SEC Comment Letter 0000000000-23-010618 to ESSA Pharma Inc. (EPIX) (CIK 0001633932)
ESSA Pharma Inc. (EPIX) (CIK 0001633932)
Date: Sept. 26, 2023 · CIK: 0001633932 · Accession: 0000000000-23-010618
AI Filing Summary & Sentiment
File numbers found in text: 333-274584
Letter
United States securities and exchange commission logo September 26, 2023 David Parkinson President and Chief Executive Officer ESSA Pharma Inc. Suite 720, 999 West Broadway Vancouver, British Columbia V5Z 1K5 Re:ESSA Pharma Inc. Registration Statement on Form S-3 Filed September 19, 2023 File No. 333-274584 Dear David Parkinson: We have limited our review of your registration statement to those issues we have addressed in our comment. In our comment, we may ask you to provide us with information so we may better understand your disclosure. Please respond to this letter by amending your registration statement and providing the requested information. 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 any amendment to your registration statement and the information you provide in response to this comment, we may have additional comments. Registration Statement on Form S-3 filed September 19, 2023 General 1.Please revise to identify the initial transaction(s) pursuant to which the securities the selling securityholders are offering were originally sold. Please also clarify that the initial offering was completed and the securities were issued and outstanding prior to filing this registration statement on Form S-3. Revise your prospectus cover page and elsewhere as appropriate to disclose the aggregate number of shares being registered for resale and file a revised legal opinion that covers the securities to be offered for resale by the selling securityholders. Refer to Securities Act Rule 430B(b)(2) and Questions 228.03 and 228.04 of our Securities Act Rules Compliance and Disclosure Interpretations.
FirstName LastNameDavid Parkinson Comapany NameESSA Pharma Inc. September 26, 2023 Page 2 FirstName LastName David Parkinson ESSA Pharma Inc. September 26, 2023 Page 2 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. Refer to Rules 460 and 461 regarding requests for acceleration. Please allow adequate time for us to review any amendment prior to the requested effective date of the registration statement. You may contact Daniel Crawford at 202-551-7767 or Alan Campbell at 202-551- 4224 with any questions. Sincerely, Division of Corporation Finance Office of Life Sciences cc: Michael Hong, Esq.
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United States securities and exchange commission logo
September 26, 2023
David Parkinson
President and Chief Executive Officer
ESSA Pharma Inc.
Suite 720, 999 West Broadway
Vancouver, British Columbia V5Z 1K5
Re:ESSA Pharma Inc.
Registration Statement on Form S-3
Filed September 19, 2023
File No. 333-274584
Dear David Parkinson:
We have limited our review of your registration statement to those issues we have
addressed in our comment. In our comment, we may ask you to provide us with information so
we may better understand your disclosure.
Please respond to this letter by amending your registration statement and providing the
requested information. 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 any amendment to your registration statement and the information you
provide in response to this comment, we may have additional comments.
Registration Statement on Form S-3 filed September 19, 2023
General
1.Please revise to identify the initial transaction(s) pursuant to which the securities the
selling securityholders are offering were originally sold. Please also clarify that the initial
offering was completed and the securities were issued and outstanding prior to filing this
registration statement on Form S-3. Revise your prospectus cover page and elsewhere as
appropriate to disclose the aggregate number of shares being registered for resale and
file a revised legal opinion that covers the securities to be offered for resale by the selling
securityholders. Refer to Securities Act Rule 430B(b)(2) and Questions 228.03 and 228.04
of our Securities Act Rules Compliance and Disclosure Interpretations.
FirstName LastNameDavid Parkinson
Comapany NameESSA Pharma Inc.
September 26, 2023 Page 2
FirstName LastName
David Parkinson
ESSA Pharma Inc.
September 26, 2023
Page 2
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.
Refer to Rules 460 and 461 regarding requests for acceleration. Please allow adequate
time for us to review any amendment prior to the requested effective date of the registration
statement.
You may contact Daniel Crawford at 202-551-7767 or Alan Campbell at 202-551-
4224 with any questions.
Sincerely,
Division of Corporation Finance
Office of Life Sciences
cc: Michael Hong, Esq.