Correspondence 0001140361-23-003612 from SANUWAVE Health, Inc. (SNWV) (CIK 0001417663) (SNWV)
SANUWAVE Health, Inc. (SNWV) (CIK 0001417663)
Date: Jan. 31, 2023 · CIK: 0001417663 · Accession: 0001140361-23-003612
AI Filing Summary & Sentiment
File numbers found in text: 333-267731
Referenced dates: October 17, 2022
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CORRESP
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filename1.htm
faegredrinker.com
Faegre Drinker Biddle & Reath LLP
2200 Wells Fargo Center
90 S. Seventh Street
Minneapolis, Minnesota 55402
+1 612 766 7000 main
+1 612 766 1600 fax
By EDGAR
January 31, 2023
Benjamin Richie
Jane Park
U.S. Securities and Exchange Commission
Division of Corporation Finance
Office of Industrial Applications and Services
100 F Street, NE
Washington, DC 20549
Re:
SANUWAVE Health, Inc.
Registration Statement on Form S-1 Filed October 4, 2022
File No. 333-267731
Dear Mr. Richie and Ms. Park:
On behalf of SANUWAVE Health, Inc. (the “Company”), we are transmitting the following response of the Company to the comment of the Securities and Exchange Commission’s staff (the
“Staff”) as set forth in the letter of Benjamin Riche and Jane Park, dated October 17, 2022, to the Registration Statement on Form S-1 filed with the Securities and Exchange Commission on October 4, 2022.
The Company is concurrently filing via EDGAR Amendment No. 2 to the Registration Statement on Form S-1 (the “Registration Statement”). The responses herein were provided to this
firm by the Company. In this letter, we have recited the comment from the Staff in italicized, bold type and have followed the comment with the Company’s response in regular type.
Registration Statement on Form S-1
Cover Page
1.
We note that your common stock is quoted on the OTC Pink market and you state that selling stockholders may sell their shares at prevailing market prices. Please note that the OTC Pink market
is not an established public trading market into which a selling stockholder may offer and sell shares at other than a fixed price. Accordingly, please revise your disclosure throughout to disclose a fixed price at which the selling
stockholders will offer and sell shares until your shares are listed on a national securities exchange or quoted on the OTC Bulletin Board, OTCQX, or OTCQB, at which time they may be sold at prevailing market prices. Refer to Item 501(b)(3)
of Regulation S-K.
Company Response: In response to the Staff’s comment, the Registration Statement has been revised to reflect the fact that the Company’s common stock is now
quoted on the OTCQB.
Respectfully,
FAEGRE DRINKER BIDDLE & REATH LLP
/s/ Ben A. Stacke
Ben A. Stacke
Enclosures
cc:
Kevin A. Richardson, II, SANUWAVE Health, Inc.
Toni Rinow, SANUWAVE Health, Inc.