SEC Company Response from CNBX Pharmaceuticals (CNBX) — Apr 7, 2017
CNBX Pharmaceuticals Inc.
Date: April 7, 2017 · CIK: 0001343009 · Accession: 0001683168-17-000841
AI Filing Summary & Sentiment
File numbers found in text: 333-216845
Referenced dates: April 5, 2017
Letter
VIA EDGAR Division of Corporation Finance Office of Healthcare and Insurance Securities and Exchange Commission Re: Cannabics Pharmaceuticals, Inc. Registration Statement on Form S-3 - Amendment No. 1 Originally Filed March 21, File No. 333-216845
Dear Sirs:
Cannabics Pharmaceuticals, Inc. (“Cannabics” or the "Company") acknowledges receipt of the letter dated April 5, 2017 (the "Staff Letter") from the staff (the "Staff") of the Division of Corporation Finance of the United States Securities and Exchange Commission (the "SEC"). Per the instructions in your letter, we have amended our Registration Statement on Form S-3 (the "Amended Draft") and have tracked all changes in the edgarized document for ease of review. The following is an item-by-item response to the Staff’s comments.
We appreciate the Staff's comments as well as the opportunity this process provides to improve the content of our SEC filings. Where we agree to make requested revisions to our disclosures in future filings with the SEC, such agreement and any such revisions to disclosures made in future filings should not be taken as an admission that prior disclosures were in any way deficient. We have noted in our responses below the disclosures that we anticipate will be affected by this internal review process insofar as they may be applicable to the Staff's comments. Any changes in our future SEC filings made as a result of this review process should not be taken as an admission that prior disclosures were in any way deficient.
We acknowledge that Cannabics is responsible for the adequacy and accuracy of the disclosure in its filing and that Staff comments or changes to disclosures in response to Staff comments do not foreclose the SEC from taking any action with respect to the filing. We also represent that we will not assert Staff comments as a defense in any proceeding initiated by the SEC or any person under the federal securities laws of the United States.
Set forth below are the Staff's comments contained in the Staff Letter (in bold face type) followed by our responses.
Incorporation of Certain Information by Reference, page 13
1. Please incorporate by reference your Form 8-K filed December 13, 2016.
Response: Revised. We have revised our Form S-3 to incorporate by reference our Form 8-K filed on December 13, 2016.
General
2. Please provide the signature of your controller or principal accounting officer. If Mr. Ben-Or is signing in this capacity, please revise his signature line accordingly.
Response: Revised. Mr. Ben-Or is the principal accounting officer of the Company, and we have revised his signature line accordingly.
* * *
We trust that the responses provided above address the issues raised in the Staff Letter. If you have any questions or require further clarification, please do not hesitate to contact us at Tel: +972-549-487-653.
Sincerely,
/s/ Itamar
Borochov
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Cannabics Pharmaceuticals, Inc.
#3 Bethesda Metro Center
Suite 700
Bethesda, MD 20814
April 7, 2017
VIA EDGAR
Division of Corporation Finance
Office of Healthcare and Insurance
Securities and Exchange Commission
Washington DC 20549
Re: Cannabics Pharmaceuticals, Inc.
Registration Statement on Form
S-3 - Amendment No. 1
Originally Filed March 21,
2017
File No.
333-216845
Dear Sirs:
Cannabics Pharmaceuticals,
Inc. (“Cannabics” or the "Company") acknowledges receipt of the letter dated April 5, 2017 (the "Staff
Letter") from the staff (the "Staff") of the Division of Corporation Finance of the United States Securities and
Exchange Commission (the "SEC"). Per the instructions in your letter, we have amended our Registration Statement on Form
S-3 (the "Amended Draft") and have tracked all changes in the edgarized document for ease of review. The following is
an item-by-item response to the Staff’s comments.
We appreciate the Staff's comments as well
as the opportunity this process provides to improve the content of our SEC filings. Where we agree to make requested revisions
to our disclosures in future filings with the SEC, such agreement and any such revisions to disclosures made in future filings
should not be taken as an admission that prior disclosures were in any way deficient. We have noted in our responses below the
disclosures that we anticipate will be affected by this internal review process insofar as they may be applicable to the Staff's
comments. Any changes in our future SEC filings made as a result of this review process should not be taken as an admission that
prior disclosures were in any way deficient.
We acknowledge that Cannabics
is responsible for the adequacy and accuracy of the disclosure in its filing and that Staff comments or changes to disclosures
in response to Staff comments do not foreclose the SEC from taking any action with respect to the filing. We also represent that
we will not assert Staff comments as a defense in any proceeding initiated by the SEC or any person under the federal securities
laws of the United States.
Set forth below are the Staff's comments
contained in the Staff Letter (in bold face type) followed by our responses.
Incorporation of Certain Information by
Reference, page 13
1. Please
incorporate by reference your Form 8-K filed December 13, 2016.
Response:
Revised. We have revised our Form S-3 to incorporate by reference our Form 8-K filed on December 13, 2016.
General
2. Please provide the signature of your controller or principal accounting officer. If Mr. Ben-Or is signing in this capacity,
please revise his signature line accordingly.
Response:
Revised. Mr. Ben-Or is the principal accounting officer of the Company, and we have revised his signature line accordingly.
* * *
We trust that the responses provided above
address the issues raised in the Staff Letter. If you have any questions or require further clarification, please do not hesitate
to contact us at Tel: +972-549-487-653.
Sincerely,
/s/ Itamar
Borochov
Chief Executive Officer
VIA EDGAR