SEC Comment Letter 0000000000-23-013894 to Metagenomi Therapeutics, Inc. (MGX)
Metagenomi Therapeutics, Inc.
Date: Dec. 20, 2023 · CIK: 0001785279 · Accession: 0000000000-23-013894
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Letter
United States securities and exchange commission logo December 20, 2023 Brian Thomas, Ph.D. Chief Executive Officer Metagenomi Technologies, LLC 1545 Park Avenue Emeryville, CA 94608 Re:Metagenomi Technologies, LLC Amendment No. 2 to Draft Registration Statement on Form S-1 Submitted December 11, 2023 CIK 0001785279 Dear Brian Thomas: We have reviewed your amended draft registration statement and have the following comment. Please respond to this letter by providing the requested information and either submitting an amended draft registration statement or publicly filing your registration statement on EDGAR. 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 the information you provide in response to this letter and your amended draft registration statement or filed registration statement, we may have additional comments. Amendment No. 1 to Draft Registration Statement on Form S-1 Use of Proceeds, page 94 1.We note that you intend to fund IND-Enabling studies for "certain of [your] current programs" with the proceeds from this offering. Please revise to specify which programs you intend to fund with proceeds from the offering. Please contact Jenn Do at 202-551-3743 or Angela Connell at 202-551-3426 if you have questions regarding comments on the financial statements and related matters. Please contact Tyler Howes at 202-551-3370 or Suzanne Hayes at 202-551-3675 with any other questions. Sincerely,
FirstName LastNameBrian Thomas, Ph.D. Comapany NameMetagenomi Technologies, LLC December 20, 2023 Page 2 FirstName LastName Brian Thomas, Ph.D. Metagenomi Technologies, LLC December 20, 2023 Page 2 Division of Corporation Finance Office of Life Sciences cc: Edwin M. O'Connor, Esq.
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United States securities and exchange commission logo
December 20, 2023
Brian Thomas, Ph.D.
Chief Executive Officer
Metagenomi Technologies, LLC
1545 Park Avenue
Emeryville, CA 94608
Re:Metagenomi Technologies, LLC
Amendment No. 2 to Draft Registration Statement on Form S-1
Submitted December 11, 2023
CIK 0001785279
Dear Brian Thomas:
We have reviewed your amended draft registration statement and have the following
comment.
Please respond to this letter by providing the requested information and either submitting
an amended draft registration statement or publicly filing your registration statement on
EDGAR. 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 the information you provide in response to this letter and your amended
draft registration statement or filed registration statement, we may have additional comments.
Amendment No. 1 to Draft Registration Statement on Form S-1
Use of Proceeds, page 94
1.We note that you intend to fund IND-Enabling studies for "certain of [your] current
programs" with the proceeds from this offering. Please revise to specify which programs
you intend to fund with proceeds from the offering.
Please contact Jenn Do at 202-551-3743 or Angela Connell at 202-551-3426 if you have
questions regarding comments on the financial statements and related matters. Please contact
Tyler Howes at 202-551-3370 or Suzanne Hayes at 202-551-3675 with any other questions.
Sincerely,
FirstName LastNameBrian Thomas, Ph.D.
Comapany NameMetagenomi Technologies, LLC
December 20, 2023 Page 2
FirstName LastName
Brian Thomas, Ph.D.
Metagenomi Technologies, LLC
December 20, 2023
Page 2
Division of Corporation Finance
Office of Life Sciences
cc: Edwin M. O'Connor, Esq.