SEC Comment Letter for HYPERION DEFI, INC. (HYPD) (CIK 0001682639) (HYPD) — Jan 5, 2018
HYPERION DEFI, INC. (HYPD) (CIK 0001682639)
Date: Jan. 5, 2018 · CIK: 0001682639 · Accession: 0000000000-18-000461
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January 3, 2018 Tsontcho Ianchulev Chief Executive Officer Eyenovia, Inc. 501 Fifth Avenue, Suite 1404 New York, NY 10017 Re:Eyenovia, Inc. Amendment No. 1 to Draft Registration Statement on Form S-1 Submitted December 19, 2017 CIK No. 0001682639 Dear Dr. Ianchulev: We have reviewed your amended draft 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 providing the requested information and either submitting an amended draft registration statement or publicly filing your registration statement on EDGAR. 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 the information you provide in response to these comments and your amended draft registration statement or filed registration statement, we may have additional comments. Form S-1 filed December 19, 2017 Results of Operations Nine Months Ended September 30, 2017 Compared with Nine Months Ended September 30, 2016, page 55 1.We have reviewed your revised disclosures in response to prior comment 3. Please revise to disclose, if true, that you do not track research and development costs by project. Critical Accounting Policies
FirstName LastNameTsontcho Ianchulev Comapany NameEyenovia, Inc. June 16, 2017 Page 2 FirstName LastName Tsontcho Ianchulev Eyenovia, Inc. January 3, 2018 Page 2 Stock Based Compensation , page 58 2.We have reviewed your revised disclosures in response to prior comment 4. In your disclosures, you indicate that you obtained a third-party valuation of your common stock that was done in accordance with the guidance outlined in the American Institute of Certified Public Accountants' Accounting and Valuation Guide, Valuation of Privately- Held-Company Equity Securities Issued as Compensation. Please revise to disclose the specific method(s) the third party used to determine the fair value of the company's shares and the nature of the material assumptions involved. You may contact Keira Nakada at 202-551-3659 or Sharon Blume at 202-551-3474 if you have questions regarding comments on the financial statements and related matters. Please contact Jeffrey Gabor at 202-551-2544 or Suzanne Hayes at 202-551-3675 with any otherquestions. Division of Corporation Finance Office of Healthcare & Insurance cc: Benjamin Reichel
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January 3, 2018
Tsontcho Ianchulev
Chief Executive Officer
Eyenovia, Inc.
501 Fifth Avenue, Suite 1404
New York, NY 10017
Re:Eyenovia, Inc.
Amendment No. 1 to Draft Registration Statement on Form S-1
Submitted December 19, 2017
CIK No. 0001682639
Dear Dr. Ianchulev:
We have reviewed your amended draft 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 providing the requested information and either submitting
an amended draft registration statement or publicly filing your registration statement on
EDGAR. 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 the information you provide in response to these comments and your
amended draft registration statement or filed registration statement, we may have additional
comments.
Form S-1 filed December 19, 2017
Results of Operations
Nine Months Ended September 30, 2017 Compared with Nine Months Ended September 30,
2016, page 55
1.We have reviewed your revised disclosures in response to prior comment 3. Please
revise to disclose, if true, that you do not track research and development costs by
project.
Critical Accounting Policies
FirstName LastNameTsontcho Ianchulev
Comapany NameEyenovia, Inc.
June 16, 2017 Page 2
FirstName LastName
Tsontcho Ianchulev
Eyenovia, Inc.
January 3, 2018
Page 2
Stock Based Compensation , page 58
2.We have reviewed your revised disclosures in response to prior comment 4. In your
disclosures, you indicate that you obtained a third-party valuation of your common stock
that was done in accordance with the guidance outlined in the American Institute of
Certified Public Accountants' Accounting and Valuation Guide, Valuation of Privately-
Held-Company Equity Securities Issued as Compensation. Please revise to disclose the
specific method(s) the third party used to determine the fair value of the company's
shares and the nature of the material assumptions involved.
You may contact Keira Nakada at 202-551-3659 or Sharon Blume at 202-551-3474 if
you have questions regarding comments on the financial statements and related matters. Please
contact Jeffrey Gabor at 202-551-2544 or Suzanne Hayes at 202-551-3675 with any
otherquestions.
Division of Corporation Finance
Office of Healthcare & Insurance
cc: Benjamin Reichel