SEC Comment Letter 0000000000-23-006904 to Babylon Holdings Ltd (BBLNF) (CIK 0001866390)
Babylon Holdings Ltd (BBLNF) (CIK 0001866390)
Date: June 28, 2023 · CIK: 0001866390 · Accession: 0000000000-23-006904
AI Filing Summary & Sentiment
File numbers found in text: 001-40952
Letter
United States securities and exchange commission logo June 28, 2023 David Humphreys Chief Financial Officer Babylon Holdings Ltd 2500 Bee Cave Road Building 1 - Suite 400 Austin, TX 78746 Re:Babylon Holdings Ltd Form 8-K Filed June 23, 2023 File No. 001-40952 Dear David Humphreys: We have reviewed your filing 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 these comments within ten business days by providing the requested information or advise us as soon as possible when you will respond. If you do not believe our comments apply to your facts and circumstances, please tell us why in your response. After reviewing your response to these comments, we may have additional comments. Form 8-K, filed June 23, 2023 General 1.Please provide us with your analysis as to the applicability of Exchange Act Rule 13e-3 to the transactions contemplated by the Framework Implementation Agreement, dated May 10, 2023, including reliance on any of the exceptions to the rule’s applicability. In doing so, please address each element of Rule 13e-3, including both the transactional element of Rule 13e-3(a)(3)(i) and the “effects” provided in Rule 13e-3(a)(3)(ii).
FirstName LastNameDavid Humphreys Comapany NameBabylon Holdings Ltd June 28, 2023 Page 2 FirstName LastName David Humphreys Babylon Holdings Ltd June 28, 2023 Page 2 We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. You may contact Margaret Schwartz at 202-551-7153 or Katherine Bagley at 202-551- 2545 with any questions. Sincerely, Division of Corporation Finance Office of Industrial Applications and Services cc: Ryan Maierson, Esq.
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United States securities and exchange commission logo
June 28, 2023
David Humphreys
Chief Financial Officer
Babylon Holdings Ltd
2500 Bee Cave Road
Building 1 - Suite 400
Austin, TX 78746
Re:Babylon Holdings Ltd
Form 8-K
Filed June 23, 2023
File No. 001-40952
Dear David Humphreys:
We have reviewed your filing 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 these comments within ten business days by providing the requested
information or advise us as soon as possible when you will respond. If you do not believe our
comments apply to your facts and circumstances, please tell us why in your response.
After reviewing your response to these comments, we may have additional comments.
Form 8-K, filed June 23, 2023
General
1.Please provide us with your analysis as to the applicability of Exchange Act Rule 13e-3 to
the transactions contemplated by the Framework Implementation Agreement, dated May
10, 2023, including reliance on any of the exceptions to the rule’s applicability. In doing
so, please address each element of Rule 13e-3, including both the transactional element of
Rule 13e-3(a)(3)(i) and the “effects” provided in Rule 13e-3(a)(3)(ii).
FirstName LastNameDavid Humphreys
Comapany NameBabylon Holdings Ltd
June 28, 2023 Page 2
FirstName LastName
David Humphreys
Babylon Holdings Ltd
June 28, 2023
Page 2
We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.
You may contact Margaret Schwartz at 202-551-7153 or Katherine Bagley at 202-551-
2545 with any questions.
Sincerely,
Division of Corporation Finance
Office of Industrial Applications and
Services
cc: Ryan Maierson, Esq.