1271 Avenue of the Americas | ||||
New York, New York 10020-1401 | ||||
Tel: +1.212.906.1200 Fax: +1.212.751.4864 | ||||
www.lw.com | ||||
![]() |
FIRM / AFFILIATE OFFICES | |||
Austin | Moscow | |||
Beijing | Munich | |||
Boston | New York | |||
Brussels | Orange County | |||
Century City | Paris | |||
Chicago | Riyadh* | |||
January 10, 2022 | Dubai | San Diego | ||
Düsseldorf | San Francisco | |||
Frankfurt | Seoul | |||
Hamburg | Shanghai | |||
VIA EDGAR | Hong Kong | Silicon Valley | ||
Houston | Singapore | |||
United States Securities and Exchange Commission | London | Tel Aviv | ||
Division of Corporation Finance | Los Angeles | Tokyo | ||
100 F Street, N.E. | Madrid | Washington, D.C. | ||
Washington, D.C. 20549-6010 | Milan |
Attention: | Tracie Mariner | |
Daniel Gordon | ||
David Gessert | ||
Irene Paik | ||
Re: |
Alpha Tau Medical Ltd. | |
Amendment No 3 to | ||
Registration Statement on Form F-4 | ||
Filed on January 5, 2022 | ||
File No. 333-258915 |
Ladies and Gentlemen:
On behalf of Alpha Tau Medical Ltd. (the “Company”), we submit this letter setting forth the responses of the Company to the comments provided by the staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”) in its comment letter dated January 6, 2022 (“Comment Letter”) with respect to the Amendment to the Registration Statement on Form F-4 filed with the Commission by the Company on January 5, 2022 (the “Amendment No. 3”). Concurrently with the filing of this letter, the Company is hereby submitting the Amendment No. 4 to the Registration Statement on Form F-4 (“Amendment No. 4”) through EDGAR.
For reference purposes, the text of the Comment Letter has been reproduced herein with responses below each numbered comment. Unless otherwise indicated, page references in the descriptions of the Staff’s comments refer to Amendment No. 3 and page references in the responses refer to Amendment No. 4. Unless otherwise indicated, capitalized terms herein will have the meanings assigned to them in Amendment No. 4.
Amendment No. 3 to Registration Statement on Form F-4
Management Following the Business Combination
Aggregate Compensation of Executive Officers and Directors, page 250
1. | Please provide updated compensation disclosure for the last full financial year as required by Item 6.B of Form 20-F. |
Response: The Company respectfully acknowledges the Staff’s comment and has revised the disclosure on page 250 of Amendment No. 4.
* | In cooperation with the Law Office of Salman M. Al-Sudairi |
January 10, 2022 |
Page 2 |
* * *
We hope the foregoing answers are responsive to your comments. Please do not hesitate to contact me by telephone at (212) 906-2916 with any questions or comments regarding this correspondence.
Very truly yours, |
/s/ Nathan Ajiashvili |
Nathan Ajiashvili of LATHAM & WATKINS LLP |
cc: | Uzi Sofer, Chief Executive Officer, Alpha Tau Medical Ltd. | |
Raphi Levy, Chief Financial Officer, Alpha Tau Medical Ltd. | ||
Joshua G. Kiernan, Latham & Watkins LLP | ||
Eyal Orgad, Latham & Watkins LLP | ||
Michael J. Rosenberg, Latham & Watkins LLP |