SEC Company Response from Arcturus Therapeutics Holdings Inc. (ARCT) (CIK 0001768224) (ARCT) — Jun 19, 2020
Arcturus Therapeutics Holdings Inc. (ARCT) (CIK 0001768224)
Date: June 19, 2020 · CIK: 0001768224 · Accession: 0001193805-20-000721
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File numbers found in text: 333-235475
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CORRESP
1
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June 19, 2020
VIA EDGAR
U.S. Securities and Exchange Commission
Division of Corporation Finance
100 F Street, NE
Washington, DC 20549
RE: Arcturus Therapeutics Holdings Inc.
Registration Statement on Form S-3/A (File No. 333-235475)
Filed May 22, 2020
Pursuant to Rules
460 and 461 of the General Rules and Regulations under the Securities Act of 1933, as amended, Arcturus Therapeutics Holdings
Inc. (the “Registrant”) hereby requests, that the effectiveness of the above-captioned Registration Statement (the
“Registration Statement”) be accelerated so that it will become effective as of 4:00 p.m. EDT on June 26, 2020,
or as soon thereafter as practicable.
The Registrant acknowledges
that:
· should the U.S. Securities and Exchange
Commission (the “Commission”) or the staff of the Commission (the “Staff”), acting pursuant to delegated
authority, declare the Registration Statement effective, it does not foreclose the Commission from taking any action with respect
to the Registration Statement;
· the action of the Commission or the Staff,
acting pursuant to delegated authority, in declaring the Registration Statement effective, does not relieve the Registrant from
its full responsibility for the adequacy and accuracy of the disclosure in the Registration Statement; and
· the Registrant may not assert Staff comments
and the declaration of effectiveness of the Registration Statement as a defense in any proceeding initiated by the Commission or
any person under the federal securities laws of the United States.
Please call Ilan Katz of Dentons US LLP
at (212) 632 5556 to confirm the effectiveness of the Registration Statement or with any questions.
Very truly yours,
ARCTURUS THERAPEUTICS HOLDINGS INC.
/s/ Joseph E. Payne
Joseph E. Payne
Chief Executive Officer