SEC Comment Letter for NutriBand Inc. (NTRB, NTRBW) (CIK 0001676047) (NTRB) — May 22, 2020
NutriBand Inc. (NTRB, NTRBW) (CIK 0001676047)
Date: May 22, 2020 · CIK: 0001676047 · Accession: 0000000000-20-004629
AI Filing Summary & Sentiment
File numbers found in text: 333-237724
Letter
United States securities and exchange commission logo May 22, 2020 Gareth Sheridan Chief Executive Officer Nutriband Inc. 121 South Orange Ave., Suite 1500 Orlando, Florida 32801 Re:Nutriband Inc. Amendment No. 1 to Registration Statement on Form S-1 Filed May 19, 2020 File No. 333-237724 Dear Mr. Sheridan: We have reviewed your amended registration statement and have the following comments. In some of our comments, 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 comments apply 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 these comments, we may have additional comments. Unless we note otherwise, our references to prior comments are to comments in our May 13, 2020 letter. Amendment No. 1 to Registration Statement on Form S-1 Selling Stockholders, page 24 1.We note your disclosure in the second paragraph of this section that the 25,000 shares of common stock issued upon conversion of the loans are being registered for resale. It appears, however, that such shares have been removed from your table. Please advise or revise your disclosure as appropriate. Exhibit 5.1, page II-6 2.We note that the opinion only opines as to the shares issuable upon exercise of the warrants. If you are registering shares for resale that are outstanding, please file an opinion that opines on those shares.
FirstName LastNameGareth Sheridan Comapany NameNutriband Inc. May 22, 2020 Page 2 FirstName LastName Gareth Sheridan Nutriband Inc. May 22, 2020 Page 2 You may contact Gary Newberry at (202) 551-3761 or Lynn Dicker at (202) 551-3616 if you have questions regarding comments on the financial statements and related matters. Please contact Tim Buchmiller at (202) 551-3635 or Joseph McCann at (202) 551-6262 with any other questions. Sincerely, Division of Corporation Finance Office of Life Sciences cc: Michael Paige, Esq.
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United States securities and exchange commission logo
May 22, 2020
Gareth Sheridan
Chief Executive Officer
Nutriband Inc.
121 South Orange Ave., Suite 1500
Orlando, Florida 32801
Re:Nutriband Inc.
Amendment No. 1 to Registration Statement on Form S-1
Filed May 19, 2020
File No. 333-237724
Dear Mr. Sheridan:
We have reviewed your amended registration statement and have the following
comments. In some of our comments, 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 comments apply 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 these comments, we may have additional comments. Unless we note
otherwise, our references to prior comments are to comments in our May 13, 2020 letter.
Amendment No. 1 to Registration Statement on Form S-1
Selling Stockholders, page 24
1.We note your disclosure in the second paragraph of this section that the 25,000 shares of
common stock issued upon conversion of the loans are being registered for resale. It
appears, however, that such shares have been removed from your table. Please advise or
revise your disclosure as appropriate.
Exhibit 5.1, page II-6
2.We note that the opinion only opines as to the shares issuable upon exercise of the
warrants. If you are registering shares for resale that are outstanding, please file an
opinion that opines on those shares.
FirstName LastNameGareth Sheridan
Comapany NameNutriband Inc.
May 22, 2020 Page 2
FirstName LastName
Gareth Sheridan
Nutriband Inc.
May 22, 2020
Page 2
You may contact Gary Newberry at (202) 551-3761 or Lynn Dicker at (202) 551-3616 if
you have questions regarding comments on the financial statements and related matters. Please
contact Tim Buchmiller at (202) 551-3635 or Joseph McCann at (202) 551-6262 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Life Sciences
cc: Michael Paige, Esq.