View:
United States securities and exchange commission logo
May 5, 2023
Eric Lefkofsky
Chief Executive Officer
Tempus Labs, Inc.
600 West Chicago Avenue, Suite 510
Chicago, Illinois 60654
Re: Tempus Labs, Inc.
Amendment No. 6 to
Draft Registration Statement on Form S-1
Submitted April 28,
2023
CIK No. 0001717115
Dear Eric Lefkofsky:
We have reviewed your amended draft 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 providing the requested
information and either submitting
an amended draft registration statement or publicly filing your
registration statement on
EDGAR. 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 the information you provide in response to these
comments and your
amended draft registration statement or filed registration statement, we
may have additional
comments.
Amendment No. 6 to Draft Registration Statement Submitted April 28, 2023
Prospectus Summary, page 1
1. You state that you have
established data partnerships with approximately 90% of the
largest public
pharmaceutical companies based on 2022 revenue. Please discuss the
material terms of your
data partnerships, including the financial terms of any agreements.
Eric Lefkofsky
FirstName LastNameEric Lefkofsky
Tempus Labs, Inc.
Comapany
May 5, 2023NameTempus Labs, Inc.
May 5,
Page 2 2023 Page 2
FirstName LastName
Management, page 195
2. We note that your COO is now also the interim CEO for Pathos AI, Inc.
We also note
your disclosure that you are highly dependent on members of your
senior management
team. Please revise your risk factor on page 79 to disclose the
percentage of time that your
COO devotes to the business of the company given his other
responsibilities as the interim
CEO of Pathos. Additionally, please revise your discussion of your
agreements with
Pathos on page 216 to include Mr. Fukushima's new role at Pathos.
Financial Statements
Note 16. Subsequent Events, page F-43
3. We note that the amended Credit Agreement with Ares on April 25, 2023
included an
increase in the interest rate. Please expand the disclosure to include
the interest rate in the
amended agreement. Please expand the discussion of the Term Loan
Facility in MD&A
accordingly.
You may contact Claire DeLabar, Senior Staff Accountant, at (202)
551-3349 or Robert
Littlepage, Accounting Branch Chief, at (202) 551-3361 if you have questions
regarding
comments on the financial statements and related matters. Please contact Kyle
Wiley, Staff
Attorney, at (202) 344-5791 or Jan Woo, Legal Branch Chief, at (202) 551-3453
with any other
questions.
Sincerely,
Division of
Corporation Finance
Office of
Technology
cc: Courtney Tygesson