SEC Comment Letter for PRECISION OPTICS CORPORATION, (POCI) — Nov 12, 2019
PRECISION OPTICS CORPORATION, INC.
Date: Nov. 12, 2019 · CIK: 0000867840 · Accession: 0000000000-19-015412
AI Filing Summary & Sentiment
File numbers found in text: 333-234364
Letter
November 12, 2019 Joseph N. Forkey Chief Executive Officer Precision Optics Corporation, Inc. 22 East Broadway Gardner, MA 01440 Re:Precision Optics Corporation, Inc. Registration Statement on Form S-1 Filed October 29, 2019 File No. 333-234364 Dear Mr. Forkey: We have limited our review of your registration statement to those issues we have addressed in our comment. In our comment, we may ask you to provide us with information so we may better understand your disclosure. 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 the comment, we may have additional comments. Registration Statement on Form S-1 Financial Statements, page F-1 1.We note your significant acquisition of Ross Optical on June 1, 2019 and that you have filed pro forma financial statements related to this acquisition. Please revise your registration statement to also provide the audited historical financial statements for the acquired entity pursuant to Rule 8-04 of Regulation S-X, as well as the interim financial statements for Ross specified in Rule 8-03, including the comparable period of the preceding fiscal year. We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff.
FirstName LastNameJoseph N. Forkey Comapany NamePrecision Optics Corporation, Inc. November 12, 2019 Page 2 FirstName LastName Joseph N. Forkey Precision Optics Corporation, Inc. November 12, 2019 Page 2 Refer to Rules 460 and 461 regarding requests for acceleration. Please allow adequate time for us to review any amendment prior to the requested effective date of the registration statement. Please contact Ada D. Sarmento at 202-551-3798 or Christine Westbrook at 202-551- 5019 with any questions. Sincerely, Division of Corporation Finance Office of Life Sciences cc: Amy Trombly, Esq.
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November 12, 2019
Joseph N. Forkey
Chief Executive Officer
Precision Optics Corporation, Inc.
22 East Broadway
Gardner, MA 01440
Re:Precision Optics Corporation, Inc.
Registration Statement on Form S-1
Filed October 29, 2019
File No. 333-234364
Dear Mr. Forkey:
We have limited our review of your registration statement to those issues we have
addressed in our comment. In our comment, we may ask you to provide us with information so
we may better understand your disclosure.
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 the comment, we may have additional comments.
Registration Statement on Form S-1
Financial Statements, page F-1
1.We note your significant acquisition of Ross Optical on June 1, 2019 and that you have
filed pro forma financial statements related to this acquisition. Please revise your
registration statement to also provide the audited historical financial statements for the
acquired entity pursuant to Rule 8-04 of Regulation S-X, as well as the interim financial
statements for Ross specified in Rule 8-03, including the comparable period of the
preceding fiscal year.
We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.
FirstName LastNameJoseph N. Forkey
Comapany NamePrecision Optics Corporation, Inc.
November 12, 2019 Page 2
FirstName LastName
Joseph N. Forkey
Precision Optics Corporation, Inc.
November 12, 2019
Page 2
Refer to Rules 460 and 461 regarding requests for acceleration. Please allow adequate
time for us to review any amendment prior to the requested effective date of the registration
statement.
Please contact Ada D. Sarmento at 202-551-3798 or Christine Westbrook at 202-551-
5019 with any questions.
Sincerely,
Division of Corporation Finance
Office of Life Sciences
cc: Amy Trombly, Esq.