0001654954-18-010020.txt : 20180910 0001654954-18-010020.hdr.sgml : 20180910 20180910170306 ACCESSION NUMBER: 0001654954-18-010020 CONFORMED SUBMISSION TYPE: RW PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20180910 DATE AS OF CHANGE: 20180910 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MusclePharm Corp CENTRAL INDEX KEY: 0001415684 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 770664193 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: RW SEC ACT: SEC FILE NUMBER: 333-190765 FILM NUMBER: 181063319 BUSINESS ADDRESS: STREET 1: 4721 IRONTON STREET CITY: DENVER STATE: CO ZIP: 80239 BUSINESS PHONE: (800) 210-7369 MAIL ADDRESS: STREET 1: 4721 IRONTON STREET CITY: DENVER STATE: CO ZIP: 80239 FORMER COMPANY: FORMER CONFORMED NAME: Tone in Twenty DATE OF NAME CHANGE: 20071018 RW 1 mslp_corresp.htm WITHDRAWAL REQUEST Blueprint
 
MusclePharm Corporation
4400 Vanowen Street
Burbank, CA 91505
 
September 10, 2018
 
VIA EDGAR AND FEDEX
 
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
 
Attn: 
Suzanne Hayes
Dorrie Yale
 
Re: 
MusclePharm Corporation– Application for Withdrawal of Registration Statement on Form S-1 (File No. 333-190765)
 
Ladies and Gentlemen:
 
Pursuant to Rule 477 promulgated under the Securities Act of 1933, as amended (the “Securities Act”), MusclePharm Corporation (the “Company”) hereby requests that the Securities and Exchange Commission (the “Commission”) consent to the withdrawal, effective as of the date hereof or at the earliest possible practicable date hereafter, of its Registration Statement on Form S-1 (File No. 333-190765), together with all amendments and exhibits thereto (collectively, the “Registration Statement”). The Registration Statement was originally filed with the Commission on August 21, 2013.
 
The Company has determined not to pursue the resale registration to which the Registration Statement relates due to the passage of time. The Company confirms that no securities have been sold pursuant to the Registration Statement.
 
The Company acknowledges that no refund will be made for fees paid to the Commission in connection with filing of the Registration Statement; however, the Company 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 to the Company’s account to be offset against the filing fee for any future registration statement or registration statements the Company may file with the Commission.
 
The Company hereby requests an order granting the withdrawal of the Registration Statement to be issued by the Commission as soon as possible. Please provide a copy of the order granting withdrawal of the Registration Statement to the undersigned at MusclePharm Corporation, 4400 Vanowen Street, Burbank, California 91505, facsimile number 818-658-9027, with a copy to the Company’s counsel, Ropes & Gray LLP, Attention: Michael Littenberg, 1211 Avenue of the Americas, New York, New York 10036, email address Michael.Littenberg@ropesgray.com.
 
If you have any questions or comments or require further information regarding this application of withdrawal of the Registration Statement, please do not hesitate to call or email Michael Littenberg at (212) 596-9160 or Michael.Littenberg@ropesgray.com.
 
Sincerely,
 
MusclePharm Corporation
 
/s/ Ryan Drexler__________
Name: 
Ryan Drexler
Title: 
Chairman and Chief Executive Officer