Restoration Robotics, Inc.
128 Baytech Drive
San Jose, California 95134
September 6, 2019
VIA EDGAR
United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549-6010
Re: Restoration Robotics, Inc. Registration Statement on Form S-4 (File No. 333-232000)
Request for Acceleration of Effectiveness
Requested Date: September 10, 2019
Requested Time: 4:00 p.m. Eastern Time
Ladies and Gentlemen:
In accordance with Rule 461 promulgated under the Securities Act of 1933, as amended, Restoration Robotics, Inc. (the “Registrant”) hereby requests acceleration of the effective date of the Registration Statement on Form S-4 (File No. 333-232000), as amended (the “Registration Statement”), so that it may become effective at 4:00 p.m. Eastern Time on September 10, 2019, or as soon as possible thereafter.
The Registrant hereby authorizes Brian J. Cuneo, of Latham & Watkins LLP, to orally modify or withdraw this request for acceleration.
The Registrant hereby acknowledges that:
| • | should the Securities and Exchange Commission (the “Commission”) or the staff of the Division of Corporation Finance (the “Staff”), acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing; |
| • | the action of the Commission or the Staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the Registrant from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and |
| • | 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. |
Thank you for your assistance. We request that we be notified of such effectiveness by a telephone call to Mr. Cuneo at (650) 463-3014, or in his absence Adam H. Whitaker, of Latham & Watkins LLP, at (650) 470-4865. We also respectfully request that a copy of the written order from the Commission verifying the effective time and date of such Registration Statement be sent to Latham & Watkins LLP, attention: Brian J. Cuneo, via facsimile at (650) 463-2600.
| Very truly yours, |
| Restoration Robotics, Inc. |
| /s/ Mark Hair |
| Mark Hair |
| Chief Financial Officer |
| cc: | Brian J. Cuneo, Latham & Watkins LLP |
Adam H. Whitaker, Latham & Watkins LLP
Mark Hair, Restoration Robotics, Inc.
Gary Stokes, Restoration Robotics, Inc.
Domenic Della Penna, Venus Concept Ltd.
Danielle Carbone, Reed Smith LLP