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SEC Comment Letter for Senseonics Holdings, Inc. (SENS) (CIK 0001616543) (SENS) — Apr 13, 2017

Senseonics Holdings, Inc. (SENS) (CIK 0001616543)
Date: April 13, 2017 · CIK: 0001616543 · Accession: 0000000000-17-012800

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File numbers found in text: 333-217122

Date
April 13, 2017
Author
/s/ Heather Percival for
Form
UPLOAD
Company
Senseonics Holdings, Inc. (SENS) (CIK 0001616543)

Letter

Mail Stop 3030 April 13, 2017 Via E -mail Timothy T. Goodnow Chief Executive Officer Senseonics Holdings, Inc. 20451 Seneca Meadows Parkway Germantown, MD 20876 -7005

Re: Senseonics Holdings, Inc. Registration Statement on Form S-3 Filed April 3, 2017 File No. 333-217122

Dear Mr. Goodnow :

This is to advise you that we have not reviewed and will not review your registration statement .

Please refer to Rules 460 and 461 regarding requests for acceleration. We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff.

Please contact Heather Percival at (202) 551 -3498 with any questions.

Sincerely,
/s/ Heather Percival for

Show Raw Text
Mail Stop 3030
April 13, 2017

Via E -mail
Timothy T. Goodnow
Chief Executive Officer
Senseonics Holdings, Inc.
20451 Seneca Meadows Parkway
Germantown, MD 20876 -7005

Re: Senseonics Holdings, Inc.
  Registration Statement on Form S-3
Filed  April 3, 2017
  File No.  333-217122

Dear Mr. Goodnow :

This is to advise you that we have not  reviewed and will not review your registration
statement .

Please refer to Rules 460 and 461 regarding requests for acceleration.  We remind you
that the company and its management are responsible for the accuracy and adequacy of their
disclosures, notwithstanding any review, comments, action or absence of action by the staff.

Please  contact Heather Percival  at (202) 551 -3498  with any questions.

Sincerely,

 /s/ Heather Percival for

Amanda Ravitz
Assistant Director
Office of Electronics and Machinery

cc:  Mark Ballantyne
 Cooley LLP