SEC Comment Letter 0000000000-23-012010 to GROOVE BOTANICALS INC. (GRVE) (CIK 0000918573) (GRVE)
GROOVE BOTANICALS INC. (GRVE) (CIK 0000918573)
Date: Nov. 2, 2023 · CIK: 0000918573 · Accession: 0000000000-23-012010
AI Filing Summary & Sentiment
File numbers found in text: 000-23476
Letter
United States securities and exchange commission logo November 2, 2023 Kent Rodriguez Chief Executive Officer, President Groove Botanicals Inc. 310 Fourth Avenue South, Suite 7000 Minneapolis, MN 55415 Re:Groove Botanicals Inc. Registration Statement on Form 10-12G Filed October 19, 2023 File No. 000-23476 Dear Kent Rodriguez: We have reviewed your filing and have the following comments. Please respond to this letter within ten business days by providing the requested information or advise us as soon as possible when you will respond. If you do not believe a comment applies to your facts and circumstances, please tell us why in your response. After reviewing your response and any amendment you may file in response to this letter, we may have additional comments. Registration Statement on Form 10-12G Financial Statements Unaudited Financial Statements for the Quarter Ended June 30, 2023 Consolidated Statements of Operations, page 33 1.Please revise your statements of operations to deduct the dividends on your preferred stock to arrive at net income (loss) available to common shareholders. Earnings per common share should be revised to be calculated based on income (loss) available to common shareholders. Refer to ASC 260-10-45-11 through 45-12. Exhibits 2.A consent to the use of an audit report is not required in 1934 Act reports. However, we note that you included an auditor’s consent, so it should be updated within 30 days of the effective date of the registration statement. Please revise Exhibit 23.1 accordingly.
FirstName LastNameKent Rodriguez Comapany NameGroove Botanicals Inc. November 2, 2023 Page 2 FirstName LastName Kent Rodriguez Groove Botanicals Inc. November 2, 2023 Page 2 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. Please contact Sondra Snyder at 202-551-3332 or Robert Babula at 202-551-3339 if you have questions regarding comments on the financial statements and related matters. Please contact Michael Purcell at 202-551-5351 or Kevin Dougherty at 202-551-3271 with any other questions. Sincerely, Division of Corporation Finance Office of Energy & Transportation cc: Jack Brannelly
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United States securities and exchange commission logo
November 2, 2023
Kent Rodriguez
Chief Executive Officer, President
Groove Botanicals Inc.
310 Fourth Avenue South, Suite 7000
Minneapolis, MN 55415
Re:Groove Botanicals Inc.
Registration Statement on Form 10-12G
Filed October 19, 2023
File No. 000-23476
Dear Kent Rodriguez:
We have reviewed your filing and have the following comments.
Please respond to this letter within ten business days by providing the requested
information or advise us as soon as possible when you will respond. If you do not believe a
comment applies to your facts and circumstances, please tell us why in your response.
After reviewing your response and any amendment you may file in response to this letter,
we may have additional comments.
Registration Statement on Form 10-12G
Financial Statements
Unaudited Financial Statements for the Quarter Ended June 30, 2023
Consolidated Statements of Operations, page 33
1.Please revise your statements of operations to deduct the dividends on your preferred
stock to arrive at net income (loss) available to common shareholders. Earnings per
common share should be revised to be calculated based on income (loss) available to
common shareholders. Refer to ASC 260-10-45-11 through 45-12.
Exhibits
2.A consent to the use of an audit report is not required in 1934 Act reports. However, we
note that you included an auditor’s consent, so it should be updated within 30 days of the
effective date of the registration statement. Please revise Exhibit 23.1 accordingly.
FirstName LastNameKent Rodriguez
Comapany NameGroove Botanicals Inc.
November 2, 2023 Page 2
FirstName LastName
Kent Rodriguez
Groove Botanicals Inc.
November 2, 2023
Page 2
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.
Please contact Sondra Snyder at 202-551-3332 or Robert Babula at 202-551-3339 if you
have questions regarding comments on the financial statements and related matters. Please
contact Michael Purcell at 202-551-5351 or Kevin Dougherty at 202-551-3271 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Energy & Transportation
cc: Jack Brannelly