DRSLTR 1 filename1.htm

 

Dentons US LLP

1221 Avenue of the Americas

New York, NY 10020-1089

United States

 

dentons.com

 

October 12, 2021

 

CONFIDENTIAL SUBMISSION

 

VIA EDGAR

 

United States Securities and Exchange Commission
100 F Street, N.E.
Washington, DC 20549

 

 

Re: Bright Green Corporation

Draft Registration Statement on Form S-1

CIK No. 0001886799

 

Ladies and Gentlemen:

 

On behalf of our client, Bright Green Corporation, a Delaware corporation (the “Company”), we hereby confidentially submit a draft registration statement on Form S-1 (the “Registration Statement”) relating to the proposed registration for resale of shares of the Company’s common stock held by certain registered stockholders, for nonpublic review by the staff of the Securities and Exchange Commission pursuant to Title I, Section 106 under the Jumpstart Our Business Startups Act (the “JOBS Act”).

 

In accordance with Title I, Section 101 of the JOBS Act, the Company is an “emerging growth company” that had total annual gross revenues of less than $1,070,000,000 during its most recently completed fiscal year ended December 31, 2020. Moreover, the Company’s common equity securities have not previously been sold pursuant to an effective registration statement under the Securities Act of 1933, as amended.

 

The Registration Statement and all amendments thereto will be publicly filed with the Securities and Exchange Commission not later than 15 days before the date on which the Company conducts a road show, as such term is defined in 17 C.F.R. § 230.433(h)(4).

 

If you have any questions regarding the Registration Statement, please do not hesitate to contact the undersigned at 212 768 6839.

 

  Sincerely,
   
  /s/ Rob Condon
  Rob Condon

 

cc: Eric Berlin
  Grant Levine
  Dentons US LLP

 

cc: Edward Robinson
  Doug Bates
  Bright Green Corporation