United States securities and exchange commission logo





                            June 22, 2021

       Jurgi Camblong, Ph.D., M.B.A.
       Chief Executive Officer
       SOPHiA GENETICS SA
       Rue du Centre 172
       CH-1025 Saint-Sulpice
       Switzerland

                                                        Re: SOPHiA GENETICS SA
                                                            Draft Registrant
Statement on Form F-1
                                                            Submitted May 24,
2021
                                                            CIK No. 0001840706

       Dear Dr. Camblong:

              We have reviewed your draft registration statement and have the
following comments. In
       some of our comments, we may ask you to provide us with information so
we may better
       understand your disclosure.

              Please respond to this letter by providing the requested
information and either submitting
       an amended draft registration statement or publicly filing your
registration statement on
       EDGAR. If you do not believe our comments apply to your facts and
circumstances or do not
       believe an amendment is appropriate, please tell us why in your
response.

             After reviewing the information you provide in response to these
comments and your
       amended draft registration statement or filed registration statement, we
may have additional
       comments.

       Draft Registrant Statement on Form F-1 submitted May 24, 2021

       Prospectus Summary
       Overview, page 1

   1.                                                   We note your disclosure
in your prospectus summary that you "estimate the total
                                                        addressable market
opportunities in 2020 for [y]our current commercial clinical
                                                        applications and for
[y]our current biopharma applications were approximately $21 billion
                                                        and $14 billion,
respectively" and that you "estimate that [y]our clinical and biopharma
                                                        applications targeted a
$35 billion global total addressable market opportunity in 2020,
                                                        $14 billion of which
was in the United States." In addition, we note your statement that
                                                        you believe that your
SOPHiA platform "is one of the most widely used decentralized
 Jurgi Camblong, Ph.D., M.B.A.
FirstName  LastNameJurgi
SOPHiA GENETICS     SA Camblong, Ph.D., M.B.A.
Comapany
June       NameSOPHiA GENETICS SA
     22, 2021
June 22,
Page  2 2021 Page 2
FirstName LastName
         analytics platform globally for clinical genomics" and had $28.4
million in revenue for the
         year ended December 31, 2020. Please reconcile these statements by
providing us the
         basis for your total addressable market and disclose any material
assumptions and
         limitations associated with your estimate of the total addressable
market.
2.       We note that you highlight here that "[a]s of March 31, 2021, [you]
served more than 750
         hospital, laboratory and biopharma customers globally." Please also
disclose the number
         of recurring platform customers as of a recent date.
3.       We note your disclosure on page 2 that you commercialize your SOPHiA
platform and
         related solutions, products and services as RUO and CE-IVD products.
Please clarify here
         that in the United States, SOPHiA products are labeled and sold for
research use only, and
         not for the diagnosis or treatment of disease. In addition, with
reference to your disclosure
         on pages 154 and 156 regarding the RUO and CE-IVD designations, please
briefly
         explain here the limitations placed on RUO products and the process by
which your in
         vitro devices received a CE mark.
Market and Industry Data, page 83

4.       We note your statements regarding market data used in the prospectus,
including that the
         sources of the information do not guarantee the accuracy or
completeness of the
         information and that investors are cautioned "not to give undue
weight" to projections,
         assumptions and estimates. Please revise these statements to eliminate
any implication
         that investors are not entitled to rely on the information included in
your registration
         statement.
Use of Proceeds, page 84

5.       We note your disclosure on page 104 that you remain obligated to pay
your lender,
         TriplePoint, a fee upon the completion of this offering. To the extent
the offering
         proceeds will be used to pay this obligation, please disclose the fee
owed to TriplePoint
         here.
Management's Discussion and Analysis of Financial Conditions and Results of
Operations
Results of Operations, page 101

6.       We note the manufacturing, marketing and supply agreements
(collaboration agreements)
         discussed on pages 145-147. If these had a material impact on your
results of operations
         please revise to quantify the impact each period.
Cost of Revenue, page 102

7.       Please revise to quantify each of the factors related to the increase
in costs of revenue for
         2020, including the write-off associated with the loss of the large
customer.
 Jurgi Camblong, Ph.D., M.B.A.
FirstName  LastNameJurgi
SOPHiA GENETICS     SA Camblong, Ph.D., M.B.A.
Comapany
June       NameSOPHiA GENETICS SA
     22, 2021
June 22,
Page  3 2021 Page 3
FirstName LastName
Research and Development Costs, page 102

8.       We note you attribute the increase in research and development costs
in 2020 to several
         factors, including the development of new products and applications,
expansion of your
         SOPHiA platform   s multimodal capabilities and EHR integration.
Please revise to
         quantify and discuss each of the reasons and contributing factors for
the increase in
         research and development costs.
Revenue, page 102

