Correspondence 0001213900-24-061053 from Silexion Therapeutics Corp (SLXN)
Silexion Therapeutics Corp
Date: July 12, 2024 · CIK: 0002022416 · Accession: 0001213900-24-061053
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-279281
Letter
Biomotion Sciences
250 Park Avenue, 7th Floor
New York, NY 10177
Telephone: (212) 572-6395
July 12, 2024
VIA EDGAR
U.S. Securities and Exchange Commission
Division of Corporation Finance
Office of Finance
F Street, NE
Washington, DC 20549
Attention: Franklin Wyman
Kevin Vaughn
Daniel Crawford
Tim Buchmiller
Re: Biomotion Sciences
Amendment No. 2 to Registration Statement on Form S-4
Filed July 5, 2024
SEC File Number 333-279281
Ladies and Gentlemen:
On behalf of Biomotion Sciences (the “Company”), we have provided below the Company’s response to the oral comment of the Staff (the “Staff”) of the Division of Corporation Finance, Office of Life Sciences of the Securities and Exchange Commission (the “Commission”) relating to Amendment No. 2, filed on July 5, 2024, to the Company’s Registration Statement on Form S-4, which was originally filed on May 9, 2024 (the “Registration Statement”).
Capitalized terms used but not otherwise defined herein have the meanings assigned to such terms in Amendment No. 3 to the Registration Statement (the “Amended Registration Statement”), which the Company is filing concurrently herewith with the Commission through the Commission’s EDGAR system.
Risk Factors
1. Oral comment conveyed by the Staff on July 10, 2024, regarding the Company’s disclosure of the risk that Moringa Acquisition Corp may be deemed an investment company under the Investment Company Act of 1940, as amended.
Response: In response to the Staff’s comment, the Company has revised the disclosure on pages 88 and 89 of the Amended Registration Statement.
*********
If you have any comments or questions regarding the foregoing., please direct them to Brian N. Wheaton, Esq., at Greenberg Traurig, LLP, our U.S. legal counsel, at (212) 801-6914 or wheatonb@gtlaw.com, or to Jonathan M. Nathan, Adv., at Meitar Law Offices, our Israeli legal counsel, at +972-52-312-5574 or jonathann@meitar.com. Thank you in advance for your cooperation in connection with this matter.
Sincerely,
/s/
Ilan Levin
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filename1.htm
Biomotion
Sciences
250 Park Avenue, 7th Floor
New York,
NY 10177
Telephone:
(212) 572-6395
July 12, 2024
VIA
EDGAR
U.S.
Securities and Exchange Commission
Division
of Corporation Finance
Office
of Finance
100
F Street, NE
Washington,
DC 20549
Attention:
Franklin
Wyman
Kevin
Vaughn
Daniel
Crawford
Tim
Buchmiller
Re:
Biomotion
Sciences
Amendment
No. 2 to Registration Statement on Form S-4
Filed
July 5, 2024
SEC
File Number 333-279281
Ladies
and Gentlemen:
On
behalf of Biomotion Sciences (the “Company”), we have provided below the Company’s response to the oral comment
of the Staff (the “Staff”) of the Division of Corporation Finance, Office of Life Sciences of the Securities and Exchange
Commission (the “Commission”) relating to Amendment No. 2, filed on July 5, 2024, to the Company’s Registration
Statement on Form S-4, which was originally filed on May 9, 2024 (the “Registration Statement”).
Capitalized
terms used but not otherwise defined herein have the meanings assigned to such terms in Amendment No. 3 to the Registration Statement
(the “Amended Registration Statement”), which the Company is filing concurrently herewith with the Commission through
the Commission’s EDGAR system.
Risk
Factors
1.
Oral
comment conveyed by the Staff on July 10, 2024, regarding the Company’s disclosure of the risk that Moringa Acquisition Corp
may be deemed an investment company under the Investment Company Act of 1940, as amended.
Response:
In response to the Staff’s comment, the Company has revised the disclosure on pages 88 and 89 of the Amended Registration Statement.
*********
If
you have any comments or questions regarding the foregoing., please direct them to Brian N. Wheaton, Esq., at Greenberg Traurig, LLP,
our U.S. legal counsel, at (212) 801-6914 or wheatonb@gtlaw.com, or to Jonathan M. Nathan, Adv., at Meitar Law Offices, our Israeli legal
counsel, at +972-52-312-5574 or jonathann@meitar.com. Thank you in advance for your cooperation in connection with this matter.
Sincerely,
/s/
Ilan Levin
Ilan
Levin
Chief
Executive Officer
CC:
Gil
Maman
Biomotion
Sciences
Mark
S. Selinger, Esq.
Brian
N. Wheaton, Esq.
Gary
Emmanuel, Esq.
Greenberg
Traurig, LLP
J.
David Chertok, Adv.
Jonathan
M. Nathan, Adv.
Elad
Ziv, Adv.
Meitar
Law Offices