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SEC Company Response from BiomX Inc. (PHGE) (CIK 0001739174) (HLSQ) — Dec 7, 2018

BiomX Inc. (PHGE) (CIK 0001739174)
Date: Dec. 7, 2018 · CIK: 0001739174 · Accession: 0001615774-18-014012

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File numbers found in text: 333-228533

Referenced dates: December 4, 2018

Date
December 7, 2018
Author
/s/ Giovanni Caruso
Form
CORRESP
Company
BiomX Inc. (PHGE) (CIK 0001739174)

Letter

Via Edgar Division of Corporation Finance Office of Re: Chardan Healthcare Acquisition Corp. Draft Registration Statement on Form S-1 Filed on November 26, 2018 File No. 333-228533

Dear Mr. Kennedy:

On behalf of our client, Chardan Healthcare Acquisition Corp. (the “Company”), we hereby provide a response to the comments issued in a letter dated December 4, 2018 (the “Staff’s Letter”) regarding the Company’s draft Registration Statement on Form S-1 (the “Registration Statement”). Contemporaneously, we are submitting the amended draft Registration Statement via Edgar (the “Amended S-1”).

In order to facilitate the review by the Commission’s staff (the “Staff”) of the Amended S-1, we have responded, on behalf of the Company, to the comments set forth in the Staff’s Letter on a point-by-point basis. The numbered paragraphs set forth below respond to the Staff’s comments and correspond to the numbered paragraph in the Staff’s Letter.

Los Angeles New York Chicago Nashville Washington, DC Beijing Hong Kong www.loeb.com

A limited liability partnership including professional corporations

Edward M. Kelly

December 7, 2018

Page 2

Registration Statement on Form S-1 filed November 26, 2018

Report of Independent Registered Public Accounting Firm, page F-2

1. Please amend your registration statement to have your auditor remove the language in the fourth paragraph which states "and in accordance with auditing standards generally accepted in the United States of America." Please refer to PCAOB Auditing Standard 3101.

Response: The report of independent registered public accounting firm has been revised in accordance with the Staff’s comment.

Note 8. Subsequent Events , page F-14

2. Please revise your disclosure to indicate the date through which subsequent events were evaluated as required by ASC 855-10-50-1a.

Response: The disclosure on page F-14 has been revised in accordance with the Staff’s comment.

Please call me at 212 407-4866 if you would like additional information with respect to any of the foregoing. Thank you.

Sincerely,
/s/ Giovanni Caruso

Show Raw Text
CORRESP
1
filename1.htm

    Giovanni Caruso
    Direct
    212.407.4866

    Partner
    Main
    212.407.4000

    345 Park Avenue
    Fax
    212.937.3943

    New York, NY  10154
    gcaruso@loeb.com

Via Edgar

December 7, 2018

Edward M. Kelly

Division of Corporation Finance Office of

 Manufacturing and Construction

U.S. Securities & Exchange Commission

100 F Street, NE

Washington, D.C. 20549

    Re:
    Chardan Healthcare Acquisition Corp.

    Draft Registration Statement on Form S-1

    Filed on November 26, 2018

    File No. 333-228533

Dear Mr. Kennedy:

On behalf of our client, Chardan Healthcare
Acquisition Corp. (the “Company”), we hereby provide a response to the comments issued in a letter dated December 4,
2018 (the “Staff’s Letter”) regarding the Company’s draft Registration Statement on Form S-1 (the “Registration
Statement”). Contemporaneously, we are submitting the amended draft Registration Statement via Edgar (the “Amended
S-1”).

In order to facilitate the review by the Commission’s
staff (the “Staff”) of the Amended S-1, we have responded, on behalf of the Company, to the comments set forth in the
Staff’s Letter on a point-by-point basis. The numbered paragraphs set forth below respond to the Staff’s comments and
correspond to the numbered paragraph in the Staff’s Letter.

Los Angeles   New York   Chicago   Nashville   Washington,
DC   Beijing   Hong Kong   www.loeb.com

A limited liability partnership including professional
corporations

        Edward M. Kelly

        December 7, 2018

        Page 2

Registration Statement on Form S-1 filed
November 26, 2018

Report of Independent Registered Public
Accounting Firm, page F-2

 1. Please amend your registration statement to have your
auditor remove the language in the fourth paragraph which states "and in accordance with auditing standards generally accepted
in the United States of America." Please refer to PCAOB Auditing Standard 3101.

Response: The report of independent
registered public accounting firm has been revised in accordance with the Staff’s comment.

Note 8. Subsequent Events , page F-14

 2. Please revise your disclosure to indicate the date
through which subsequent events were evaluated as required by ASC 855-10-50-1a.

Response: The disclosure on page
F-14 has been revised in accordance with the Staff’s comment.

Please call me at 212 407-4866
if you would like additional information with respect to any of the foregoing. Thank you.

    Sincerely,

    /s/ Giovanni Caruso

    Giovanni Caruso

    Partner