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United States securities and exchange commission logo
August 2, 2021
Tillman U. Gerngross, Ph.D.
Chief Executive Officer
Adagio Therapeutics, Inc.
303 Wyman Street, Suite 300
Waltham, MA 02451
Re: Adagio
Therapeutics, Inc.
Amendment No. 1 to
Registration Statement on Form S-1
Filed August 2,
2021
File No. 333-257975
Dear Dr. Gerngross:
We have reviewed your amended 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 comment, we may have additional comments.
Amendment No. 1 to Registration Statement on Form S-1 filed August 2,
2021
Business
License Agreement with Biocon Biologics Limited, page 145
1. Please expand your
disclosure regarding the license agreement with Biocon to describe
the material terms of
the agreement, including payment terms and termination provisions.
Please also file the
agreement as an exhibit to the registration statement, or advise. See
Item 601(b)(10) of
Regulation S-K.
Tillman U. Gerngross, Ph.D.
Adagio Therapeutics, Inc.
August 2, 2021
Page 2
You may contact Tara Harkins at 202-551-3639 or Al Pavot at 202-551-3738
if you have
questions regarding comments on the financial statements and related matters.
Please contact
Abby Adams at 202-551-6902 or Irene Paik at 202-551-6553 with any other
questions.
Sincerely,
FirstName LastNameTillman U. Gerngross, Ph.D.
Division of
Corporation Finance
Comapany NameAdagio Therapeutics, Inc.
Office of Life
Sciences
August 2, 2021 Page 2
cc: Divakar Gupta, Esq.
FirstName LastName