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SEC Company Response from Black Diamond Therapeutics, (BDTX) — Jan 21, 2020

Black Diamond Therapeutics, Inc.
Date: Jan. 21, 2020 · CIK: 0001701541 · Accession: 0001193125-20-010641

AI Filing Summary & Sentiment

File numbers found in text: 333-235789

Referenced dates: January 10, 2020

Date
January 21, 2020
Author
/s/ Robert E. Puopolo
Form
CORRESP
Company
Black Diamond Therapeutics, Inc.

Letter

VIA EDGAR AND FEDERAL EXPRESS United States Securities and Exchange Commission Division of Corporation Finance Attention: Sonia Bednarowski and Dietrich King Re: Black Diamond Therapeutics, Inc. Registration Statement on Form S-1 Filed January 3, 2020 File No. 333-235789

Dear Ms. Bednarowski and Mr. King:

This letter is submitted on behalf of Black Diamond Therapeutics, Inc. (the “Company”) in response to the comment of the staff of the Division of Corporation Finance (the “Staff”) of the U.S. Securities and Exchange Commission (the “Commission”) with respect to the Company’s Registration Statement on Form S-1, filed on January 3, 2020 (the “Registration Statement”), as set forth in the Staff’s letter, dated January 10, 2020, addressed to David M. Epstein (the “Comment Letter”). The Company is concurrently submitting Amendment No. 1 to the Registration Statement (“Amendment No. 1”), which includes changes to reflect the response to the Staff’s comment and other updates.

For reference purposes, the text of the Comment Letter has been reproduced herein with the response below the numbered comment. For your convenience, we have italicized the reproduced Staff comment from the Comment Letter. The page reference in the description of the Staff’s comment refers to the Registration Statement, and the page reference in the response refers to Amendment No. 1. All capitalized terms used and not otherwise defined herein shall have the meanings set forth in Amendment No. 1.

The response provided herein is based upon information provided to Goodwin Procter LLP by the Company. In addition to submitting this letter via EDGAR, we are sending via Federal Express four (4) copies of each of this letter and Amendment No. 1 (marked to show changes from the Registration Statement).

Registration Statement on Form S-1

Risk factors

Risks related to this offering and ownership of our common stock

Our bylaws to be effective upon the consummation of this offering, page 82

1. Please revise here to clarify that this provision does not apply to any causes of action arising under the Securities Act.

United States Securities and Exchange Commission

January 21, 2020

Page

RESPONSE: The Company respectfully advises the Staff that it has revised the disclosure on page 82 of Amendment No. 1 in response to the Staff’s comment.

* * * *

If you should have any questions regarding the enclosed matters, please contact the undersigned at (617) 570-1393.

Sincerely,
/s/ Robert E. Puopolo

Show Raw Text
CORRESP
1
filename1.htm

CORRESP

 January 21, 2020

VIA EDGAR AND FEDERAL EXPRESS

 United States
Securities and Exchange Commission

 Division of Corporation Finance

Mail Stop 4561

 100 F Street, N.E.

Washington, D.C. 20549

 Attention: Sonia Bednarowski and Dietrich
King

Re:
 Black Diamond Therapeutics, Inc.

Registration Statement on Form S-1

Filed January 3, 2020

File No. 333-235789

Dear Ms. Bednarowski and Mr. King:

This letter is submitted on behalf of Black Diamond Therapeutics, Inc. (the “Company”) in response to the comment of the staff
of the Division of Corporation Finance (the “Staff”) of the U.S. Securities and Exchange Commission (the “Commission”) with respect to the Company’s Registration Statement on Form
S-1, filed on January 3, 2020 (the “Registration Statement”), as set forth in the Staff’s letter, dated January 10, 2020, addressed to David M. Epstein (the “Comment
Letter”). The Company is concurrently submitting Amendment No. 1 to the Registration Statement (“Amendment No. 1”), which includes changes to reflect the response to the Staff’s comment and
other updates.

 For reference purposes, the text of the Comment Letter has been reproduced herein with the response below the numbered
comment. For your convenience, we have italicized the reproduced Staff comment from the Comment Letter. The page reference in the description of the Staff’s comment refers to the Registration Statement, and the page reference in the response
refers to Amendment No. 1. All capitalized terms used and not otherwise defined herein shall have the meanings set forth in Amendment No. 1.

The response provided herein is based upon information provided to Goodwin Procter LLP by the Company. In addition to submitting this letter
via EDGAR, we are sending via Federal Express four (4) copies of each of this letter and Amendment No. 1 (marked to show changes from the Registration Statement).

Registration Statement on Form S-1

Risk factors

 Risks related to this offering and
ownership of our common stock

 Our bylaws to be effective upon the consummation of this offering, page 82

1.
 Please revise here to clarify that this provision does not apply to any causes of action arising under the
Securities Act.

 United States Securities and Exchange Commission

January 21, 2020

  Page
 2

 RESPONSE: The Company respectfully advises the Staff that it has revised the
disclosure on page 82 of Amendment No. 1 in response to the Staff’s comment.

 *   *
*   *

 If you should have any questions regarding the enclosed matters, please contact the undersigned at (617) 570-1393.

Sincerely,

 /s/ Robert E. Puopolo

Robert E. Puopolo, Esq.

cc:
 David M. Epstein, Black Diamond Therapeutics, Inc.