SIDLEY AUSTIN LLP 555 CALIFORNIA STREET SUITE 2000 SAN FRANCISCO, CA 94104 +1 415 772 1200 +1 415 772 7400 FAX
AMERICA ASIA PACIFIC EUROPE |
August 21, 2020
VIA EDGAR
Securities and Exchange Commission
Division of Corporation Finance
Office of Life Sciences
100 F Street, N.E.
Washington, D.C. 20549-3720
Attention: | Suzanne Hayes |
Jeff Gabor |
Sasha Parikh |
Tracey Houser |
Re: | Outset Medical, Inc. |
Amendment No. 1 to Draft Registration Statement on Form S-1 |
Submitted August 4, 2020 |
CIK No. 0001484612 |
Ladies and Gentlemen:
On behalf of our client, Outset Medical, Inc. (Outset or the Company), we submit this letter in response to comments from the staff (the Staff) of the Securities and Exchange Commission (the Commission) contained in its letter dated August 12, 2020 (the Comment Letter), relating to the above referenced Amendment No. 1 to Draft Registration Statement on Form S-1 confidentially submitted on August 4, 2020 (the Registration Statement). Concurrently with this letter, we are transmitting via EDGAR for filing with the Commission a revised Registration Statement on Form S-1 (the Form S-1). For the Staffs reference, we are also providing to the Staff by overnight delivery copies of this letter as well as both a clean copy of the Form S-1 and a copy marked to show all changes from the version confidentially submitted on August 4, 2020.
In this letter, we have recited the comments from the Staff in italicized, bold type and have followed each comment with the Companys response in ordinary type. Except for the page references contained in the comments of the Staff, or as otherwise specifically indicated, page references herein correspond to the Form S-1.
Business Overview, page 97
1. | We note your responses to prior comments 13 and 17. However, your response was limited to reimbursements for treatments, as opposed to reimbursements related to acquiring equipment. Please disclose whether the cost of acquiring a Tablo console will be adequately covered by the reimbursement that the dialysis clinics receive, generally. In your revised disclosure, please ensure to address Medicare, Medicaid, private insurers, and other third-party payors. |
Sidley Austin (CA) LLP is a Delaware limited liability partnership doing business as Sidley Austin LLP and practicing in affiliation with other Sidley Austin partnerships.
Securities and Exchange Commission
Division of Corporation Finance
Office of Life Sciences
August 21, 2020
Page 2
Response: The Company respectfully acknowledges the Staffs comment and has revised the disclosure on page 140 of the Form S-1 to address this comment.
* * * *
Securities and Exchange Commission
Division of Corporation Finance
Office of Life Sciences
August 21, 2020
Page 3
If you have questions with respect to the Form S-1 or the response set forth above, please direct the questions to me at (415) 772-1276 or frahmani@sidley.com.
Sincerely,
/s/ Frank F. Rahmani
Frank F. Rahmani
Sidley Austin LLP
cc: | Leslie Trigg, President, Chief Executive Officer and Director |
John L. Brottem, General Counsel |
Rebecca Chambers, Chief Financial Officer |
Robert A. Ryan, Sidley Austin LLP |
Nathan Ajiashvili, Latham & Watkins LLP |
Brian Cuneo, Latham & Watkins LLP |