UPLOAD Filing
Jaguar Health, Inc.
Date: April 24, 2025 · CIK: 0001585608 · Accession: 0000000000-25-004351
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-286550
Letter
Re: Jaguar Health, Inc. Registration Statement on Form S-3 Filed April 15, 2025 File No. 333-286550 Dear Lisa A. Conte:
April 24, 2025
Lisa A. Conte Chief Executive Officer Jaguar Health, Inc. 200 Pine Street, Suite 400 San Francisco, CA 94104
We have conducted a limited review of your registration statement and have the following comment.
Please respond to this letter by amending your registration statement and providing the requested information. If you do not believe a comment applies 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 statement and the information you provide in response to this letter, we may have additional comments.
Registration Statement on Form S-3 General
1. This registration statement was filed on Form S-3 and we note that a Form 8-K was filed on February 4, 2025 relating to a privately negotiated exchange agreement with a holder of royalty interest in the company which was entered into on January 28, 2025. It appears that the Form 8-K was not timely filed based on Item 3.02, therefore, you are not eligible to use Form S-3 pursuant to Instruction I.A of Form S-3. Please explain why you believe you are eligible to use this form or alternatively, please amend your registration statement on an appropriate form. 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. April 24, 2025 Page 2
Refer to Rules 460 and 461 regarding requests for acceleration. Please allow adequate time for us to review any amendment prior to the requested effective date of the registration statement.
Please contact Doris Stacey Gama at 202-551-3188 or Chris Edwards at 202-551- 6761 with any other questions.
Sincerely,
Division of
Corporation Finance
Office of Life
Sciences
cc: Michael Lee, Esq.
Show Raw Text
<DOCUMENT> <TYPE>TEXT-EXTRACT <SEQUENCE>2 <FILENAME>filename2.txt <TEXT> April 24, 2025 Lisa A. Conte Chief Executive Officer Jaguar Health, Inc. 200 Pine Street, Suite 400 San Francisco, CA 94104 Re: Jaguar Health, Inc. Registration Statement on Form S-3 Filed April 15, 2025 File No. 333-286550 Dear Lisa A. Conte: We have conducted a limited review of your registration statement and have the following comment. Please respond to this letter by amending your registration statement and providing the requested information. If you do not believe a comment applies 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 statement and the information you provide in response to this letter, we may have additional comments. Registration Statement on Form S-3 General 1. This registration statement was filed on Form S-3 and we note that a Form 8-K was filed on February 4, 2025 relating to a privately negotiated exchange agreement with a holder of royalty interest in the company which was entered into on January 28, 2025. It appears that the Form 8-K was not timely filed based on Item 3.02, therefore, you are not eligible to use Form S-3 pursuant to Instruction I.A of Form S-3. Please explain why you believe you are eligible to use this form or alternatively, please amend your registration statement on an appropriate form. 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. April 24, 2025 Page 2 Refer to Rules 460 and 461 regarding requests for acceleration. Please allow adequate time for us to review any amendment prior to the requested effective date of the registration statement. Please contact Doris Stacey Gama at 202-551-3188 or Chris Edwards at 202-551- 6761 with any other questions. Sincerely, Division of Corporation Finance Office of Life Sciences cc: Michael Lee, Esq. </TEXT> </DOCUMENT>