered a primary offering of Class A units, Class B units, and Common Stock issuable upon the exercise of warrants. Since the initial filings did not register a resale offering, it is inappropriate to add a resale offering by means of a post-effective amendment. Please amend your filing to remove the resale offering. Response: We have amended Post-Effective Amendment No. 1 to Form S-1 to exclude a resale offering. * * * * If you have any further comments and/or questions, please contact me at (212) 634-3067. Very truly yours, /s/ Jeffrey Fessler 1