Jason L. Kent T: +1 858 550 6044 |
VIA EDGAR AND FEDEX |
November 13, 2013
United States Securities and Exchange Commission
Division of Corporation Finance
Mail Stop 6010
100 F Street, N.E.
Washington, D.C. 20549
Attn: | Jeffrey Riedler |
Daniel Greenspan |
Re: | Celladon Corporation |
Registration Statement on Form S-1 |
Filed October 11, 2013 |
File No. 333-191688 |
Dear Mr. Riedler:
On behalf of our client, Celladon Corporation (the Company), this letter (Response Letter) is being submitted in response to oral comments received from the staff (the Staff) of the Securities and Exchange Commission (the Commission) on November 13, 2013 with respect to the Companys Registration Statement on Form S-1 (the Registration Statement) originally filed with the Commission on October 11, 2013, as amended.
First, the Staff referred to prior comment 7 in its October 3, 2013 comment letter to the Company, and in furtherance of the Companys prior response to such comment, asked the Company to confirm that the Company has not received any communications or specific guidance from the FDA that leads the Company to believe that a Phase 3 trial is necessary. In response to the Staffs comment, the Company confirms that it has not received any such communications or specific guidance from the FDA that leads the Company to believe that a Phase 3 trial is necessary.
Second, the Staff requested that the Company re-file the opinion of Cooley LLP to further clarify that the opinion regarding the due execution and delivery of all documents is solely with regard to parties other than the Company. In response to the Staffs comment, the Company will file an amendment to the Registration Statement containing the opinion with the Staffs requested revisions.
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4401 EASTGATE MALL, SAN DIEGO, CA 92121 T: (858) 550-6000 F: (858) 550-6420 WWW.COOLEY.COM
November 13, 2013
Page 2 of 2
The Company respectfully requests the Staffs assistance in completing the review of this Response Letter and the Registration Statement as soon as possible. Please advise us if we can provide any further information or assistance to facilitate your review. Please direct any further comments or questions regarding this Response Letter to me at (858) 550-6044.
Sincerely,
Cooley LLP |
/s/ Jason L. Kent |
Jason L. Kent, Esq. |
cc: | Krisztina M. Zsebo, Ph.D., Celladon Corporation |
Fredrik Wiklund, Celladon Corporation |
Kristin VanderPas, Esq., Cooley LLP |
Cheston J. Larson, Esq., Latham & Watkins LLP |
Michael Sullivan, Esq., Latham & Watkins LLP |
4401 EASTGATE MALL, SAN DIEGO, CA 92121 T: (858) 550-6000 F: (858) 550-6420 WWW.COOLEY.COM