SEC Comment Letter for Bone Biologics Corp (BBLG, BBLGW) (CIK 0001419554) (BBLG) — Nov 16, 2017
Bone Biologics Corp (BBLG, BBLGW) (CIK 0001419554)
Date: Nov. 16, 2017 · CIK: 0001419554 · Accession: 0000000000-17-040495
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-212892
Letter
Mail Stop 3030 October 4, 2017 Via E -mail Stephen R. LaNeve Chief Executive Officer Bone Biologics Corporation 2 Burlington Woods Drive, Ste 100 Burlington, MA 01803
Re: Bone Biologics Corporation Post-Effective Amendment to Form S -1 Filed September 8, 2017 File No. 333-212892 Post-Effective Amendment to Form S -1 Filed September 8, 2017 File No. 333 -200156
Dear Mr. LaNeve :
We have limited our review of your post-effective amendments to those issues we have addressed in our comment. In our comment, we may ask you to provide us with information so we may better understand your disclosure.
Please respond to this letter by amending your registration statement a nd providing the requested information . 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 any amendment to your registration stat ement and the information you provide in response to these comments, we may have additional comments.
1. We note your prospectus cover discloses that shares of your common stock are quoted on the OTC Pink and that the selling shareholders may sell the shar es in negotiated transactions, at market prices prevailing at the time of sale or at negotiated prices. Being quoted on the OTC Pink does not satisfy the requirement that there be an established public trading market in order for selling shareholders to o ffer their shares at other than a fixed price. Therefore, please revise your post -effective amendments to reflect the fixed price at which the shares will be offered, or advise.
Stephen R. LaNeve Bone Biologics Corporation October 4 , 2017 Page 2
We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff.
Please contact Caleb French at (202) 551 -6947 or Geoff Kruczek, Special Counsel, at (202) 551 -3641 with any questions.
Sincerely,
/s/ Geoff Kruczek for
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Mail Stop 3030 October 4, 2017 Via E -mail Stephen R. LaNeve Chief Executive Officer Bone Biologics Corporation 2 Burlington Woods Drive, Ste 100 Burlington, MA 01803 Re: Bone Biologics Corporation Post-Effective Amendment to Form S -1 Filed September 8, 2017 File No. 333-212892 Post-Effective Amendment to Form S -1 Filed September 8, 2017 File No. 333 -200156 Dear Mr. LaNeve : We have limited our review of your post-effective amendments to those issues we have addressed in our comment. In our comment, we may ask you to provide us with information so we may better understand your disclosure. Please respond to this letter by amending your registration statement a nd providing the requested information . 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 any amendment to your registration stat ement and the information you provide in response to these comments, we may have additional comments. 1. We note your prospectus cover discloses that shares of your common stock are quoted on the OTC Pink and that the selling shareholders may sell the shar es in negotiated transactions, at market prices prevailing at the time of sale or at negotiated prices. Being quoted on the OTC Pink does not satisfy the requirement that there be an established public trading market in order for selling shareholders to o ffer their shares at other than a fixed price. Therefore, please revise your post -effective amendments to reflect the fixed price at which the shares will be offered, or advise. Stephen R. LaNeve Bone Biologics Corporation October 4 , 2017 Page 2 We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. Please contact Caleb French at (202) 551 -6947 or Geoff Kruczek, Special Counsel, at (202) 551 -3641 with any questions. Sincerely, /s/ Geoff Kruczek for Amanda Ravitz Assistant Director Office of Electronics and Machinery cc: David L. Ficksman, Esq. TroyGould PC