0001193125-16-767832.txt : 20161216 0001193125-16-767832.hdr.sgml : 20161216 20161114163950 ACCESSION NUMBER: 0001193125-16-767832 CONFORMED SUBMISSION TYPE: CORRESP PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20161114 FILER: COMPANY DATA: COMPANY CONFORMED NAME: pdvWireless, Inc. CENTRAL INDEX KEY: 0001304492 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE COMMUNICATIONS (NO RADIO TELEPHONE) [4813] IRS NUMBER: 330745043 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 3 GARRET MOUNTAIN PLAZA STREET 2: SUITE 401 CITY: WOODLAND PARK STATE: NJ ZIP: 07424 BUSINESS PHONE: (973) 771-0300 MAIL ADDRESS: STREET 1: 3 GARRET MOUNTAIN PLAZA STREET 2: SUITE 401 CITY: WOODLAND PARK STATE: NJ ZIP: 07424 FORMER COMPANY: FORMER CONFORMED NAME: Pacific DataVision, Inc. DATE OF NAME CHANGE: 20140616 FORMER COMPANY: FORMER CONFORMED NAME: Pacific Data Vision DATE OF NAME CHANGE: 20040928 CORRESP 1 filename1.htm CORRESP

November 14, 2016

VIA EDGAR

Division of Corporation Finance

United States Securities and Exchange Commission

100 F Street, N.E.

Mail Stop 3720

Washington, D.C. 20549

 

Attention:    Mr. Larry Spirgel, Assistant Director
   Mr. Courtney Lindsay, Staff Attorney

 

Re:

    Acceleration Request of pdvWireless, Inc.
   Registration Statement on Form S-3, filed November 3, 2016
   (File No. 333-214417)

Ladies and Gentlemen:

Pursuant to Rules 460 and 461 under the Securities Act of 1933, as amended, pdvWireless, Inc. (the “Registrant”) hereby requests that the Securities and Exchange Commission (the “Commission”) accelerate the effectiveness of the above-referenced Registration Statement, to 4:00 p.m., Eastern Time, on Wednesday, November 16, 2016, or as soon thereafter as practicable.

The Registrant hereby acknowledges that:

 

  •   should the Commission or the staff, acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing;

 

  •   the action of the Commission or the staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the Registrant from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and

 

  •   the Registrant may not assert staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

Thank you for your assistance. If you should have any questions, please contact Ryan Gunderson of Gunderson Dettmer Stough Villeneuve Franklin & Hachigian, LLP, counsel to the Registrant, at (858) 436-8046.

 

Very truly yours,
/s/ Timothy Gray
Timothy Gray
Chief Financial Officer