SEC Comment Letter 0000000000-24-003211 to FibroBiologics, Inc. (FBLG)
FibroBiologics, Inc.
Date: March 25, 2024 · CIK: 0001958777 · Accession: 0000000000-24-003211
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-277019
Letter
United States securities and exchange commission logo March 25, 2024 Mark Andersen Chief Financial Officer FibroBiologics, Inc. 455 E. Medical Center Blvd. Suite 300 Houston, Texas 77598 Re:FibroBiologics, Inc. Amendment No. 1 to Registration Statement on Form S-1 Filed March 15, 2024 File No. 333-277019 Dear Mark Andersen: We have reviewed your amended registration statement and have the following comments. Please respond to this letter by amending your registration statement and providing the requested information. 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 any amendment to your registration statement and the information you provide in response to this letter, we may have additional comments. Unless we note otherwise, any references to prior comments are to comments in our February 26, 2024, letter. Amendment No. 1 to Registration Statement on Form S-1 Cover Page 1.We note your disclosure in the Plan of Distribution on page 124 that GEM and GYBL are “underwriters” within the meaning of Section 2(a)(11) of the Securities Act. Please disclose that GEM and GYBL are underwriters on the cover page. General 2.We note your response to comment 3 and re-issue in part. Please disclose whether the Registered Stockholders engaged in any short selling of the company’s securities or other hedging activities prior to entering into the GEM SPA.
FirstName LastNameMark Andersen Comapany NameFibroBiologics, Inc. March 25, 2024 Page 2 FirstName LastName Mark Andersen FibroBiologics, Inc. March 25, 2024 Page 2
Please contact Jimmy (CF) McNamara at 202-551-7349 or Laura Crotty at 202-551-7614 with any other questions. Sincerely, Division of Corporation Finance Office of Life Sciences cc: Brian Fenske
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United States securities and exchange commission logo
March 25, 2024
Mark Andersen
Chief Financial Officer
FibroBiologics, Inc.
455 E. Medical Center Blvd.
Suite 300
Houston, Texas 77598
Re:FibroBiologics, Inc.
Amendment No. 1 to Registration Statement on Form S-1
Filed March 15, 2024
File No. 333-277019
Dear Mark Andersen:
We have reviewed your amended registration statement and have the following
comments.
Please respond to this letter by amending your registration statement and providing the
requested information. 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 any amendment to your registration statement and the information you
provide in response to this letter, we may have additional comments. Unless we note otherwise,
any references to prior comments are to comments in our February 26, 2024, letter.
Amendment No. 1 to Registration Statement on Form S-1
Cover Page
1.We note your disclosure in the Plan of Distribution on page 124 that GEM and GYBL are
“underwriters” within the meaning of Section 2(a)(11) of the Securities Act. Please
disclose that GEM and GYBL are underwriters on the cover page.
General
2.We note your response to comment 3 and re-issue in part. Please disclose whether the
Registered Stockholders engaged in any short selling of the company’s securities or other
hedging activities prior to entering into the GEM SPA.
FirstName LastNameMark Andersen
Comapany NameFibroBiologics, Inc.
March 25, 2024 Page 2
FirstName LastName
Mark Andersen
FibroBiologics, Inc.
March 25, 2024
Page 2
Please contact Jimmy (CF) McNamara at 202-551-7349 or Laura Crotty at 202-551-7614
with any other questions.
Sincerely,
Division of Corporation Finance
Office of Life Sciences
cc: Brian Fenske