Dermavant Sciences Ltd.
Suite 1, 3rd Floor
11-12 St. James’s Square
London SW1Y 4LB
United Kingdom
September 6, 2019
VIA EDGAR
U.S. Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
| Attn: | Dorrie Yale |
Erin Jaskot
Irene Paik
Ibolya Ignat
Mark Brunhofer
| Re: | Dermavant Sciences Ltd. |
Rule 477 Application for Withdrawal of Registration Statement on FormS-1
Filed on May 24, 2019
FileNo. 333-231757
Ladies and Gentlemen:
Pursuant to Rule 477 under the Securities Act of 1933, as amended (the “Securities Act”), Dermavant Sciences Ltd. (the “Company”) hereby respectfully requests that, effective as of the date first set forth above or at the earliest practicable date thereafter, the Securities and Exchange Commission (the “Commission”) consent to the withdrawal of the Company’s Registration Statement on FormS-1 (FileNo. 333-231757) initially filed with the Commission on May 24, 2019, as thereafter amended, together with all exhibits thereto (the “Registration Statement”). The grounds upon which the Company is making this application for withdrawal are that the Company does not intend to proceed with the initial public offering of the common shares proposed to be registered by the Registration Statement at this time.
The Company confirms that the Registration Statement has not been declared effective and no securities have been or will be issued or sold pursuant to the Registration Statement or the prospectus contained therein.
Pursuant to Rule 477(b) under the Securities Act, the Company understands that this request for withdrawal of the Registration Statement will be deemed granted as of the date hereof unless the Company receives notice from the Commission within 15 days of the date hereof that such request will not be granted.
The Company also requests, in accordance with Rule 457(p) under the Securities Act, that all fees paid to the Commission in connection with the filing of the Registration Statement be credited for future use for the Company’s account.
Thank you for your assistance. If you should have any questions, please contact John T. McKenna of Cooley LLP at (650)843-5059, or in his absence, Frank F. Rahmani at (650)843-5753.
| Very truly yours, | ||
| Dermavant Sciences Ltd. | ||
| By: | /s/ Todd Zavodnick | |
| Name: Todd Zavodnick | ||
| Title: Principal Executive Officer | ||
| cc: | Christopher Van Tuyl,Dermavant Sciences, Inc. |
Frank F. Rahmani, Cooley LLP
John T. McKenna,Cooley LLP
Alison A. Haggerty,Cooley LLP
Milson C. Yu,Cooley LLP
Nathan Ajiashvili, Latham & Watkins LLP
Justin McNamee, Latham & Watkins LLP
