Correspondence 0001493152-24-004071 from BullFrog AI Holdings, Inc. (BFRG)
BullFrog AI Holdings, Inc.
Date: Jan. 29, 2024 · CIK: 0001829247 · Accession: 0001493152-24-004071
AI Filing Summary & Sentiment
Reasoning
Letter
Division of Corporation Finance Office of Life Sciences Re: BullFrog AI Holdings, Inc. Draft Registration Statement on Form S-1 Submitted January 19, 2024 CIK No. 0001829247
Dear Messrs. Crawford and Edwards:
On behalf of BullFrog AI Holdings, Inc. (the “Company”), this letter responds to a comment provided by the staff of the Division of Corporation Finance (the “Staff”) of the Securities and Exchange Commission (the “Commission”) to the Company on January 24, 2024, regarding the Company’s Draft Registration Statement on Form S-1 (the “Draft Registration Statement”). Changes made in response to the Staff’s comment have been made in the Company’s Registration Statement on Form S-1 (the “Registration Statement”), which is being filed with the Commission contemporaneously with the submission of this letter.
For convenience, the Staff’s comment has been restated below and the Company’s response is set out immediately under the restated comment. Unless otherwise indicated, defined terms used herein have the meanings set forth in the Registration Statement.
Draft Registration Statement on Form S-1
Incorporation of Certain Information by Reference, page 50
1. We note you have not filed an annual report for your most recently completed fiscal year and therefore appear to be ineligible to incorporate by reference on Form S-1. Please revise accordingly or otherwise advise. Refer to General Instruction VII.C. of Form S-1.
Response: The Company acknowledges the Staff’s comment and has made the requested revision.
Should you have any questions regarding the foregoing, please do not hesitate to contact the Company’s counsel, Arthur Marcus, of Sichenzia Ross Ference Carmel LLP at (212) 930-9700.
Sincerely,
/s/ Vininder
Singh
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BULLFROG
AI HOLDINGS, INC.
325
Ellington Blvd., Unit 317
Gaithersburg,
MD 20878
January
29, 2024
Division
of Corporation Finance
Office
of Life Sciences
U.S.
Securities and Exchange Commission
100
F Street, NE
Washington,
D.C. 20549
Attn:
Daniel Crawford and Chris Edwards
Re:
BullFrog
AI Holdings, Inc.
Draft
Registration Statement on Form S-1
Submitted
January 19, 2024
CIK
No. 0001829247
Dear
Messrs. Crawford and Edwards:
On
behalf of BullFrog AI Holdings, Inc. (the “Company”), this letter responds to a comment provided by the staff of the
Division of Corporation Finance (the “Staff”) of the Securities and Exchange Commission (the “Commission”)
to the Company on January 24, 2024, regarding the Company’s Draft Registration Statement on Form S-1 (the “Draft Registration
Statement”). Changes made in response to the Staff’s comment have been made in the Company’s Registration Statement
on Form S-1 (the “Registration Statement”), which is being filed with the Commission contemporaneously with the submission
of this letter.
For
convenience, the Staff’s comment has been restated below and the Company’s response is set out immediately under the restated
comment. Unless otherwise indicated, defined terms used herein have the meanings set forth in the Registration Statement.
Draft
Registration Statement on Form S-1
Incorporation
of Certain Information by Reference, page 50
1.
We note you have not filed an annual report for your most recently
completed fiscal year and therefore appear to be ineligible to incorporate by reference on Form S-1. Please revise accordingly or otherwise
advise. Refer to General Instruction VII.C. of Form S-1.
Response:
The Company acknowledges the Staff’s comment and has made the requested revision.
Should
you have any questions regarding the foregoing, please do not hesitate to contact the Company’s counsel, Arthur Marcus, of Sichenzia
Ross Ference Carmel LLP at (212) 930-9700.
Sincerely,
/s/ Vininder
Singh
Chief Executive Officer
cc:
Arthur Marcus, Esq.