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SEC Comment Letter for Autolus Therapeutics plc (AUTL) (CIK 0001730463) (AUTL) — May 17, 2018

Autolus Therapeutics plc (AUTL) (CIK 0001730463)
Date: May 17, 2018 · CIK: 0001730463 · Accession: 0000000000-18-015358

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File numbers found in text: 333-224720

Date
May 17, 2018
Author
Christian Itin, Ph.D.
Form
UPLOAD
Company
Autolus Therapeutics plc (AUTL) (CIK 0001730463)

Letter

May 17, 2018 Christian Itin, Ph.D. Chief Executive Officer Autolus Therapeutics Ltd Forest House 58 Wood Lane White City London W12 7RZ United Kingdom Re:Autolus Therapeutics Ltd Registration Statement on Form F-1 Filed May 7, 2018 Amendment No. 1 to Registration Statement on Form F-1 Filed May 10, 2018 File No. 333-224720 Dear Dr. Itin: We have reviewed your amended registration statement and have the following comments. 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. Registration Statement on Form F-1 filed May 7, 2018 Risk Factors Adverse side effects or other safety risks associated with our product candidates..., page 28 1.We note your disclosure on page 127 that there has been one serious adverse event of Grade 4 neutropenia deemed by the trial investigator to be related to AUTO2. Please also disclose this information in this risk factor.

FirstName LastNameChristian Itin, Ph.D. Comapany NameAutolus Therapeutics Ltd May 17, 2018 Page 2 FirstName LastName Christian Itin, Ph.D. Autolus Therapeutics Ltd May 17, 2018 Page 2 Amendment No. 1 to Registration Statement on Form F-1 filed May 10, 2018 Exhibits 2.Please provide your auditors' consent in each amendment that you file. See Item 601(b)(23) of Regulation S-K as stipulated in Item 8a of Form F-1 and Compliance and Disclosure Interpretation 233.03 of the Securities Act Rules. You may contact Mark Brunhofer at 202-551-3638 or Mary Mast at 202-551-3613 if you have questions regarding comments on the financial statements and related matters. Please contact Irene Paik at 202-551-6553 or Mary Beth Breslin at 202-551-3625 with any other questions. Division of Corporation Finance Office of Healthcare & Insurance cc: Darren DeStefano - Cooley LLP

Show Raw Text
May 17, 2018
Christian Itin, Ph.D.
Chief Executive Officer
Autolus Therapeutics Ltd
Forest House
58 Wood Lane
White City
London W12 7RZ
United Kingdom
Re:Autolus Therapeutics Ltd
Registration Statement on Form F-1
Filed May 7, 2018
Amendment No. 1 to Registration Statement on Form F-1
Filed May 10, 2018
File No. 333-224720
Dear Dr. Itin:
            We have reviewed your amended registration statement and have the following
comments.
            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.
Registration Statement on Form F-1 filed May 7, 2018
Risk Factors
Adverse side effects or other safety risks associated with our product candidates..., page 28
1.We note your disclosure on page 127 that there has been one serious adverse event of
Grade 4 neutropenia deemed by the trial investigator to be related to AUTO2.  Please also
disclose this information in this risk factor.

 FirstName LastNameChristian Itin, Ph.D.
 Comapany NameAutolus Therapeutics Ltd
 May 17, 2018 Page 2
 FirstName LastName
Christian Itin, Ph.D.
Autolus Therapeutics Ltd
May 17, 2018
Page 2
Amendment No. 1 to Registration Statement on Form F-1 filed May 10, 2018
Exhibits
2.Please provide your auditors' consent in each amendment that you file.  See Item
601(b)(23) of Regulation S-K as stipulated in Item 8a of Form F-1 and Compliance and
Disclosure Interpretation 233.03 of the Securities Act Rules.
            You may contact Mark Brunhofer at 202-551-3638 or Mary Mast at 202-551-3613 if you
have questions regarding comments on the financial statements and related matters.  Please
contact Irene Paik at 202-551-6553 or Mary Beth Breslin at 202-551-3625 with any other
questions.
Division of Corporation Finance
Office of Healthcare & Insurance
cc:       Darren DeStefano - Cooley LLP