SEC Comment Letter 0000000000-22-012871 to Baudax Bio, Inc. (BXRXQ) (CIK 0001780097)
Baudax Bio, Inc. (BXRXQ) (CIK 0001780097)
Date: Nov. 29, 2022 · CIK: 0001780097 · Accession: 0000000000-22-012871
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File numbers found in text: 333-268251
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United States securities and exchange commission logo
November 29, 2022
Gerri A. Henwood
Chief Executive Officer
Baudax Bio, Inc.
490 Lapp Road
Malvern, PA 19355
Re:Baudax Bio, Inc.
Amendment No. 1 to Registration Statement on Form S-1
Filed November 28, 2022
File No. 333-268251
Dear Gerri A. Henwood:
We have reviewed your amended 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 amending your registration statement and 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 statement and the information you
provide in response to these comments, we may have additional comments. Unless we note
otherwise, our references to prior comments are to comments in our November 22, 2022 letter.
Amendment No. 1 to Registration Statement on Form S-1
Cover Page
1.We acknowledge your revised disclosures in response to prior comment 2. However,
please ensure that the date the offering will end is clearly stated prior to seeking
effectiveness. You may refer to the duration of the offering with a number of days
following the commencement of the offering.
Plan of Distribution, page 31
2.We refer to your revised disclosure that there may be investors who do not enter into a
securities purchase agreement in connection with the purchase of securities in this
offering. Please revise to explain why there may be instances where investors do not enter
FirstName LastNameGerri A. Henwood
Comapany NameBaudax Bio, Inc.
November 29, 2022 Page 2
FirstName LastName
Gerri A. Henwood
Baudax Bio, Inc.
November 29, 2022
Page 2
into such an agreement and how you intend to address details of such transactions, such as
the number of securities to be purchased.
Exhibits
3.We refer to your revised exhibit index and your filing of certain exhibits. Please also
update your exhibit index to include your placement agent agreement, or advise.
You may contact Benjamin Richie at 202-551-7857 or Dorrie Yale at 202-551-8776 with
any questions.
Sincerely,
Division of Corporation Finance
Office of Industrial Applications and
Services
cc: Jennifer L. Porter, Esq.