SEC Company Response from Atomera Inc (ATOM) (CIK 0001420520) (ATOM) — Sep 19, 2017
Atomera Inc (ATOM) (CIK 0001420520)
Date: Sept. 19, 2017 · CIK: 0001420520 · Accession: 0001683168-17-002417
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-219782
Referenced dates: August 29, 2017
Letter
Via Edgar Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, DC 20549 Attn: Russell Mancuso Re: Atomera Incorporated Registration Statement on Form S-3 (SEC File No. 333-219782) Filed August 8, 2017
Dear Mr. Mancuso:
On behalf of our client, Atomera Incorporated, a Delaware corporation (the “Company”), we are responding to the comment letter issued by the staff of the Commission (the “Staff”) to Scott A. Bibaud, Chief Executive Officer of the Company, dated August 29, 2017 on the above-referenced Registration Statement on Form S-3 (“Registration Statement”). Concurrent with the filing of this letter, the Company is filing with the Commission an Amendment No. 1 to the Registration Statement (“Amendment”).
The Amendment has been prepared in response to Staff’s comment letter dated August 29, 2017, the text of which we have incorporated into this response letter for convenience.
Staff Comment and Company Response
General
1. Provide us your analysis of how you comply with the requirement in General Instruction I.A.3 of Form S-3. For guidance, see the Division of Corporation Finance’s Securities Act Forms Compliance and Disclosure Interpretation 115.06
Response: It is our understanding that the Staff has withdrawn the comment based on the fact that the Registration Statement will not be declared effective prior to August 31, 2017.
Calculation of Registration Fee
2. Please revise the table to include the units being offered. In this regard, we note your disclosure on page 3 that you may offer units.
Response: The requested change has been made.
The Company has endeavored to fully respond to the Staff's comments set forth in its letter dated August 29, 2017. Thank you in advance for your review. Please contact the undersigned with any questions or comments at (949) 732-6557.
Very truly yours,
/s/ Daniel K. Donahue
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CORRESP
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GREENBERG TRAURIG, LLP
3161 Michelson Drive, Suite 1000
Irvine, California 92612
(949) 732-6500
Daniel K. Donahue
Tel 949.732.6500
Fax 949.732.6501
donahued@gtlaw.com
September 19, 2017
Via Edgar
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, DC 20549
Attn: Russell Mancuso
Re: Atomera Incorporated
Registration Statement on Form S-3 (SEC File No. 333-219782)
Filed August 8, 2017
Dear Mr. Mancuso:
On behalf of our client,
Atomera Incorporated, a Delaware corporation (the “Company”), we are responding to the comment letter
issued by the staff of the Commission (the “Staff”) to Scott A. Bibaud, Chief Executive Officer
of the Company, dated August 29, 2017 on the above-referenced Registration Statement on Form S-3 (“Registration Statement”).
Concurrent with the filing of this letter, the Company is filing with the Commission an Amendment No. 1 to the Registration Statement
(“Amendment”).
The Amendment has been
prepared in response to Staff’s comment letter dated August 29, 2017, the text of which we have incorporated into this response
letter for convenience.
Staff Comment and Company Response
General
1. Provide us your analysis of how you comply with the requirement in General Instruction I.A.3
of Form S-3. For guidance, see the Division of Corporation Finance’s Securities Act Forms Compliance and Disclosure Interpretation
115.06
Response: It is our understanding that
the Staff has withdrawn the comment based on the fact that the Registration Statement will not be declared effective prior to August
31, 2017.
Calculation of Registration Fee
2. Please revise the table to include the units being offered. In this regard, we note your
disclosure on page 3 that you may offer units.
Response: The requested change has been
made.
The Company has endeavored
to fully respond to the Staff's comments set forth in its letter dated August 29, 2017. Thank you in advance for your review. Please
contact the undersigned with any questions or comments at (949) 732-6557.
Very truly yours,
/s/ Daniel K. Donahue
Daniel K. Donahue
cc:
Atomera Incorporated
Marcum, LLP