NephroGenex, Inc.
3200 Beechleaf Court
Suite 900
Raleigh, NC 27604
June 29, 2015
VIA EDGAR
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Attention: Jeffrey Riedler, Assistant Director
Re: NephroGenex, Inc.
Registration Statement on Form S-1
File No. 333-203530
Request for Acceleration
Ladies and Gentlemen:
Pursuant to Rule 461 of Regulation C promulgated under the Securities Act of 1933, as amended, NephroGenex, Inc. (the “Registrant”) hereby requests acceleration of the effective date of its Registration Statement on Form S-1 (File No. 333-203530), as amended (the “Registration Statement”), so that it may become effective at 5:00 p.m. (Washington, D.C. time) on July 1, 2015, or as soon thereafter as practicable. Under separate cover, you will receive a letter from the managing underwriters of the proposed offering joining in the Registrant’s request for acceleration of the effectiveness of the Registration Statement.
The Registrant hereby acknowledges that:
(i) | should the U.S. Securities and Exchange Commission (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; |
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(ii) | the action of the Commission or the staff, acting pursuant to delegated authority, in declaring the Registration Statement effective, does not relieve the Registrant from its full responsibility for the adequacy and accuracy of the disclosure in the Registration Statement; and |
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(iii) | the Registrant 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. |
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Please call Joel I. Papernik (212-692-6774) of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C., counsel to the Company, with any comments or questions regarding this matter.
| Very truly yours, |
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| NephroGenex, Inc. |
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| By: | /s/ Pierre Legault |
| | Name: | Pierre Legault |
| | Title: | Chief Executive Officer |
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cc: Securities and Exchange Commission
Jeffrey Riedler, Assistant Director
Daniel Greenspan
Christina DeRosa
NephroGenex, Inc.
Pierre Legault, Chief Executive Officer
John Hamill, Chief Financial Officer
Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C.
Joel I. Papernik, Esq.
Kenneth R. Koch, Esq.
Reed Smith LLP
Yvan-Claude Pierre, Esq.
William Haddad, Esq.