SEC Company Response from SciSparc Ltd. (SPRC) (CIK 0001611746) (SPRC) — Jul 17, 2018
SciSparc Ltd. (SPRC) (CIK 0001611746)
Date: July 17, 2018 · CIK: 0001611746 · Accession: 0001213900-18-009299
AI Filing Summary & Sentiment
File numbers found in text: 333-225745
Referenced dates: July 13, 2018
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CORRESP
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Chrysler Center
666 Third Avenue
New York, NY 10017
212-935-3000
212-983-3115 fax
www.mintz.com
July 17, 2018
VIA EDGAR
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Attention: Irene Paik
Erin Jaskot
Re: Therapix Biosciences Ltd.
Registration Statement on Form F-3
Filed June 20, 2018
Response dated July 10, 2018
File No. 333-225745
Ladies and Gentlemen:
We are submitting
this letter on behalf of Therapix Biosciences Ltd. (the “Company”) in response to the comment from the staff
(the “Staff”) of the Securities and Exchange Commission (the “Commission”) received by letter
dated July 13, 2018 (the “Comment Letter”) from the Division of Corporate Finance and Office of Healthcare and
Insurance relating to the above-referenced registration statement on Form F-3 of the Company initially filed with the Commission
on June 20, 2018 (the “Registration Statement”).
For convenient reference,
we have set forth below in italics the Staff’s comment set forth in the Comment Letter. This letter is being filed with the
Commission with Amendment No. 1 to the Registration Statement (the “Amended Registration Statement”). Any
capitalized terms used herein, but not defined shall have the meanings ascribed to them in the Amended Registration Statement.
The response is based on information provided to Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. by representatives of the
Company.
Registration Statement on Form F-3 filed June 20, 2018
Description of Securities, page 8
1. We note your response to our comment. Please revise your registration statement to disclose the existence of the arbitration
provision and, if true, to state that the arbitration provision is not mandatory and does not prevent ADS holders or ordinary shareholders
from pursuing claims under the United States federal securities laws. To the extent this is not correct, please explain in your
response.
Response: The Company has revised page
8 of the Amended Registration Statement to disclose that the Company’s articles of association contain a provision that
gives the authority to the Company’s Board of Directors (instead of its officers or shareholders at a general meeting, for
example) to refer an action to arbitration and that such arbitration provision is not mandatory and it does not prevent ADS holders
or ordinary shareholders from pursuing claims under the United States federal securities laws.
We hope that the above response is acceptable
to the Staff. Please do not hesitate to call the undersigned at (212) 692-6732 with any comments or questions regarding this response
letter. We thank you for your time and attention.
Very truly yours,
/s/ Jeffrey P. Schultz
Jeffrey P. Schultz