SecProbe.io

Filing text and metadata
Intelligence Terminal Search Topics Monthly Activity About

Correspondence 0001493152-24-042753 from BONK, INC. (BNKK)

BONK, INC.
Date: Oct. 28, 2024 · CIK: 0001760903 · Accession: 0001493152-24-042753

AI Filing Summary & Sentiment

Sentiment
Urgency
Document Type
Confidence
SEC Posture
Company Posture

Summary

Reasoning

Referenced dates: October 25, 2024

Date
October 17, 2024
Author
Jarrett Boon
Form
CORRESP
Company
BONK, INC.

Letter

Securities and Exchange Commission Division of Corporate Finance Amendment No. 2 to Registration Statement on Form S-3 Submitted October 17, 2024 File No. 333- 282315

Re: Safety Shot, Inc.

Dear Mr. Juan Grana and Ms. Margaret Sawicki:

Please find below our responses to the questions raised by the staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”) in its letter of comments dated October 25, 2024 (the “Comment Letter”) relating to the amendment No. 2 to the registration statement on Form S-3, which was submitted to the Commission by Safety Shot, Inc. (the “Company” or “we”) on October 17, 2024.

The Company’s responses are numbered to correspond to the Staff’s comments. For your convenience, each of the Staff’s comments contained in the Comment Letter has been restated.

We have also updated the Registration Statement on Form S-3/A (the “Registration Statement”) which is submitted to the Commission simultaneously together with this letter.

Amendment No. 2 to Registration Statement on Form S-3

Prospectus Summary, page 3

1. We note your response to comment 2. Please revise to address the following points:

● We note your disclosure that you “have conducted extensive informal research and experimentation involving a substantial number of volunteers under the influence of alcohol.” Please clarify what you mean by “informal research and experimentation.”

● We also note your disclosure that in connection with the clinical trials “cognitive responses were measured using the Visual Analogue Scale and physical function [was] assessed at the same intervals as the blood draws and breathalyzer assessments to correlate to function.” Please revise to briefly explain how the Visual Analogue Scale is used to measure cognitive responses and explain how physical function was assessed. Please also clarify whether the Visual Analogue Scale or a different assessment was used to observe in “the pre-clinical tests that the participants showed significant improvement in motor function and reduction in slurred speech and other markers commonly associated with alcohol consumption.” Finally, please clarify how you defined significant improvement in connection with these informal tests.

● Finally, we note your disclosure that the “clinical trials...consisted of 36 participants that were selected through advertising of the study” and that “participants had to qualify based upon a complete medical history questionnaire, release from physicians and submitting to a standard bloodwork panel.” Of the 36 participants, please disclose the age range and, if known, participants’ reported levels of typical alcohol consumption, the range of the number of drinks consumed per participant during the trial and the range of BACs measured among the 36 participants.

Response: We have revised the Registration Statement in accordance with the Staff’s comment. Please see page 4 of the Registration Statement for details. Specifically, the Company has amended the S-3 to (i) clarify what is meant by “informal research and experimentation”; (ii) explain how the Visual Analogue Scale is used to measure cognitive responses and how physical function was assessed and how physical function was observed and how significant improvement is defined; and (iii) disclosed the age range of participants, the amount of alcohol consumed and the range of BACs measured amongst the participants

Should you have any questions regarding the foregoing, please do not hesitate to contact the Company’s counsel, Arthur Marcus, Esq. of Sichenzia Ross Ference Carmel LLP at (212) 930-9700.

Very truly
yours,
By:
/s/
Jarrett Boon

Show Raw Text
CORRESP
1
filename1.htm

October
29, 2024

Securities
and Exchange Commission

Division
of Corporate Finance

100
F Street, NE

Washington,
D.C. 20549

Attn:
Mr. Juan Grana and Ms. Margaret Sawicki

Re:
Safety Shot, Inc.

Amendment
No. 2 to Registration Statement on Form S-3

Submitted
October 17, 2024

File
No. 333- 282315

Dear
Mr. Juan Grana and Ms. Margaret Sawicki:

Please
find below our responses to the questions raised by the staff (the “Staff”) of the Securities and Exchange Commission
(the “Commission”) in its letter of comments dated October 25, 2024 (the “Comment Letter”) relating
to the amendment No. 2 to the registration statement on Form S-3, which was submitted to the Commission by Safety Shot, Inc. (the “Company”
or “we”) on October 17, 2024.

The
Company’s responses are numbered to correspond to the Staff’s comments. For your convenience, each of the Staff’s comments
contained in the Comment Letter has been restated.

We
have also updated the Registration Statement on Form S-3/A (the “Registration Statement”) which is submitted to the
Commission simultaneously together with this letter.

Amendment
No. 2 to Registration Statement on Form S-3

Prospectus
Summary, page 3

1. We
                                            note your response to comment 2. Please revise to address the following points:

 ● We
                                            note your disclosure that you “have conducted extensive informal research and experimentation
                                            involving a substantial number of volunteers under the influence of alcohol.” Please
                                            clarify what you mean by “informal research and experimentation.”

 ● We
                                            also note your disclosure that in connection with the clinical trials “cognitive responses
                                            were measured using the Visual Analogue Scale and physical function [was] assessed at the
                                            same intervals as the blood draws and breathalyzer assessments to correlate to function.”
                                            Please revise to briefly explain how the Visual Analogue Scale is used to measure cognitive
                                            responses and explain how physical function was assessed. Please also clarify whether the
                                            Visual Analogue Scale or a different assessment was used to observe in “the pre-clinical
                                            tests that the participants showed significant improvement in motor function and reduction
                                            in slurred speech and other markers commonly associated with alcohol consumption.”
                                            Finally, please clarify how you defined significant improvement in connection with these
                                            informal tests.

 ● Finally,
                                            we note your disclosure that the “clinical trials...consisted of 36 participants that
                                            were selected through advertising of the study” and that “participants had to
                                            qualify based upon a complete medical history questionnaire, release from physicians and
                                            submitting to a standard bloodwork panel.” Of the 36 participants, please disclose
                                            the age range and, if known, participants’ reported levels of typical alcohol consumption,
                                            the range of the number of drinks consumed per participant during the trial and the range
                                            of BACs measured among the 36 participants.

Response:
We have revised the Registration Statement in accordance with the Staff’s comment. Please see page 4 of the Registration Statement
for details. Specifically, the Company has amended the S-3 to (i) clarify what is meant by “informal research and experimentation”;
(ii) explain how the Visual Analogue Scale is used to measure cognitive responses and how physical function was assessed and how physical
function was observed and how significant improvement is defined; and (iii) disclosed the age range of participants, the amount of alcohol
consumed and the range of BACs measured amongst the participants

Should
you have any questions regarding the foregoing, please do not hesitate to contact the Company’s counsel, Arthur Marcus, Esq. of
Sichenzia Ross Ference Carmel LLP at (212) 930-9700.

    Very truly
    yours,

    By:
    /s/
    Jarrett Boon

    Name:
    Jarrett Boon