SEC Comment Letter 0000000000-22-013973 to OPGEN INC (OPGN) (CIK 0001293818) (OPGN)
OPGEN INC (OPGN) (CIK 0001293818)
Date: Dec. 29, 2022 · CIK: 0001293818 · Accession: 0000000000-22-013973
AI Filing Summary & Sentiment
File numbers found in text: 333-268648
Letter
United States securities and exchange commission logo December 29, 2022 Oliver Schacht Chief Executive Officer OpGen, Inc. 9717 Key West Avenue, Suite 100 Rockville, MD 20850 Re:OpGen, Inc. Registration Statement on Form S-1 Response dated December 21, 2022 File No. 333-268648 Dear Oliver Schacht: We have reviewed your amended registration statement and have the following comment. In some of our comments, we may ask you to provide us with information so we may better understand your disclosure. Please respond to this letter by amending your registration statement and providing the requested information. If you do not believe our comment applies to your facts and circumstances or do not believe an amendment is appropriate, please tell us why in your response. After reviewing any amendment to your registration statement and the information you provide in response to the comment, we may have additional comments. Unless we note otherwise, our references to the prior comment is to the comment in our December 21, 2022 letter. Registration Statement on Form S-1 filed December 21, 2022 General 1.We acknowledge your response to our prior comment, including your proposed revised disclosure. Please expand your proposed revised disclosure regarding the disparate rights to also explain other types of material provisions covered by the purchase agreement, such as your representations and other types of covenants. In addition, please add other appropriate disclosures in the prospectus explaining this potential difference in rights, including a risk factor.
FirstName LastNameOliver Schacht Comapany NameOpGen, Inc. December 29, 2022 Page 2 FirstName LastName Oliver Schacht OpGen, Inc. December 29, 2022 Page 2 Please contact Sean Healy at 202-551-5586 or Dorrie Yale at 202-551-8776 with any questions. Sincerely, Division of Corporation Finance Office of Industrial Applications and Services cc: Peter Jaslow, Esq.
Show Raw Text
United States securities and exchange commission logo
December 29, 2022
Oliver Schacht
Chief Executive Officer
OpGen, Inc.
9717 Key West Avenue, Suite 100
Rockville, MD 20850
Re:OpGen, Inc.
Registration Statement on Form S-1
Response dated December 21, 2022
File No. 333-268648
Dear Oliver Schacht:
We have reviewed your amended registration statement and have the following
comment. In some of our comments, we may ask you to provide us with information so we may
better understand your disclosure.
Please respond to this letter by amending your registration statement and providing the
requested information. If you do not believe our comment applies to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.
After reviewing any amendment to your registration statement and the information you
provide in response to the comment, we may have additional comments. Unless we note
otherwise, our references to the prior comment is to the comment in our December 21, 2022
letter.
Registration Statement on Form S-1 filed December 21, 2022
General
1.We acknowledge your response to our prior comment, including your proposed revised
disclosure. Please expand your proposed revised disclosure regarding the disparate rights
to also explain other types of material provisions covered by the purchase agreement, such
as your representations and other types of covenants. In addition, please add other
appropriate disclosures in the prospectus explaining this potential difference in rights,
including a risk factor.
FirstName LastNameOliver Schacht
Comapany NameOpGen, Inc.
December 29, 2022 Page 2
FirstName LastName
Oliver Schacht
OpGen, Inc.
December 29, 2022
Page 2
Please contact Sean Healy at 202-551-5586 or Dorrie Yale at 202-551-8776 with any
questions.
Sincerely,
Division of Corporation Finance
Office of Industrial Applications and
Services
cc: Peter Jaslow, Esq.