March 7, 2012 | ||||
| DANIEL J. WINNIKE | EMAILDWINNIKE@FENWICK.COM Direct Dial (650) 335-7657 | |||
CONFIDENTIAL TREATMENT REQUESTED BY VOCERA COMMUNICATIONS, INC. PORTIONS OF THIS DOCUMENT HAVE BEEN OMITTED PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT AND, WHERE APPLICABLE, HAVE BEEN MARKED WITH AN ASTERISK TO DENOTE WHERE OMISSIONS HAVE BEEN MADE. THE CONFIDENTIAL MATERIAL HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.
VIA EDGAR AND OVERNIGHT DELIVERY
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Attention: Larry Spirgel, Assistant Director
Celeste M. Murphy, Legal Branch Chief
Reid Hooper, Attorney-Adviser
Terry French, Accountant Branch Chief
Christine Adams, Staff Accountant
| Re: | Vocera Communications, Inc. |
| Registration Statement on Form S-1 |
| File No. 333-175932 |
Ladies and Gentlemen:
This letter is submitted on behalf of Vocera Communications, Inc. (the “Company”), in connection with the Registration Statement on Form S-1 (File No. 333-175932 originally filed by the Company with the Securities and Exchange Commission (the “Commission”) on August 1, 2011 and most recently amended by Amendment No. 2 filed on February 24, 2012 (the “Registration Statement”). Because of the commercially sensitive nature of information contained herein, this submission is accompanied by the Company’s request for confidential treatment of selected portions of this letter pursuant to Rule 83 of the Commission’s Rules on Information and Requests, 17 C.F.R. § 200.83 and the Freedom of Information Act.
The lead underwriters for the offering have advised the Company that they expect to recommend a price range between $* * * and $* * * per share for this offering on a post-split basis. For your reference, on a pre-split basis,
* * * Confidential material redacted
CONFIDENTIAL TREATMENT REQUESTED BY VOCERA COMMUNICATIONS, INC.
VOCERA 1
Securities and Exchange Commission
Division of Corporation Finance
Larry Spirgel
March 7, 2012
Page 2
the price range is expected to be between $* * * and $* * *. The Company expects to include the price range, and the size of the reverse stock split, in an amendment to the Registration Statement that would shortly precede the commencement of the Company’s road show process. We are providing this information to you supplementally to facilitate your review process.
Should the Staff have any questions or comments regarding the foregoing, please do not hesitate to contact me at (650) 335-7657.
| Sincerely, | ||
| FENWICK & WEST LLP | ||
/s/ Daniel J. Winnike | ||
| Daniel J. Winnike | ||
DJW:msw
cc: Jay M. Spitzen
* * * Confidential material redacted
CONFIDENTIAL TREATMENT REQUESTED BY VOCERA COMMUNICATIONS, INC.
VOCERA-2
