SEC Company Response from Nuwellis, Inc. (NUWE) (CIK 0001506492) (NUWE) — Feb 13, 2013
Nuwellis, Inc. (NUWE) (CIK 0001506492)
Date: Feb. 13, 2013 · CIK: 0001506492 · Accession: 0001104659-13-009871
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-186259
Letter
VIA EDGAR Securities and Exchange Commission Division of Corporation Finance Attention: Russell Mancuso, Legal Branch Chief File No. 333-186259 Acceleration Request Requested Date: February 13, 2013 Requested Time: 4:00 P.M. Eastern Time
Dear Mr. Mancuso and Mr. Buchmiller:
Pursuant to Rule 461 under the Securities Act of 1933, as amended, Sunshine Heart, Inc., a Delaware corporation (the “Company”), hereby requests that the above-referenced Registration Statement on Form S-l (File No. 333-186259) (the “Registration Statement”) be declared effective at the “Requested Date” and “Requested Time” set forth above or at such later time as the Company or its counsel may orally request via telephone call to the staff (the “Staff”) of the Division of Corporation Finance of the Securities and Exchange Commission (the “Commission”) (the “Registration Statement Acceleration Request”). Once the Registration Statement has been declared effective, please orally confirm that event with our counsel, Honigman Miller Schwartz and Cohn LLP, by calling Phillip D. Torrence at (269) 337-7702.
In connection with the Registration Statement Acceleration Request, the Company hereby acknowledges that:
· should the Commission or the Staff, acting pursuant to delegated authority, declare the Registration Statement on Form S-l effective, it does not foreclose the Commission from taking any action with respect to the Registration Statement on
Form S-l;
· the action of the Commission or the Staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the Company from its full responsibility for the adequacy and accuracy of the disclosure in the Registration Statement on Form S-l; and
· the Company may not assert Staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.
Sincerely,
/S/ JEFFREY MATHIESEN
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CORRESP 1 filename1.htm 12988 VALLEY VIEW ROAD EDEN PRAIRIE, MN 55344 February 13, 2013 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street N.E. Washington, D.C. 20549 Mail Stop 4561 Attention: Russell Mancuso, Legal Branch Chief Tim Buchmiller, Senior Attorney Re: Sunshine Heart, Inc. Registration Statement on Form S-1 filed February 13, 2013 File No. 333-186259 Acceleration Request Requested Date: February 13, 2013 Requested Time: 4:00 P.M. Eastern Time Dear Mr. Mancuso and Mr. Buchmiller: Pursuant to Rule 461 under the Securities Act of 1933, as amended, Sunshine Heart, Inc., a Delaware corporation (the “Company”), hereby requests that the above-referenced Registration Statement on Form S-l (File No. 333-186259) (the “Registration Statement”) be declared effective at the “Requested Date” and “Requested Time” set forth above or at such later time as the Company or its counsel may orally request via telephone call to the staff (the “Staff”) of the Division of Corporation Finance of the Securities and Exchange Commission (the “Commission”) (the “Registration Statement Acceleration Request”). Once the Registration Statement has been declared effective, please orally confirm that event with our counsel, Honigman Miller Schwartz and Cohn LLP, by calling Phillip D. Torrence at (269) 337-7702. In connection with the Registration Statement Acceleration Request, the Company hereby acknowledges that: · should the Commission or the Staff, acting pursuant to delegated authority, declare the Registration Statement on Form S-l effective, it does not foreclose the Commission from taking any action with respect to the Registration Statement on Form S-l; · the action of the Commission or the Staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the Company from its full responsibility for the adequacy and accuracy of the disclosure in the Registration Statement on Form S-l; and · the Company may not assert Staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States. Sincerely, /S/ JEFFREY MATHIESEN Jeffrey Mathiesen Chief Financial Officer Sunshine Heart, Inc. cc: David A. Rosa, Sunshine Heart, Inc. Phillip D. Torrence, Honigman Miller Schwartz and Cohn LLP Jeffrey Kuras, Honigman Miller Schwartz and Cohn LLP 2