SEC Comment Letter for SIEBERT FINANCIAL CORP (SIEB) (CIK 0000065596) (SIEB) — Oct 4, 2016
SIEBERT FINANCIAL CORP (SIEB) (CIK 0000065596)
Date: Oct. 4, 2016 · CIK: 0000065596 · Accession: 0000000000-16-095808
AI Filing Summary & Sentiment
Letter
October 4, 2016 Via E-mail Ms. Gloria E. Gebbia Chief Executive Officer Kennedy Cabot Acquisition, LLC 24100 Calabasas Road Calabasas, CA 91302
Re: Siebert Financial Corp. Amendment No. 1 to Schedule TO Filed September 30 , 2016 by Kennedy Cabot Acquisition, LLC File No. 005-13628
Dear Ms. Gebbia :
We have reviewed your filing and have the following comment.
Conditions to the Offer, page 28
1. We note the response to prior comment 4 and the revised disclosure in the Offer to Purchase . Under federal law, it does not appear that the Company would have obligations to effect the closing of the Offer , because it is not a bidder . Additionally , if the Company did have those obligations, and those obligations were conditioned on actions taken by the Purchaser, then the Offer would remain subject to conditions that are within the bidder’s control. Please revise the disclosure accordingly .
You may contact me at (202) 551 -3503 if you have any ques tions regarding our comment .
Sincerely,
/s/ David L. Orlic
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October 4, 2016 Via E-mail Ms. Gloria E. Gebbia Chief Executive Officer Kennedy Cabot Acquisition, LLC 24100 Calabasas Road Calabasas, CA 91302 Re: Siebert Financial Corp. Amendment No. 1 to Schedule TO Filed September 30 , 2016 by Kennedy Cabot Acquisition, LLC File No. 005-13628 Dear Ms. Gebbia : We have reviewed your filing and have the following comment. Conditions to the Offer, page 28 1. We note the response to prior comment 4 and the revised disclosure in the Offer to Purchase . Under federal law, it does not appear that the Company would have obligations to effect the closing of the Offer , because it is not a bidder . Additionally , if the Company did have those obligations, and those obligations were conditioned on actions taken by the Purchaser, then the Offer would remain subject to conditions that are within the bidder’s control. Please revise the disclosure accordingly . You may contact me at (202) 551 -3503 if you have any ques tions regarding our comment . Sincerely, /s/ David L. Orlic David L. Orlic Special Counsel Office of Mergers and Acquisitions Ms. Gloria E. Gebbia Kennedy Cabot Acquisition, LLC October 4, 2016 Page 2 cc: Lawrence G. Nusbaum, Esq. Gusrae Kaplan Nusbaum PLLC