SEC Comment Letter 0000000000-23-011616 to Ambrx Biopharma, Inc. (CIK 0001990550)
Ambrx Biopharma, Inc. (CIK 0001990550)
Date: Oct. 24, 2023 · CIK: 0001990550 · Accession: 0000000000-23-011616
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File numbers found in text: 333-275053
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United States securities and exchange commission logo
October 24, 2023
Daniel J. O'Connor
President and Chief Executive Officer
Ambrx Biopharma, Inc.
10975 North Torrey Pines Road
La Jolla, California 92037
Re:Ambrx Biopharma, Inc.
Registration Statement on Form S-3
Filed October 17, 2023
File No. 333-275053
Dear Daniel J. O'Connor:
We have conducted a limited review of your registration statement and have the
following comment.
Please respond to this letter by amending your registration statement and providing the
requested information. If you do not believe our 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.
Registration Statement on Form S-3, filed October 17, 2023
General
1.Please provide an analysis supporting your conclusion that the registrant is eligible to use
Form S-3 to register this offering. In this regard, we note General Instruction I.A. to Form
S-3. If you are not eligible to use Form S-3 for this offering, please withdraw this
registration statement and refile on an appropriate form.
FirstName LastNameDaniel J. O'Connor
Comapany NameAmbrx Biopharma, Inc.
October 24, 2023 Page 2
FirstName LastName
Daniel J. O'Connor
Ambrx Biopharma, Inc.
October 24, 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.
Refer to Rules 460 and 461 regarding requests for acceleration. Please allow adequate
time for us to review any amendment prior to the requested effective date of the registration
statement.
Please contact Joshua Gorsky at 202-551-7836 or Laura Crotty at 202-551-7614 with any
other questions.
Sincerely,
Division of Corporation Finance
Office of Life Sciences
cc: Gregg A. Noel