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November 3, 2023
Melker Nilsson
Chief Executive Officer
Capstone Dental Pubco, Inc.
154 Middlesex Turnpike
Burlington, MA 01803
Re:Capstone Dental Pubco, Inc.
Amendment No. 2 to Registration Statement on Form S-4
Filed October 26, 2023
File No. 333-274297
Dear Melker Nilsson:
            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 October 20, 2023 letter.
Amendment No. 3 to Registration Statement on Form S-4
Cover Page
1.Please revise the cover page of your prospectus to clearly disclose the number of
securities being registered on this registration statement. See Item 501(b) of Regulation S-
K.
Discounted Cash Flow Analysis, page 132
2.Please refer to our prior comment 6.
•We see as part of your revised disclosure, you indicate that the yearly revenue
assumptions provided by Keystone were independently verified by Check-Cap
through Check-Cap’s own due diligence, which was performed on the Israeli
operations of Keystone, as well as through part of the legal and financial due
diligence performed by Check-Cap’s advisors. Please tell us how and to what extent

 FirstName LastNameMelker Nilsson
 Comapany NameCapstone Dental Pubco, Inc.
 November 3, 2023 Page 2
 FirstName LastName
Melker Nilsson
Capstone Dental Pubco, Inc.
November 3, 2023
Page 2
Check-Cap “independently verified” information related to Australia that was
provided by Keystone.
•If Keystone does not have any specific market potential reports for Israel and
Australia as standalone countries, tell us your basis for the assumption that with its
Implant and Bio product lines, Nexus products and customer-centric approach,
Keystone will be able to grow sales and revenues in these regions.
•We do not see where you have explained what "an analysis of the competitive
landscape” entails, the significant material assumptions underlying revenue
projections and the limitations specific to this analysis.
•We see your disclosure that if the company is unable to maintain any of its current
regulatory approvals or obtain such new regulatory approvals, that may have an
impact on Keystone’s projections, although each such case would need to be assessed
to determine what (if any) impact it has on the plan and the impact on the projections
if it is not obtained. Revise to explain each specific regulatory approval assumed in
making the projections and the specific impact if those approvals are not obtained.
•Lastly, we see your revised disclosure that 'the financial projections include assumed
capital expenditures (including fit-out for new space and equipment to meet the
expected increased demand in each location) for Keystone’s Israel, Irvine and
Australia facilities to be expended over the course of the plan.' Revise to disclose the
expected amounts of capital expenditures and tell us how those are included in your
projections.
3.Please refer to our prior comment 7 and tell us where your revised disclosure clarifies
which elements of the projections were provided by Keystone and which were prepared
by Check-Cap. In this regard, you state at the bottom of page 134 that the following
assumptions indicate the changes that the Check-Cap board made to the projections
provided by Keystone and list several bullet points which appear to be general in nature,
i.e.  'revenue projections were modified on the basis that comparable companies grow at a
rapid pace in the first 6-7 years'. Revise your disclosures to specifically explain how the
projections were changed by the Check-Cap board.
4.We see your response to our prior comment 13. Your disclosure does not address how you
considered all of the uncertainties regarding your projections in your conclusion that you
can reasonably provide projections for the next ten years.  Please advise.
5.Please refer to our prior comment 16. Please tell us if any companies of like size and stage
were considered by Variance and if not, why not.
6.We note your disclosure in footnote 1 that "projected R&D amounts are subject to the
limitations in attracting, hiring and retaining members of our R&D department."  Revise
to disclose the specific assumption related to any potential growth in your research
& development department.

 FirstName LastNameMelker Nilsson
 Comapany NameCapstone Dental Pubco, Inc.
 November 3, 2023 Page 3
 FirstName LastName
Melker Nilsson
Capstone Dental Pubco, Inc.
November 3, 2023
Page 3
7.We note the disclosure that "Projections based on historical average revenues per direct
sales representative are helpful in a genuinely mature business model."  Revise to define
your use of the term "genuinely mature business model" and clarify this is a belief of
management.
Exhibits
8.We note your updated Exhibit Index in response to comment 19. We further note that
certain exhibits with schedules and similar attachments omitted pursuant to Item 601(a)(5)
of Regulation S-K are distribution agreements that are not discussed elsewhere in the
registration statement. Please revise to describe the material terms of these distribution
agreements, to include the covered products, within your registration statement.
            Please contact Julie Sherman at 202-551-3640 or Terence O'Brien at 202-551-3355 if you
have questions regarding comments on the financial statements and related matters. Please
contact Benjamin Richie at 202-551-7857 or Lauren Nguyen at 202-551-3642 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Industrial Applications and
Services
cc:       Mark Rosenstein