GRACIN†† | PARTNER
LESLIE MARLOW† | PARTNER PATRICK J. EGAN† | PARTNER
† Admitted in New York only
†† Admitted in New York, Florida & Colorado
GRACIN & MARLOW, LLP
405 LEXINGTON AVENUE
NEW YORK, NEW YORK 10174
WRITER E-MAIL: firstname.lastname@example.org
July 3, 2018
and Exchange Commission
Division of Corporation Finance
F Street, N.E.
Mail Stop 4546
Washington, D.C. 20549
Hayes, Assistant Director
Office of Healthcare & Insurance
|Re:||Adial Pharmaceuticals, Inc.|
Amendment No. 6 to Registration Statement on Form S-1
Filed June 26, 2018
File No. 333-220368
Dear Ms. Hayes:
On behalf of our client, Adial Pharmaceuticals, Inc. (the “Company”), we submit this letter in response to a comment from the staff (the “Staff”) of the United States Securities and Exchange Commission (the “Commission”) contained in its letter dated July 2, 2018 (the “Comment Letter”), relating to the above-referenced Amendment No. 6 to Registration Statement on Form S-1. We are concurrently submitting via EDGAR this letter and filing a revised Amendment No. 7 to Registration Statement on Form S-1 (“Amendment No. 7 Registration Statement”).
Set forth below is the comment from the Comment Letter, which is immediately followed by the Company’s response in bold and italics font to that comment, including a cross-reference to the location of changes made in the Amendment No. 7 Registration Statement in response to the Staff’s comment.
Notes to Financial Statements
Research and Development, page F-9
|1.||Please revise your accounting policy disclosure here and on page F-30 to reflect your accounting treatment for patent related costs.|
Response: The Company has revised the accounting policy related to research and development expenses on pages F-9 and F-30.
* * *
If you have any questions or need additional information, please contact the undersigned, the Company’s securities counsel, at (516) 496-2223 or (212) 907-6457.
|GRACIN & MARLOW, LLP|
|/s/ Leslie Marlow|
|cc:||William B. Stilley|
Chief Executive Officer, Adial Pharmaceuticals, Inc.
Chief Financial Officer, Adial Pharmaceuticals, Inc.