SecProbe.io

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

       DIVISION OF
CORPORATION FINANCE

 June 24, 2020

By E-Mail

Andrew M. Freedman , Esq.
Olshan Frome Wolosky LLP
1325 Avenue of the Americas
New York, NY 10019

Re: Collectors Universe, Inc.
Soliciting  Materials on Schedule 14A  filed by Alta Fox Capital
    Management, LLC , Alta Fox Opportunities Fund, LP , Alta Fox SPV  1,
    LP, Alta Fox GenP ar, LP , Alta Fox Equity, LLC , Patrick Connor Haley ,
    Lorraine Bardeen , Damian L. Blazy , Judy Krandel , Susanne L. Meline ,
    and Nathani el S. Turner V.
Filed on June 18 , 2020
File No. 001-34240

Dear M r. Freedman :

We have reviewed your filing and have the following comments. In some of our comments,
we may ask you to provide us with information so we may bett er understand your disclosure.

Soliciting Materials
1. Each statement or assertion of opinion or belief must be clearly characterized as such,
and a reasonable factual basis must exist for each such opinion or belief. Support for
opinions or beliefs sho uld be self -evident, disclosed in the proxy statement or provided to
the staff on a supplemental basis. With a view toward revised disclosure, p rovide support
for your statement that you are offering “speed and certainty” in connection with your
offer .
 You “believe shares in CLCT are materially undervalued due to inadequate
shareholder engagement, poor capital allocation, and a lack of digital innovation .”
 Your opinion that “CLCT’s lack of innovation and margin  improvement is
primarily attributable to a complacent and disengaged Board that has not
demonstrated or  executed on a thoughtful capital allocation plan. ”
2. You state that you “ have a plan to increase intrinsic value to $100/share …” in the next
three years.  The inclusion of valuations in proxy materials is only appropriate a nd
consonant with Rule 14a -9 when made in good faith and on a reasonable basis.
Valuation information must therefore be accompanied by disclosure which facilitates
securityholders’ understanding of the basis for and limitations of the valuation

Andrew M. Freedman
Olshan Frome Wolosky LLP
June 24, 2020
Page 2

 informatio n. If you choose to include the $100  figure in soliciting  materials, you must
include supporting disclosure of the kind described in Exchange Act Release No. 16833
(May 23, 1980).  In addition, supplementally explain why your valuation is not so
qualified and s ubject to such material limitations and qualifications  as to make inclusion
of the $100  figure unreasonable.  We do not believe the information included i n your
solicitation materials provides  sufficient support.
3. We note your reference s to the “minuscule ” ownership the incumbent directors have in
the company. Please confirm that in all future soliciting materials you will (i) clarify that
none of your nomine es own any shares in the company,  (ii) explain whether the shares
beneficially owned by Alta Fox are for its own account or that of its clients , and (iii)
explain how this aspect of the perception of the alignment of interest s will be addressed
by your nominees given their lack of ownership of any shares in the company. If the
shares beneficially owned by Alta Fox are attributable to its clients, please include Mr.
Haley  in disclosure addressin g clauses (i) and (iii) above.
4. With a view toward revised future disclosu re, please tell us what support you have for the
availability and magnitude of market opportunities you describe in the first strategic  path
forward for the company.
5. With a view toward revised future disclosu re, please tell us what support you have for the
second strategic  path forward for the company.
6. Similarly, provide supplemental support for your assertion that “[c]ustomer demand for
CLCT’s grading services far exceeds CLCT’s current level of grading capacity. ”
7. On a related note to comment 2 above, provide us suppleme ntal support for your
estimates of the company ’s trading multiple of 25x  of EPS target, of your 2023 EPS
target of $2.01  and that digital alternatives in the grading business could  be w orth an
incremental $50/share.

Please direct any questions to me at (202) 551 -3619.

        Sincerely,

        /s/ Daniel F. Duchovny
        Daniel F. Duchovny
        Special Counsel
        Office of Mergers and Acquisitions