SEC Comment Letter for SMARTFINANCIAL INC. (SMBK) (CIK 0001038773) (SMBK) — Dec 28, 2015
SMARTFINANCIAL INC. (SMBK) (CIK 0001038773)
Date: Dec. 28, 2015 · CIK: 0001038773 · Accession: 0000000000-15-059582
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-208700
Letter
Mailstop 4720 December 28 , 2015 Via E -mail Billy Y. Carroll, Jr. President and Chief Executive Officer SmartFinancial, Inc. 5401 Kingston Pike, Suite 600 Knoxville, TN 37919
Re: SmartFinancial, Inc. Registration Statement on Form S-3 Filed December 22 , 2015 File No. 333-208700
Dear Mr. Carroll :
This is to advise you that we have not reviewed and will not review your registration statement .
We urge all persons who are responsible for the accuracy and adequacy of the disclosure in the filing to be certain that the filing includes the information the Securities Act of 193 3 and all applicable Securities Act rules require. Since the company and its management are in possession of all facts relating to a company’s disclosure, they are responsible for the accuracy and adequacy of the disclosures they have made.
In the event you request acceleration of the effective date of the pending regist ration statement , please provide a written statement from the company acknowledging that:
should the Commission or the staff, acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action wit h respect to the filing;
the action of the Commission or the staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the company from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and
the company may not assert staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.
Billy Y. Carroll, Jr. SmartFinancial , Inc. December 28 , 2015 Page 2
Please refer to Rules 460 and 461 regarding requests for acceleration . We will consider a written request for acceleration of the effective date of the registration statement as confirmation of the fact that those requesting acceleration are aware of their respective responsibilities under the Securities Act of 1933 and the Securities Exchange Act of 1934 as they relate to the proposed public offering of the registered securities .
Please contact Eric Envall , Staff Attorney, at (202) 551 -3234 with any questions.
Sincerely,
/s/ Era Anagnosti
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Mailstop 4720 December 28 , 2015 Via E -mail Billy Y. Carroll, Jr. President and Chief Executive Officer SmartFinancial, Inc. 5401 Kingston Pike, Suite 600 Knoxville, TN 37919 Re: SmartFinancial, Inc. Registration Statement on Form S-3 Filed December 22 , 2015 File No. 333-208700 Dear Mr. Carroll : This is to advise you that we have not reviewed and will not review your registration statement . We urge all persons who are responsible for the accuracy and adequacy of the disclosure in the filing to be certain that the filing includes the information the Securities Act of 193 3 and all applicable Securities Act rules require. Since the company and its management are in possession of all facts relating to a company’s disclosure, they are responsible for the accuracy and adequacy of the disclosures they have made. In the event you request acceleration of the effective date of the pending regist ration statement , please provide a written statement from the company acknowledging that: should the Commission or the staff, acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action wit h respect to the filing; the action of the Commission or the staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the company from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and the company may not assert staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States. Billy Y. Carroll, Jr. SmartFinancial , Inc. December 28 , 2015 Page 2 Please refer to Rules 460 and 461 regarding requests for acceleration . We will consider a written request for acceleration of the effective date of the registration statement as confirmation of the fact that those requesting acceleration are aware of their respective responsibilities under the Securities Act of 1933 and the Securities Exchange Act of 1934 as they relate to the proposed public offering of the registered securities . Please contact Eric Envall , Staff Attorney, at (202) 551 -3234 with any questions. Sincerely, /s/ Era Anagnosti Era Anagnosti Legal Branch Chief Office of Financial Services cc: Beth Sims , Esq.