SEC Company Response from enVVeno Medical Corp (NVNO, NVNBW) (CIK 0001661053) (NVNO) — Feb 8, 2018
enVVeno Medical Corp (NVNO, NVNBW) (CIK 0001661053)
Date: Feb. 8, 2018 · CIK: 0001661053 · Accession: 0001493152-18-001628
AI Filing Summary & Sentiment
File numbers found in text: 333-220372
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CORRESP
1
filename1.htm
February
8, 2018
VIA
EDGAR
Amanda
Ravitz
Assistant
Director
United
States Securities and Exchange Commission
Office
of Electronics and Machinery
100
F Street, N.E.
Washington,
D.C. 20549
Re:
Hancock Jaffe Laboratories, Inc.
Amendment No. 4 to Registration Statement
on Form S-1
Filed January 26, 2018
File No. 333-220372
Dear
Ms. Ravitz:
Hancock
Jaffe Laboratories, Inc., a Delaware corporation (the “Company”), hereby provides the following information
in response to the oral comment received from the staff (the “Staff”) of the U.S. Securities and Exchange
Commission (the “Commission”) on February 7, 2018 to Amendment No. 4 to the Registration Statement
on Form S-1 (File No. 333-220372) filed on January 26, 2018 (“Amendment No. 4”). The Company’s
response is preceded by a reproduction of the Staff’s oral comment in italics.
1.
How were the 2018 note investors made aware
of the opportunity to invest in the company and please identify any pre-existing relationships between these investors and
the company.
Company
Response: During the period from June 15, 2017 through December 7, 2017, the Company received proceeds of approximately $2,750,500
pursuant to the issuance of certain convertible promissory notes (the “2017 Financing”). Alexander Capital,
L.P. (“Alexander”) acted as the placement agent for the 2017 Financing.
During
the period from September 1, 2017 and December 6, 2017, the Company issued 253,792 shares of its Series B Preferred Stock, par
value $0.00001 per share (the “Series B Financing”). Newbridge Securities Corporation (“Newbridge”)
acted as the Company’s placement agent for the Series B Financing.
During
the period from January 5, 2018 through January 16, 2018, the Company received net proceeds of approximately $2,603,750 pursuant
to the issuance of certain convertible promissory notes (the “2018 Financing”). Alexander acted as the placement
agent for the 2018 Financing.
Alexander
has informed the Company that the purchasers in the 2018 Financing (the “Purchasers”) had a pre-existing relationship
with Black River Wealth Management Ltd. (“Black River”), an affiliate of Newbridge, which itself holds securities
of the Company. The Purchasers were privately solicited based on their relationships with Alexander or its representatives.
Amanda
Ravitz
Page
2 of 2
Should
you have any questions or require any additional information, please contact Hancock Jaffe Laboratories, Inc., attention William
Abbott, by phone at (949) 387-9279, or by e-mail at billabbott@hjlinc.com.
Sincerely,
/s/ Benedict Broennimann, M.D.
Benedict Broennimann, M.D.
Co-Chief Executive Officer
Hancock Jaffe Laboratories, Inc.
Cc:
Tim Buchmiller, U.S. Securities and Exchange
Commission
Tom Jones, U.S. Securities and Exchange Commission
Gary Todd, U.S. Securities and Exchange Commission
Jeanne Bennett, U.S. Securities and Exchange
Commission
William Abbott, Hancock Jaffe Laboratories,
Inc.
Michael Hedge, K&L Gates LLP