BioLargo, Inc. 14921 Chestnut St. Westminster, CA 92683 Telephone: 888.400.2863 Facsimile: 949.625.9819 |
April 5, 2024
U.S. Securities & Exchange Commission
Division of Corporate Finance
100 F. Street NE
Washington, D.C. 20549
Attn: | Jessica Ansart | |
Re: | BioLargo, Inc. | |
Registration Statement on Form S-1 | ||
Filed April 27, 2023 | ||
File No. 333-271465 |
Ladies and Gentlemen:
On April 27, 2023, BioLargo, Inc. (the “Company”) initially filed Registration Statement No. 333-271465 on Form S-1 (together with the exhibits thereto, the “Registration Statement”) with the Securities and Exchange Commission (the “Commission”).
Pursuant to Rule 477 under the Securities Act of 1933, as amended (the “Securities Act”), the Company hereby requests that the Commission consent to the withdrawal of the Registration Statement effective as of the date hereof. The Company is seeking withdrawal of the Registration Statement to allow the company time to revise the offering and registration statement, including to incorporate information in its most recently filed annual report. The Registration Statement has not been declared effective by the Commission and no securities have been issued or sold under the Registration Statement. Based on the foregoing, the Company submits that the withdrawal of the Registration Statement is consistent with the public interest and the protection of investors, as contemplated by Rule 477(a).
The Company acknowledges that no refund will be made for fees paid to the Commission in connection with the filing of the Registration Statement. However, in accordance with Rule 457(p) under the Securities Act, the Company requests that all fees paid to the Commission in connection with the filing of the Registration Statement be credited for future use.
If you have any questions, please contact the Company’s legal counsel, Gilbert Bradshaw of Wilson Bradshaw LLP at (949) 752-1100.
We thank you in advance for your time and consideration in connection with this matter and for the assistance and responsiveness of the staff of the Commission.
Very truly yours,
/s/Dennis P. Calvert
Dennis P. Calvert
President
BioLargo, Inc.
cc: |
Gilbert Bradshaw, Esq. |
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