SEC Company Response from AIxCrypto Holdings, Inc. (AIXC) (CIK 0001460702) (FFR) — Jan 19, 2016
AIxCrypto Holdings, Inc. (AIXC) (CIK 0001460702)
Date: Jan. 19, 2016 · CIK: 0001460702 · Accession: 0001493152-16-006849
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-208818
Referenced dates: January 12, 2016
Letter
VIA EDGAR Securities and Exchange Commission Division of Corporation Finance Attn: Ms. Mary Beth Breslin Re: Ritter Pharmaceuticals, Inc. Registration Statement on Form S-1 (File No. 333-208818) filed December 31, 2015 CIK No. 0001460702
Dear Ms. Breslin:
On behalf of our client, Ritter Pharmaceuticals, Inc. (the “Company”), we submit this letter in response to a comment from the staff (the “Staff”) of the Securities and Exchange Commission contained in its letter dated January 12, 2016 (the “Comment Letter”), relating to the above-referenced Registration Statement on Form S-1. We are concurrently filing via EDGAR this letter and Amendment No. 1 to the Registration Statement.
Set forth below in bold is the comment contained in the Comment Letter. For your convenience, the numbered paragraph below corresponds to the numbered comment in the Staff’s Comment Letter and includes the caption used in the Comment Letter. Immediately following the comment is the Company’s response to the comment.
Executive and Director Compensation, page 90
1.
Please update the disclosure required by Regulation S-K Item 402 for your recently completed fiscal year ended December 31, 2015. For guidance, refer to the Regulation S- K Compliance and Disclosure Interpretation 217.11, available on the Commission’s website.
The Company acknowledges the Staff’s comment and respectfully advises the Staff that it has updated the disclosure required by Regulation S-K Item 402 for its most recently completed fiscal year ended December 31, 2015.
NEW YORK ¨ LONDON ¨ HONG KONG ¨ CHICAGO ¨ WASHINGTON, D.C. ¨ BEIJING ¨ PARIS ¨ LOS ANGELES ¨ SAN FRANCISCO ¨ PHILADELPHIA ¨ SHANGHAI ¨ PITTSBURGH ¨ HOUSTON SINGAPORE ¨ MUNICH ¨ ABU DHABI ¨ PRINCETON ¨ NORTHERN VIRGINIA ¨ WILMINGTON ¨ SILICON VALLEY ¨ DUBAI ¨ CENTURY CITY ¨ RICHMOND ¨ GREECE ¨KAZAKHSTAN
Securities and Exchange Commission
January 19, 2016
Page
If it would expedite the review of the information provided herein, please do not hesitate to call me at (415) 659-5943, or, in my absence, Michael Sanders at (310) 734-5232, or Wendy Grasso at (212) 549-0216.
Sincerely,
/s/
David T. Mittelman
Show Raw Text
CORRESP
1
filename1.htm
CORRESPONDENCE
101
Second Street, Suite 1800
San Francisco, CA 94105-3659
+1
415 543 8700
Fax
+1 415 391 8269
reedsmith.com
January
19, 2016
VIA
EDGAR
Securities
and Exchange Commission
Division
of Corporation Finance
100
F Street, N.E.
Washington,
D.C. 20549
Attn:
Ms. Mary Beth Breslin
Re:
Ritter
Pharmaceuticals, Inc.
Registration
Statement on Form S-1 (File No. 333-208818) filed December 31, 2015
CIK
No. 0001460702
Dear
Ms. Breslin:
On
behalf of our client, Ritter Pharmaceuticals, Inc. (the “Company”), we submit this letter in response to a comment
from the staff (the “Staff”) of the Securities and Exchange Commission contained in its letter dated January 12, 2016
(the “Comment Letter”), relating to the above-referenced Registration Statement on Form S-1. We are concurrently filing
via EDGAR this letter and Amendment No. 1 to the Registration Statement.
Set
forth below in bold is the comment contained in the Comment Letter. For your convenience, the numbered paragraph below corresponds
to the numbered comment in the Staff’s Comment Letter and includes the caption used in the Comment Letter. Immediately following
the comment is the Company’s response to the comment.
Executive
and Director Compensation, page 90
1.
Please
update the disclosure required by Regulation S-K Item 402 for your recently completed fiscal year ended December 31, 2015.
For guidance, refer to the Regulation S- K Compliance and Disclosure Interpretation 217.11, available on the Commission’s
website.
The
Company acknowledges the Staff’s comment and respectfully advises the Staff that it has updated the disclosure required
by Regulation S-K Item 402 for its most recently completed fiscal year ended December 31, 2015.
NEW
YORK ¨
LONDON ¨ HONG KONG
¨ CHICAGO ¨
WASHINGTON, D.C. ¨
BEIJING ¨
PARIS ¨ LOS ANGELES
¨ SAN FRANCISCO
¨ PHILADELPHIA ¨
SHANGHAI ¨
PITTSBURGH ¨ HOUSTON
SINGAPORE ¨ MUNICH
¨ ABU DHABI ¨
PRINCETON ¨
NORTHERN VIRGINIA ¨
WILMINGTON ¨ SILICON
VALLEY ¨ DUBAI ¨
CENTURY CITY ¨
RICHMOND ¨ GREECE
¨KAZAKHSTAN
Securities
and Exchange Commission
January
19, 2016
Page
2
If
it would expedite the review of the information provided herein, please do not hesitate to call me at (415) 659-5943, or, in my
absence, Michael Sanders at (310) 734-5232, or Wendy Grasso at (212) 549-0216.
Sincerely,
/s/
David T. Mittelman
David
T. Mittelman
cc:
Michael D. Step, CEO of Ritter Pharmaceuticals, Inc.