Correspondence 0001493152-23-001594 from BullFrog AI Holdings, Inc. (BFRG)
BullFrog AI Holdings, Inc.
Date: Jan. 17, 2023 · CIK: 0001829247 · Accession: 0001493152-23-001594
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-267951
Letter
Division of Corporation Finance Office of Life Sciences Securities and Exchange Commission Re: BullFrog AI Holdings, Inc. Amendment No. 4 to Registration Statement on Form S-1 Filed January 10, 2023 File No. 333-267951
Dear Mr. Howes:
On behalf of BullFrog AI Holdings, Inc. (the “Company”), this letter responds to comments provided by the staff of the Division of Corporation Finance, Office of Life Sciences (the “Staff”) of the Securities and Exchange Commission (the “Commission”) to the undersigned on January 17, 2023 regarding Amendment No. 4 (“Amendment No. 4”) to the Registration Statement on Form S-1 (the “Registration Statement”), which was submitted to the Commission on January 10, 2023. For your convenience, we have set forth below the comment of your letter followed by the Company’s response thereto.
Amendment No. 4 to Registration Statement on Form S-1
Financial Statements as of September 30, 2022 (Unaudited)
Notes to Financial Statements
Note 11 - Shareholder’s Equity
Warrants, page F-40
1. Please explain to us how the Termination Warrants issued pursuant to the newly disclosed Termination Agreement entered into with ViewTrade Securities Inc. on April 1, 2022, discussed on page 54, are accounted for in your interim financial statements.
Response: As per our conversation, the valuation of the warrants was done in the second quarter of 2022. They were valued utilizing the Black Scholes method. We will clarify the footnote in the final prospectus to separate the warrants so a reader can readily identify them. We note that we do not otherwise believe it is material.
Please do not hesitate to contact our counsel Arthur Marcus at (516) 459-8161 with any questions or comments regarding this correspondence. Thank you.
Sincerely,
/s/
Vininder Singh
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filename1.htm
BullFrog
AI Holdings, Inc.
325
Ellington Blvd., Unit 317
Gaithersburg,
MD 20878
January
17, 2023
Tyler
Howes
Division
of Corporation Finance
Office
of Life Sciences
Securities
and Exchange Commission
100
F Street, NE
Washington,
D.C. 20549
Re:
BullFrog
AI Holdings, Inc.
Amendment
No. 4 to Registration Statement on Form S-1
Filed
January 10, 2023
File
No. 333-267951
Dear
Mr. Howes:
On
behalf of BullFrog AI Holdings, Inc. (the “Company”), this letter responds to comments provided by the staff of the Division
of Corporation Finance, Office of Life Sciences (the “Staff”) of the Securities and Exchange Commission (the “Commission”)
to the undersigned on January 17, 2023 regarding Amendment No. 4 (“Amendment No. 4”) to the Registration Statement on Form
S-1 (the “Registration Statement”), which was submitted to the Commission on January 10, 2023. For your convenience, we have
set forth below the comment of your letter followed by the Company’s response thereto.
Amendment
No. 4 to Registration Statement on Form S-1
Financial
Statements as of September 30, 2022 (Unaudited)
Notes
to Financial Statements
Note
11 - Shareholder’s Equity
Warrants,
page F-40
1.
Please
explain to us how the Termination Warrants issued pursuant to the newly disclosed Termination Agreement entered into with ViewTrade
Securities Inc. on April 1, 2022, discussed on page 54, are accounted for in your interim financial statements.
Response:
As per our conversation, the valuation of the warrants was done in the second quarter of 2022. They were valued utilizing the Black
Scholes method. We will clarify the footnote in the final prospectus to separate the warrants so a reader can readily identify them.
We note that we do not otherwise believe it is material.
Please
do not hesitate to contact our counsel Arthur Marcus at (516) 459-8161 with any questions or comments regarding this correspondence.
Thank you.
Sincerely,
/s/
Vininder Singh
Chief
Executive Officer
cc
Arthur
Marcus, Esq.