Akers Biosciences, Inc.
201 Grove Road
Thorofare, New Jersey 08086
December 15, 2017
VIA EDGAR
Irene Paik
Division of Corporation Finance
U.S. Securities & Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
| Re: | Akers Biosciences, Inc. |
Amendment No. 3 to Registration Statement on Form S-1
Filed December 15, 2017
File No. 333-221746
Dear Ms. Paik:
By letter dated December 15, 2017, the staff (the “Staff,” “you” or “your”) of the U.S. Securities & Exchange Commission (the “Commission”) provided Akers Biosciences, Inc. (the “Company,” “we,” “us” or “our”) with its comments to the Company’s Amendment No. 3 to Registration Statement on Form S-1 filed on December 15, 2017. We are in receipt of your letter and set forth below are the Company’s responses to the Staff’s comments. We are filing Amendment No. 3 to the Registration Statement on Form S-1 (the “Filing”) along with this response letter. For your convenience, the comments are listed below, followed by the Company’s responses.
Amendment No. 3 to Registration Statement on Form S-1 filed December 15, 2017
Cover Page
| 1. | We note your revisions in response to our prior comment one. Please revise your disclosure further to clarify whether the underwriter will purchase common stock and warrants as a Class A Unit or have the option to purchase each security individually if the over-allotment option is exercised. In addition, please include the securities included in the over-allotment option in the registration fee table and have counsel account for these securities in the legal opinion filed as Exhibit 5.1. |
Response: As further discussed with the Commission, the only additional disclosure required at this time is an updated legal opinion accounting for the over-allotment. We have prepared an updated legal opinion to be included in an exhibits only amendment to the Filing.
John J. Gormally
Akers Biosciences, Inc.
December 15, 2017
Page 2
Thank you for your assistance in reviewing this filing.
Very Truly Yours,
| /s/ John J. Gormally |
John J. Gormally
Chief Executive Officer
Akers Biosciences, Inc.
201 Grove Road
Thorofare, New Jersey 08086