9.       Please revise to separately discuss and quantify each of the factors
contributing to the
         increase in SOPHiA platform revenue, including the amount attributable
to the access
         model mix shift from dry lab to bundle access, growth in Alamut
license revenue and
         ramp-up in your biopharma services revenue.
Business
Our SOPHiA Platform Architecture, page 121

10.      Please clarify the meaning of scientific or technical terms the first
time they are used in
         order to ensure that lay readers will understand the disclosure. For
example, please
         briefly explain what you mean by an "Extract Transform Load engine."
Biopharma Applications, page 128

11.      We note your disclosure that you began commercializing biopharma
applications in 2019.
         Please provide additional disclosure here describing how your
biopharma applications are
         being accepted in the biopharma market, including quantifying how many
customers have
         used your biopharma applications.
High Visibility and Predictability into Our Business, page 138

12.      We note your disclosure that, "[o]nce onboarded onto [y]our SOPHiA
platform, [y]our
         customers tend to steadily increase their use of [y]our SOPHiA
platform." However, we
         note your platform analysis volume by cohort excludes volume
contributions from your
         integrated access customers due to the fact they are a "a small
percentage of [y]our overall
         volume and utilize [y]our platform in an ad hoc manner." Please revise
your disclosure to
         discuss how the integrated access model fits into your "land and
expand" growth strategy
         or otherwise advise.
Platform Analysis Volume by Cohort - Steady "Land and Expand" Growth, page 138

13.      We note your graphic on page 138 depicting annual platform analysis
volume of various
         customer cohorts over time. Please revise the graphic to quantify the
annual platform
         analysis volume for each cohort for each year shown.
 Jurgi Camblong, Ph.D., M.B.A.
FirstName  LastNameJurgi
SOPHiA GENETICS     SA Camblong, Ph.D., M.B.A.
Comapany
June       NameSOPHiA GENETICS SA
     22, 2021
June 22,
Page  4 2021 Page 4
FirstName LastName
Biopharma Case Study, page 141

14.      We note your disclosure regarding your support of your customer's
in-depth re-analysis of
         its proprietary clinical trial data using a multimodal approach,
including your customer's
         objective. Please add additional disclosure here discussing any
results or otherwise advise
         if the project is still ongoing.
Patents, page 143

15.      With respect to material patents, please describe the specific
products, product groups and
         technologies to which such patents relate (e.g. SOPHiA DDM, Alamut,
etc.), the scope of
         your most significant patents, the jurisdictions in which they were
issued, and when they
         will expire. If you do not believe you hold any material patents,
please revise your
         disclosure accordingly.
Normandie Valorisation-Exclusive License Agreements, page 144

16.      Please revise your disclosure here to clarify the product(s) for which
you are required to
         pay the per analysis fee under the license agreement.
Medical Device Regulatory Framework, page 150

17.      Given your global footprint as referenced on page 140, please provide
a brief overview of
         the regulatory framework for any additional material jurisdictions in
which you distribute
         your products and describe any limitations on your ability to
commercialize your products
         in that jurisdiction.
Principal Shareholders, page 177

18.      Please revise footnote 2 to identify the natural persons who are the
beneficial owners of
         the shares held by Generation IM Sustainable Solutions Fund III, L.P.
Notes to the Consolidated Financial Statements
25. Share-based Compensation, page F-38

19.      We note from page F-41 that the weighted average fair value of options
granted in 2020
         under the 2019 ISOP was $34.97 per share and from page F-39 that the
weighted average
         exercise price of such options was $84.48 per share, which appears
more consistent with
         the range of share prices of options granted in 2020 under this ISOP
of $87.29-$97.31 per
         share (page F-40). Please explain the significant difference between
the aforementioned
         weighted average fair value and weighted average exercise price. Once
you have an
         estimated offering price or range, please explain to us the reasons
for any differences
         between the recent valuations of your common stock leading up to the
initial public
         offering and the estimated offering price.
 Jurgi Camblong, Ph.D., M.B.A.
SOPHiA GENETICS SA
June 22, 2021
Page 5
General

20.   Please provide us with copies of all written communications, as defined
in Rule 405 under
      the Securities Act, that you, or anyone authorized to do so on your
behalf, present to
      potential investors in reliance on Section 5(d) of the Securities Act,
whether or not they
      retain copies of the communications.
       You may contact Jenn Do at 202-551-3743 or Brian Cascio at 202-551-3676
if you have
questions regarding comments on the financial statements and related matters.
Please contact
Jason Drory at 202-551-8342 or Irene Paik at 202-551-3676 with any other
questions.



                                                           Sincerely,
FirstName LastNameJurgi Camblong, Ph.D., M.B.A.
                                                           Division of
Corporation Finance
Comapany NameSOPHiA GENETICS SA
                                                           Office of Life
Sciences
June 22, 2021 Page 5
cc:       Yasin Keshvargar, Esq.
FirstName LastName