Correspondence 0001213900-24-086767 from Sphere 3D Corp. (ANY)
Sphere 3D Corp.
Date: Oct. 10, 2024 · CIK: 0001591956 · Accession: 0001213900-24-086767
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-269663
Letter
Sphere 3D Corp.
895 Don Mills Road, Bldg. 2, Suite 900
Toronto, Ontario, Canada, M3C 1W3
October 10, 2024
VIA EDGAR
Lulu Cheng
Eric Envall
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Re: Sphere 3D Corp.
Registration Statement on Form S-3
File No. 333-269663
Ladies and Gentlemen:
Pursuant to Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as amended, Sphere 3D Corp. (the “Company”) hereby requests that the above-captioned registration statement (the “Registration Statement”) be declared effective at 4:00 p.m., Eastern Time, on Tuesday, October 15, 2024, or as soon thereafter as may be practicable.
The Company acknowledges that a declaration by the Commission or the staff, acting pursuant to delegated authority, that the Registration Statement is effective does not foreclose the Commission from taking any action with respect to the Registration Statement. The Company further acknowledges that such a declaration of effectiveness does not relieve the Company from its full responsibility for the adequacy and accuracy of the disclosure in the Registration Statement. The Company understands that it may not assert staff comments to the Registration Statement or the declaration of effectiveness by the Commission as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.
Should you have any questions regarding this matter or need any additional information, please contact the Company’s legal counsel, M. Ali Panjwani, Esq. of Pryor Cashman LLP, at (212) 326-0820.
Very
truly yours,
/s/
Patricia Trompeter
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Sphere
3D Corp.
895 Don Mills Road, Bldg. 2, Suite 900
Toronto, Ontario, Canada, M3C 1W3
October 10, 2024
VIA EDGAR
Lulu Cheng
Eric Envall
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Re: Sphere 3D Corp.
Registration Statement on Form S-3
File
No. 333-269663
Ladies and Gentlemen:
Pursuant
to Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as amended, Sphere 3D Corp. (the “Company”)
hereby requests that the above-captioned registration statement (the “Registration Statement”) be declared effective at 4:00
p.m., Eastern Time, on Tuesday, October 15, 2024, or as soon thereafter as may be practicable.
The Company acknowledges that
a declaration by the Commission or the staff, acting pursuant to delegated authority, that the Registration Statement is effective does
not foreclose the Commission from taking any action with respect to the Registration Statement. The Company further acknowledges that
such a declaration of effectiveness does not relieve the Company from its full responsibility for the adequacy and accuracy of the disclosure
in the Registration Statement. The Company understands that it may not assert staff comments to the Registration Statement or the declaration
of effectiveness by the Commission as a defense in any proceeding initiated by the Commission or any person under the federal securities
laws of the United States.
Should you have any questions regarding this matter
or need any additional information, please contact the Company’s legal counsel, M. Ali Panjwani, Esq. of Pryor Cashman LLP, at (212)
326-0820.
Very
truly yours,
/s/
Patricia Trompeter
Chief
Executive Officer
cc: M. Ali Panjwani, Esq.