United States securities and exchange commission logo
October 16, 2020
Scott Hutton
President and Chief Executive Officer
Biodesix, Inc.
2970 Wilderness Place, Suite 100
Boulder, CO 80301
Re: Biodesix, Inc.
Amendment No. 2 to
Registration Statement on Form S-1
Filed October 14,
2020
File No. 333-249260
Dear Mr. Hutton:
We have reviewed your amended registration statement 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 this letter by amending your registration
statement and providing the
requested information. If you do not believe our comments apply 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 these comments, we may have additional comments.
Amendment No. 2 to Form S-1 filed October 14, 2020
Preliminary Results for the Third Quarter, page 5
1. Please address the
following:
We note that you
present the results for the nine-month period ended September 30,
2020. Please also
revise to present the results for the three-month period, including a
similar breakdown
between diagnostic test revenue and service revenue. Discuss any
material trends in
the third quarter preliminary results as compared to the second
quarter reported
results. In addition, please note that when a range is presented rather
than a specific
number, the range should be sufficiently narrow to be meaningful.
Refer to Item 10(b)
of Regulation S-K;
Please revise to
balance your preliminary revenue information by presenting other
measures of your
performance such as operating expenses and net income (loss). To
Scott Hutton
Biodesix, Inc.
October 16, 2020
Page 2
the extent this information is unavailable and you are unable to
provide meaningful
ranges, then please indicate this circumstance in your response
and revise the
prospectus to provide qualitative disclosure, as applicable, to
provide investors with
an understanding of whether you have experienced any positive or
negative trends in
these areas during the three and nine month periods; and
We note your statement that your actual results for the nine
months ended
September 30, 2020 may differ materially from your
preliminary estimates, which
at this point is limited to revenue estimates. Please remove this
disclaimer, or explain
to us why this disclaimer is appropriate in the context of the
estimates you present.
Material Agreements, page 155
2. We refer to Exhibits 10.29 to 10.32 and comment 15 from our comment
letter dated
September 9, 2020. Please revise to describe each of your material
contracts with Bio-
Rad concerning COVID-19 testing.
You may contact David Burton at (202) 551-3626 or Jeanne Baker at (202)
551-3691 if
you have questions regarding comments on the financial statements and related
matters. Please
contact Courtney Lindsay at (202) 551-7237 or Joe McCann at (202) 551-6262 with
any other
questions.
FirstName LastNameScott Hutton Sincerely,
Comapany NameBiodesix, Inc.
Division of
Corporation Finance
October 16, 2020 Page 2 Office of Life
Sciences
FirstName LastName
