SEC Comment Letter for Orgenesis Inc. (ORGS) (CIK 0001460602) (ORGS) — Mar 26, 2020
Orgenesis Inc. (ORGS) (CIK 0001460602)
Date: March 26, 2020 · CIK: 0001460602 · Accession: 0000000000-20-002629
AI Filing Summary & Sentiment
File numbers found in text: 333-237261
Letter
March 25, 2020 Vered Caplan Chief Executive Officer Orgenesis Inc. 20271 Goldenrod Lane Germantown, MD 20876 Re:Orgenesis Inc. Registration Statement on Form S-3 Filed March 18, 2020 File No. 333-237261 Dear Ms. Caplan: We have limited our review of your registration statement to the issue we have addressed in our comment. 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 this comment, we may have additional comments. Registration Statement on Form S-3 filed March 18, 2020 General 1.Please provide updated pro forma financial information for the disposition of Masthercell on February 10, 2020, for fiscal year 2019 in accordance with Item 11(b) of Form S-3. We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. Refer to Rules 460 and 461 regarding requests for acceleration. Please allow adequate time for us to review any amendment prior to the requested effective date of the registration statement.
FirstName LastNameVered Caplan Comapany NameOrgenesis Inc. March 25, 2020 Page 2 FirstName LastName Vered Caplan Orgenesis Inc. March 25, 2020 Page 2 You may contact Jenn Do at 202-551-3743 or Tracey Houser at 202-551-3736 if you have questions regarding comments on the financial statements and related matters. Please contact Jeffrey Gabor at 202-551-2544 or Joe McCann at 202-551-6262 with any other questions. Sincerely, Division of Corporation Finance Office of Life Sciences cc: Jeffrey P. Schultz, Esq.
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March 25, 2020
Vered Caplan
Chief Executive Officer
Orgenesis Inc.
20271 Goldenrod Lane
Germantown, MD 20876
Re:Orgenesis Inc.
Registration Statement on Form S-3
Filed March 18, 2020
File No. 333-237261
Dear Ms. Caplan:
We have limited our review of your registration statement to the issue we have addressed
in our comment.
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 this comment, we may have additional comments.
Registration Statement on Form S-3 filed March 18, 2020
General
1.Please provide updated pro forma financial information for the disposition of Masthercell
on February 10, 2020, for fiscal year 2019 in accordance with Item 11(b) of Form S-3.
We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.
Refer to Rules 460 and 461 regarding requests for acceleration. Please allow adequate
time for us to review any amendment prior to the requested effective date of the registration
statement.
FirstName LastNameVered Caplan
Comapany NameOrgenesis Inc.
March 25, 2020 Page 2
FirstName LastName
Vered Caplan
Orgenesis Inc.
March 25, 2020
Page 2
You may contact Jenn Do at 202-551-3743 or Tracey Houser at 202-551-3736 if you
have questions regarding comments on the financial statements and related matters. Please
contact Jeffrey Gabor at 202-551-2544 or Joe McCann at 202-551-6262 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Life Sciences
cc: Jeffrey P. Schultz, Esq.