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SEC Company Response from HYPERION DEFI, INC. (HYPD) (CIK 0001682639) (HYPD) — Jan 22, 2018

HYPERION DEFI, INC. (HYPD) (CIK 0001682639)
Date: Jan. 22, 2018 · CIK: 0001682639 · Accession: 0001144204-18-003094

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File numbers found in text: 333-222162

Date
January 22, 2018
Author
Managing Director
Form
CORRESP
Company
HYPERION DEFI, INC. (HYPD) (CIK 0001682639)

Letter

Re: Eyenovia, Inc.

January 22, 2018

Via EDGAR

U.S. Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549

Attn: Jeffrey Gabor

Registration Statement on Form S-1

File No. 333-222162

Acceleration Request

Requested Date: Wednesday, January 24, 2018

Requested Time: 4:30 p.m., Eastern Daylight Time

Ladies and gentlemen:

In accordance with Rule 461 under the Securities Act of 1933, as amended (the “Act”), Ladenburg Thalmann & Co. Inc. and Roth Capital Partners, LLC hereby join Eyenovia, Inc. in requesting that the Securities and Exchange Commission (the “Commission”) take appropriate action to cause the Registration Statement on Form S-1 (File No. 333-222162) to become effective on January 24, 2018, at 4:30 p.m., Eastern Daylight Time, or as soon as practicable thereafter.

Additionally, pursuant to Rule 460 of the Act, we hereby advise you that approximately 507 copies of the Preliminary Prospectus, dated January 10, 2017, were distributed by us from January 15, 2018 through the date hereof to underwriters, institutions, dealers and others.

We will comply, and have been informed by the participating underwriters that they will comply, with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended, to the extent applicable.

Very truly yours,
Ladenburg Thalmann & Co. Inc.

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CORRESP
1
filename1.htm

January 22, 2018

Via EDGAR

U.S. Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549

 Attn: Jeffrey Gabor

 Re: Eyenovia, Inc.

Registration Statement
on Form S-1

File No. 333-222162

    Acceleration Request

    Requested Date:
    Wednesday, January 24, 2018

    Requested Time:
    4:30 p.m., Eastern Daylight Time

Ladies and gentlemen:

In accordance with
Rule 461 under the Securities Act of 1933, as amended (the “Act”), Ladenburg Thalmann & Co. Inc.
and Roth Capital Partners, LLC hereby join Eyenovia, Inc. in requesting that the Securities and Exchange Commission (the “Commission”)
take appropriate action to cause the Registration Statement on Form S-1 (File No. 333-222162) to become effective on January 24,
2018, at 4:30 p.m., Eastern Daylight Time, or as soon as practicable thereafter.

Additionally, pursuant
to Rule 460 of the Act, we hereby advise you that approximately 507 copies of the Preliminary Prospectus, dated January 10, 2017,
were distributed by us from January 15, 2018 through the date hereof to underwriters, institutions, dealers and others.

We will comply, and
have been informed by the participating underwriters that they will comply, with the requirements of Rule 15c2-8 under the Securities
Exchange Act of 1934, as amended, to the extent applicable.

    Very truly yours,

    Ladenburg Thalmann & Co. Inc.

    By:
    /s/ David J. Strupp, Jr.

    Name:
    David J. Strupp, Jr.

    Title:
    Managing Director

    Roth Capital Partners, LLC

    By:
    /s/  Aaron
M. Gurewitz

    Name:
    Aaron M. Gurewitz

    Title:
    Head of Equity Capital Markets

 cc: Michael D. Maline, Goodwin
Procter LLP

Seo Salimi, Goodwin Procter LLP

Benjamin S. Reichel,
Ellenof Grossman & Schole LLP