SEC Comment Letter for ADIAL PHARMACEUTICALS, INC. (ADIL) (CIK 0001513525) (AZR) — Jul 3, 2017
ADIAL PHARMACEUTICALS, INC. (ADIL) (CIK 0001513525)
Date: July 3, 2017 · CIK: 0001513525 · Accession: 0000000000-17-023256
AI Filing Summary & Sentiment
Reasoning
Letter
Mail Stop 4546 July 3, 2017 William B. Stilley, III President and Chief Executive Officer Adial Pharmaceuticals, Inc. 204 E. High Street Charlottesville, VA 22902
Re: Adial Pharmaceuticals, Inc. Amendment No. 1 to Draft Registration Statement on Form S-1 Submitted June 21 , 2017 CIK No. 0001513525
Dear Mr. Stilley:
We have reviewed your amended draft registration statement and have the following comment.
Please respond to this letter by providing the requested information and either submitting an amended draft registration statement or publicly filing your registration statement on EDGAR. 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 the information you provide in response to this comment and your amended draft registration statement or filed registration statement, we may have additional comments.
Exhibits
1. Please file the following agreements as exhib its to the registration statement or explain why each one is not required to be filed pursuant to Regulation S -K, Item 601: The agreement, referenced on page F -26, governing the consulting services provided to you by your Board Chairman; The April 25, 2016 consulting agreement with your Chief Operating/Chief Financial Officer, referenced on page F -31; The October 27, 2016 consulting agreement, referenced on page F -31; and Your Performance Bonus Plan, referenced on page F -30 and elsewhere in the prospectus.
William B. Stilley Adial Pharmaceuticals, Inc. July 3 , 2017 Page 2
For additional guidance, as applicable, please refer to Compliance Disclosure Interpretations, Regulation S -K, Q. 146.04.
You may contact Rolf Sundwall at (202) 551 -3105 or Angela Connell at (202) 551 -3426 if you have questions regarding comments on the f inancial statements and related matters. Please contact Jeffrey Gabor at (202) 551 -2544 or Joseph McCann at (202) 551 -6262 with any other questions.
Sincerely,
/s/ Joseph McCann for
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Mail Stop 4546 July 3, 2017 William B. Stilley, III President and Chief Executive Officer Adial Pharmaceuticals, Inc. 204 E. High Street Charlottesville, VA 22902 Re: Adial Pharmaceuticals, Inc. Amendment No. 1 to Draft Registration Statement on Form S-1 Submitted June 21 , 2017 CIK No. 0001513525 Dear Mr. Stilley: We have reviewed your amended draft registration statement and have the following comment. Please respond to this letter by providing the requested information and either submitting an amended draft registration statement or publicly filing your registration statement on EDGAR. 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 the information you provide in response to this comment and your amended draft registration statement or filed registration statement, we may have additional comments. Exhibits 1. Please file the following agreements as exhib its to the registration statement or explain why each one is not required to be filed pursuant to Regulation S -K, Item 601: The agreement, referenced on page F -26, governing the consulting services provided to you by your Board Chairman; The April 25, 2016 consulting agreement with your Chief Operating/Chief Financial Officer, referenced on page F -31; The October 27, 2016 consulting agreement, referenced on page F -31; and Your Performance Bonus Plan, referenced on page F -30 and elsewhere in the prospectus. William B. Stilley Adial Pharmaceuticals, Inc. July 3 , 2017 Page 2 For additional guidance, as applicable, please refer to Compliance Disclosure Interpretations, Regulation S -K, Q. 146.04. You may contact Rolf Sundwall at (202) 551 -3105 or Angela Connell at (202) 551 -3426 if you have questions regarding comments on the f inancial statements and related matters. Please contact Jeffrey Gabor at (202) 551 -2544 or Joseph McCann at (202) 551 -6262 with any other questions. Sincerely, /s/ Joseph McCann for Suzanne Hayes Assistant Director Office of Healthcare & Insurance cc: Leslie Marlow, Esq. Gracin & Marlow, LLP