CORRESP 1 filename1.htm bcda20170830_corresp.htm

 

August 31, 2017

 

 

VIA EDGAR

 

Division of Corporation Finance
U.S. Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C.  20549

 

Attention:

Russell Mancuso, Branch Chief, Office of Electronics and Machinery
Brian Cascio, Accounting Branch Chief
Julie Sherman
Tom Jones

 

 

Re:

BioCardia, Inc.

Registration Statement on Form S-3

Originally Filed on May 19, 2017

File No. 333-218124

Acceleration Request

   

Requested Date:      September 1, 2017
Requested Time:     
2:00 P.M. Eastern Time

 

Ladies and Gentlemen:

 

Pursuant to Rule 461 under the Securities Act of 1933, as amended, BioCardia, Inc. (the “Company”) hereby requests that the above-referenced Registration Statement on Form S-3 (File No. 333-218124) (the “Registration Statement”) be declared effective at the “Requested Date” and “Requested Time” set forth above or at such later time as the Company or its counsel may orally request via telephone call to the staff (the “Staff”) of the Division of Corporation Finance of the Securities and Exchange Commission (the “Commission”). Once the Registration Statement has been declared effective, please confirm that event with our counsel, Wilson Sonsini Goodrich & Rosati, P.C., by calling Lance E. Brady at (650) 565-3836 or emailing him at lbrady@wsgr.com.

 

In connection with the acceleration request, the Company hereby acknowledges that:

 

 

should the Commission or 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 Company from its full responsibility for the adequacy and accuracy of the disclosure in the Registration Statement; and

 

 

the Company 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.

 

 

Sincerely,

 

BioCardia, Inc.

 

/s/ David McClung

 

David McClung

Vice President of Finance

 

 

 

cc:           Peter Altman,

President and Chief Executive Officer

 

Michael J. Danaher,

Wilson Sonsini Goodrich & Rosati, P.C.

 

Lance E. Brady,

Wilson Sonsini Goodrich & Rosati, P.C.