SEC Comment Letter for Hoth Therapeutics, Inc. (HOTH) (CIK 0001711786) (RKTO) — Feb 5, 2019
Hoth Therapeutics, Inc. (HOTH) (CIK 0001711786)
Date: Feb. 5, 2019 · CIK: 0001711786 · Accession: 0000000000-19-001057
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-227772
Letter
February 5, 2019 Robb Knie Chief Executive Officer Hoth Therapeutics, Inc. 1 Rockefeller Plaza, Suite 1039 New York, NY 10020 Re:Hoth Therapeutics, Inc. Amendments Nos. 3 and 4 to Registration Statement on Form S-1 Filed February 1, 2019 and February 4, 2019 File No. 333-227772 Dear Mr. Knie: 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 February 1, 2019 letter. Form S-1 Amendment No. 3 filed February 1, 2019 Exclusive Forum, page 82 1.We note your response to prior comment 2. However, it is not clear whether your exclusive forum provision applies solely to state law claims. Please disclose whether this provision applies to actions arising under the Securities Act or Exchange Act. If this provision does not apply to actions arising under the Securities Act or Exchange Act, please also ensure that the exclusive forum provision in the governing documents states this clearly. If the provision applies to Securities Act claims, please revise your prospectus to disclose this information and to state that there is uncertainty as to whether a court would enforce such provision, and to state that stockholders will not be deemed to
FirstName LastNameRobb Knie Comapany NameHoth Therapeutics, Inc. February 5, 2019 Page 2 FirstName LastName Robb Knie Hoth Therapeutics, Inc. February 5, 2019 Page 2 have waived the company’s compliance with the federal securities laws and the rules and regulations thereunder. You may contact Effie Simpson at 202-551-3346 or Doug Jones at 202-551-3309 if you have questions regarding comments on the financial statements and related matters. Please contact Julie Griffith at 202-551-7574 or Susan Block at 202-551-3210 with any other questions. Sincerely, Division of Corporation Finance Office of Transportation and Leisure
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February 5, 2019
Robb Knie
Chief Executive Officer
Hoth Therapeutics, Inc.
1 Rockefeller Plaza, Suite 1039
New York, NY 10020
Re:Hoth Therapeutics, Inc.
Amendments Nos. 3 and 4 to
Registration Statement on Form S-1
Filed February 1, 2019 and February 4, 2019
File No. 333-227772
Dear Mr. Knie:
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 February 1, 2019 letter.
Form S-1 Amendment No. 3 filed February 1, 2019
Exclusive Forum, page 82
1.We note your response to prior comment 2. However, it is not clear whether your
exclusive forum provision applies solely to state law claims. Please disclose whether this
provision applies to actions arising under the Securities Act or Exchange Act. If this
provision does not apply to actions arising under the Securities Act or Exchange Act,
please also ensure that the exclusive forum provision in the governing documents states
this clearly. If the provision applies to Securities Act claims, please revise your
prospectus to disclose this information and to state that there is uncertainty as to whether a
court would enforce such provision, and to state that stockholders will not be deemed to
FirstName LastNameRobb Knie
Comapany NameHoth Therapeutics, Inc.
February 5, 2019 Page 2
FirstName LastName
Robb Knie
Hoth Therapeutics, Inc.
February 5, 2019
Page 2
have waived the company’s compliance with the federal securities laws and the rules and
regulations thereunder.
You may contact Effie Simpson at 202-551-3346 or Doug Jones at 202-551-3309 if you
have questions regarding comments on the financial statements and related matters. Please
contact Julie Griffith at 202-551-7574 or Susan Block at 202-551-3210 with any other questions.
Sincerely,
Division of Corporation Finance
Office of Transportation and Leisure